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 3, 2010
(August 2, 2010)
Arch Coal, Inc.
(Exact name of registrant as specified in its charter)
|
|
|
|
|
Delaware
(State or other jurisdiction of
incorporation)
|
|
1-13105
(Commission File Number)
|
|
43-0921172
(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 1.01 |
|
Entry into a Material Definitive Agreement. |
On August 2, 2010, Arch Coal, Inc. (the Company) and the subsidiary guarantors named therein
(the Subsidiary Guarantors) entered into an underwriting agreement (the Underwriting Agreement)
with Banc of America Securities LLC, Citigroup Global Markets Inc., Morgan Stanley & Co.
Incorporated and J.P. Morgan Securities Inc., as representatives of the several underwriters named
therein (the Underwriters), relating to the issuance and sale by the Company of $500.0 million
aggregate principal amount of 7.250% Senior Notes due 2020 (the Senior Notes). The Senior
Notes will be issued by the Company pursuant to an Indenture, between the Company and U.S. Bank
National Association, as trustee (the Trustee), as supplemented by a First Supplemental Indenture,
among the Company, the Subsidiary Guarantors and the Trustee. The Senior Notes will be sold in a
public offering pursuant to the Companys existing universal shelf registration statement filed
with the Securities and Exchange Commission (the SEC) and a related prospectus supplement and
accompanying prospectus to be filed with the SEC.
The Underwriting Agreement includes customary representations, warranties and covenants by the
Company and the Subsidiary Guarantors. Under the terms of the Underwriting Agreement, the Company
and the Subsidiary Guarantors have agreed to indemnify the Underwriters against certain
liabilities. The Underwriting Agreement is filed as Exhibit 1.1 to this Form 8-K and the
description of the material terms of the Underwriting Agreement is qualified in its entirety by
reference to such exhibit, which is incorporated herein by reference.
|
|
|
Item 9.01 |
|
Financial Statements and Exhibits. |
(d) |
|
Exhibits |
|
|
|
The following exhibit is attached hereto and filed herewith. |
|
|
|
|
|
Exhibit |
|
|
No. |
|
Description |
|
1.1 |
|
|
Underwriting Agreement, dated August 2, 2010, by and among Arch
Coal, Inc., the subsidiary guarantors named therein and Banc of
America Securities LLC, Citigroup Global Markets Inc., Morgan
Stanley & Co. Incorporated and J.P. Morgan Securities Inc., as
representatives of the several underwriters named therein. |
1
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.
|
|
|
|
|
Dated: August 3, 2010 |
Arch Coal, Inc.
|
|
|
By: |
/s/ Robert G. Jones
|
|
|
|
Robert G. Jones |
|
|
|
Senior Vice President--Law, General Counsel
and Secretary |
|
|
2
Exhibit Index
|
|
|
|
|
Exhibit |
|
|
No. |
|
Description |
|
1.1 |
|
|
Underwriting Agreement, dated August 2, 2010, by and among Arch
Coal, Inc., the subsidiary guarantors named therein and Banc of
America Securities LLC, Citigroup Global Markets Inc., Morgan
Stanley & Co. Incorporated and J.P. Morgan Securities Inc., as
representatives of the several underwriters named therein. |