UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
(Address, including zip code, of principal executive offices)
Registrant’s telephone number, including
area code: (
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol | Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging
growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 24, 2020, the Board of Directors (the “Board”) of Arch Coal, Inc. (the “Company”) appointed John T. Drexler as the Company’s Senior Vice President and Chief Operating Officer and Matthew C. Giljum as the Company’s Senior Vice President and Chief Financial Officer, each effective on April 30, 2020.
Mr. Drexler, age 50, has served as the Company’s Senior Vice President and Chief Financial Officer since 2008. Mr. Drexler previously served as the Company’s Vice President-Finance and Accounting and Director of Planning and Forecasting, as well as several other positions within the Company’s finance and accounting department.
Mr. Giljum, age 48, has served as the Company’s Vice President of Finance since 2009 and added the Treasurer position in 2015. Prior to those roles, he served in several other positions within the Company’s finance and accounting department.
Item 7.01 Regulation FD Disclosure.
On March 24, 2020, the Company issued a press release announcing the new positions for Messrs. Drexler and Giljum. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated by reference herein.
The information contained in Item 7.01 and the exhibit attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
| Exhibit No. |
Description | |
| 99.1 | Press Release, dated March 24, 2020 | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: March 24, 2020 | Arch Coal, Inc. | |
| By: | /s/ Robert G. Jones | |
| Robert G. Jones | ||
| Senior Vice President – Law, General Counsel and Secretary | ||
Exhibit 99.1
News from
Arch Coal, Inc.
FOR FURTHER INFORMATION:
Investor Relations
314/994-2897
FOR IMMEDIATE RELEASE
Arch Coal, Inc. Announces New Roles for Drexler and Giljum
ST. LOUIS, March 24, 2020 – Arch Coal, Inc. (NYSE: ARCH) today announced that – as part of its ongoing succession process – John T. Drexler will become the company’s chief operating officer and Matthew C. Giljum will become its chief financial officer, effective April 30. Drexler is currently Arch’s chief financial officer and Giljum is currently Arch’s treasurer and vice president of finance.
“John has done a tremendous job as chief financial officer during a period of great transition for the company,” said Paul A. Lang, Arch’s incoming chief executive officer. “Under John’s leadership, Arch has conducted a highly successful capital return program and built the industry’s strongest balance sheet, while at the same time ensuring ample funding for the build-out of our world-class growth project at Leer South. John is a skilled leader with an exceptional understanding of our business and operating portfolio, and I’m confident that he will be highly successful in this pivotal new role with the company.”
“Matt is exceptionally well-equipped to succeed John as Arch’s next chief financial officer,” Lang continued. “He has played an instrumental role on the company’s financial leadership team for many years and has contributed significantly to our strong performance and numerous achievements on that front. I am certain he will make an even greater contribution to the company’s ongoing growth and success in this significant, new capacity.”
Both Drexler and Giljum will report to Lang.
Drexler has served as Arch’s senior vice president and chief financial officer since 2008. Prior to that role, he held the positions of vice president of finance and accounting; vice president of accounting, reporting and planning; and director of planning and forecasting, among others. He joined Arch in 1998 after beginning his career at EY. He is a Certified Public Accountant and holds a B.S. degree from the University of Missouri. In addition to his responsibilities at Arch, Drexler serves on the board of Knight Hawk Coal Company, and is the former board chair and current finance committee chair of The Magic House, a nationally recognized children’s museum located in Saint Louis.
1
Giljum has served as Arch’s vice president of finance and treasurer since 2015. Prior to that role, he served as the company’s vice president of finance, as well as a number of other positions of increasing responsibility in the company’s finance department. Giljum joined the company in 2002 after beginning his career at EY. He is a Certified Public Accountant and holds a B.S. from the University of Missouri and an MBA from Washington University in Saint Louis.
U.S.-based Arch Coal, Inc. is a top coal producer for the global steel and power generation industries. Arch operates a streamlined portfolio of large-scale, low-cost mining complexes that produce high-quality metallurgical coals in Appalachia and low-emitting thermal coals in the Powder River Basin and other strategic supply regions. For more information, visit www.archcoal.com.
Forward-Looking Statements: This press release contains “forward-looking statements” – that is, statements related to future, not past, events. In this context, forward-looking statements often address our expected future business and financial performance, and often contain words such as “should,” “appears,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” or “will.” Forward-looking statements by their nature address matters that are, to different degrees, uncertain. For us, particular uncertainties arise from changes in the demand for our coal by the domestic electric generation and steel industries; from legislation and regulations relating to the Clean Air Act and other environmental initiatives; from competition within our industry and with producers of competing energy sources; from our ability to successfully acquire or develop coal reserves; from operational, geological, permit, labor and weather-related factors; from the Tax Cuts and Jobs Act and other tax reforms; from the effects of foreign and domestic trade policies, actions or disputes; from fluctuations in the amount of cash we generate from operations, which could impact, among other things, our ability to pay dividends or repurchase shares in accordance with our announced capital allocation plan; from our ability to successfully integrate the operations that we acquire; from our ability to complete the joint venture transaction with Peabody Energy in a timely manner, including obtaining regulatory approvals and satisfying other closing conditions; from our ability to achieve expected synergies from the joint venture; from our ability to successfully integrate the operations of certain mines in the joint venture; and from numerous other matters of national, regional and global scale, including those of a political, economic, business, competitive or regulatory nature, and natural disasters, pandemics and outbreaks of contagious diseases and other adverse public health developments, such as coronavirus disease (COVID-19). These uncertainties may cause our actual future results to be materially different than those expressed in our forward-looking statements. We do not undertake to update our forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law. For a description of some of the risks and uncertainties that may affect our future results, you should see the risk factors described from time to time in the reports we file with the Securities and Exchange Commission.
# # #
2