e8vk
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): August 2, 2010 (August 2, 2010)
Arch Coal, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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1-13105
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43-0921172 |
(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.) |
CityPlace One
One CityPlace Drive, Suite 300
St. Louis, Missouri 63141
(Address, including zip code, of principal executive offices)
Registrants telephone number, including area code: (314) 994-2700
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 7.01 Regulation FD Disclosure.
On August 2, 2010, Arch Coal, Inc. issued a press release announcing the pricing of its public
offering of $500.0 million aggregate principal amount of senior notes due 2020. A copy of the
press release is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibit is attached hereto and furnished herewith.
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Exhibit |
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No. |
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Description |
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99.1
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Press release dated August 2, 2010. |
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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.
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Dated: August 2, 2010 |
Arch Coal, Inc.
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By: |
/s/ Robert G. Jones
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Robert G. Jones |
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Senior Vice PresidentLaw, General Counsel
and Secretary |
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Exhibit Index
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Exhibit |
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No. |
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Description |
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99.1
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Press release dated August 2, 2010. |
exv99w1
Exhibit 99.1
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News from
Arch Coal, Inc.
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FOR IMMEDIATE RELEASE
Arch Coal Announces Pricing of $500 Million
Senior Notes Offering
ST. LOUIS (August 2, 2010) Arch Coal, Inc. (NYSE:ACI) today announced that it has
successfully priced its offering of $500.0 million aggregate principal amount of 7.25% senior
notes due 2020 at an issue price of 100% of principal amount. The offering will be made pursuant to Archs
existing universal shelf registration statement filed with the Securities and Exchange Commission
(the SEC). Arch will pay interest on the notes semi-annually on April 1 and October 1
of each year, beginning on April 1, 2011. The notes will be fully and unconditionally
guaranteed on a senior unsecured basis by certain of Archs subsidiaries.
Arch intends to use the net proceeds from the offering and cash on hand to fund the
repurchase or redemption of $500.0 million aggregate principal amount of Arch Western Finances
outstanding 6.75% senior notes due 2013. As of today, there was $950.0 million in aggregate
principal amount of Arch Western Finances 6.75% senior notes due 2013 outstanding.
This press release shall not constitute an offer to sell or a solicitation of an offer to
buy any securities, nor shall there be any sale of these securities in any state or jurisdiction in
which such an offer, solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such state or jurisdiction.
BofA Merrill Lynch, Citi, Morgan Stanley & Co. Incorporated and J.P. Morgan are the joint
book-runners for the senior notes offering.
Arch has filed a registration statement (including a prospectus) with the SEC for the
offering to which this communication relates. Interested investors should read the prospectus in
that registration statement and the applicable prospectus supplement and other documents Arch has
filed or will file with the SEC at www.sec.gov before investing.
The preliminary prospectus supplement and the final prospectus supplement relating to the
offering, when available, in each case with the accompanying prospectus, may be obtained from BofA
Merrill Lynch, 4 World Financial Center, New York, NY 10080, Attention: Preliminary Prospectus
Department, or e-mail Prospectus.Requests@ml.com, from Citi, Syndicate Desk, 390 Greenwich Street,
New York, New York 10013 or by telephone at (212) 723-6020, from Morgan Stanley & Co. Incorporated,
Prospectus Department, 180 Varick Street 2/F, New York, New York 10014, or by telephone at (866)
718-1649 and from J.P. Morgan Securities, 383 Park Avenue, 3rd Floor, New York, New York 10179,
attention: Syndicate Desk, or by telephone at (800) 245-8812.
St. Louis-based Arch Coal is the second largest U.S. coal producer. Through its national
network of mines, Arch supplies cleaner-burning, low-sulfur coal to fuel roughly 8 percent of the
nations electricity. The company also ships coal to domestic and international steel manufacturers
as well as international power producers.
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
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 industry; from legislation and regulations relating to the Clean Air Act and other
environmental initiatives; from operational, geological, permit, labor and weather-related factors;
from fluctuations in the amount of cash we generate from operations; from future integration of
acquired businesses; and from numerous other matters of national, regional and global scale,
including those of a political, economic, business, competitive or regulatory nature. 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.
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