| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
ARCH COAL INC [ ARCH ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/08/2017 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock, par value $0.01 per share ("Common Stock") | 12/08/2017 | D(1) | 120,908 | D | $83.03 | 0 | I | See Footnotes(2)(3) | ||
| Common Stock | 12/08/2017 | D(1) | 75,818 | D | $83.03 | 639,003 | I | See Footnotes(2)(4) | ||
| Common Stock | 12/08/2017 | D(1) | 56,864 | D | $83.03 | 429,104 | I | See Footnotes(2)(5) | ||
| Common Stock | 12/08/2017 | D(1) | 246,410 | D | $83.03 | 990,625 | I | See Footnotes(2)(6) | ||
| Common Stock | 12/12/2017 | S | 88,948 | D | $85.26 | 550,055 | I | See Footnotes(2)(4) | ||
| Common Stock | 12/12/2017 | S | 39,378 | D | $85.26 | 389,726 | I | See Footnotes(2)(5) | ||
| Common Stock | 12/12/2017 | S | 371,674 | D | $85.26 | 618,951 | I | See Footnotes(2)(6) | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. See Exhibit 99.1 |
| 2. See Exhibit 99.1 |
| 3. See Exhibit 99.1 |
| 4. See Exhibit 99.1 |
| 5. See Exhibit 99.1 |
| 6. See Exhibit 99.1 |
| Remarks: |
| Solely for purposes of Section 16 of the Exchange Act, each of Monarch Alternative Capital LP, and by virtue of their control of Monarch Alternative Capital LP, MDRA GP LP and Monarch GP LLC, are directors-by-deputization by virtue of Monarch Alternative Capital LP's designation of Patrick Bartels, a managing principal of Monarch Alternative Capital LP, to ARCH's board of directors. Exhibit List: Exhibit 99.1 - Explanation of Responses Exhibit 99.2 - Joint Filers' Information and Signatures |
| MONARCH ALTERNATIVE CAPITAL LP, By: /s/ Michael A. Weinstock, Chief Executive Officer | 12/12/2017 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
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Designated Filer:
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MONARCH ALTERNATIVE CAPITAL LP
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Issuer & Ticker Symbol:
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Arch Coal, Inc. [ARCH]
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Date of Event Requiring Statement:
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December 8, 2017
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Explanation of Responses
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Each of these transactions was approved by ARCH in accordance with Rule 16b-3 under the Securities Exchange Act of 1934.
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| (2) |
This Form 4 is being filed on behalf of Monarch Alternative Capital LP, a Delaware limited partnership (“MAC”), MDRA GP LP, a Delaware limited partnership (“MDRA GP”), and Monarch GP LLC, a Delaware limited liability company (“Monarch GP”). MAC serves as the investment advisor to the Funds (as defined below). MDRA GP is the general partner of MAC and Monarch GP is the general partner of MDRA GP. Each of MAC, MDRA GP and Monarch GP may be deemed to indirectly beneficially own shares held directly by the Funds and disclaims beneficial ownership of all such shares except to the extent of any indirect pecuniary interest therein.
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| (3) |
Common Stock held by Monarch Alternative Solutions Master Fund Ltd, a Cayman Islands corporation (“MASMF”).
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Common Stock held by Monarch Capital Master Partners III LP, a Cayman Islands limited partnership (“MCMP III”).
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Common Stock held by MCP Holdings Master LP, a Cayman Islands limited partnership (“MCPH”).
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Common Stock held by Monarch Debt Recovery Master Fund Ltd, a Cayman Islands corporation (“MDRF”, and together with MASMF, MCMP III and MCPH, the “Funds”).
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Designated Filer:
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Monarch Alternative Capital LP
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Issuer & Ticker Symbol:
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Arch Coal, Inc. [ARCH]
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Date of Event Requiring Statement:
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December 8, 2017
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Joint Filer Information and Signatures
Joint Filers:
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1.
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Name:
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MDRA GP LP
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Address:
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c/o Monarch Alternative Capital LP, 535 Madison Avenue, New York, New York 10022
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MDRA GP LP
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By: Monarch GP LLC, its general partner
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By: /s/ Michael Weinstock
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December 12, 2017
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Name:
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Michael Weinstock
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Date
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Title:
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Chief Executive Officer
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2.
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Name:
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Monarch GP LLC
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Address:
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c/o Monarch Alternative Capital LP, 535 Madison Avenue, New York, New York 10022
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MONARCH GP LLC
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By:/s/ Michael Weinstock
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December 12, 2017
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Name:
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Michael Weinstock
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Date
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Title:
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Chief Executive Officer
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