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 28, 2009 (August 27, 2009)
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
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(Commission File Number)
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(I.R.S. Employer Identification |
| incorporation)
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No.) |
CityPlace One
One CityPlace Drive, Suite 300
St. Louis, Missouri 63141
(Address, including zip code, of principal executive offices)
Registrant’s 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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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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 27, 2009, Arch Coal, Inc., a Delaware corporation (the “Company”), entered into an
amendment (the “Credit Amendment”) to its credit agreement, dated December 22, 2004 (as amended,
the “Credit Agreement”) with the banks named in the Credit Agreement and PNC Bank, National
Association, as administrative agent for the banks party thereto.
The purpose of the Credit Amendment was to extend the maturity of a portion of the commitments
under the credit facility from June 23, 2011 to March 31, 2013 and to revise the maximum leverage
ratio, as determined in accordance with the Credit Agreement. As a result of the Credit Amendment,
commitments under the Credit Agreement will be $860.0 million until June 23, 2011, at which time
the commitments will decrease to $762.5 million. As amended, the Credit Agreement provides a
method by which new banks may join the credit facility after June 23, 2011, subject to an aggregate
maximum amount for all banks of $800.0 million. Under the Credit Amendment, the Company has agreed
to pay a utilization fee and an unused fee for those banks who agree to extend the maturity of
their commitments.
As of August 27, 2009, the Company had no borrowings outstanding under the Credit Agreement.
Some of the banks under the Credit Agreement and/or their affiliates have or may have had
various relationships with the Company and its subsidiaries involving the provision of a variety of
financial services, including investment banking, underwriting and commercial banking services,
including issuances of letters of credit, for which the financial institutions and/or affiliates
receive customary fees, and, in some cases, out-of-pocket expenses.
The Company described the material terms of the Credit Agreement in Item 1.01 of its Current
Report on Form 8-K filed on December 28, 2004, in Item 1.01 of its Current Report on Form 8-K filed
on June 27, 2006, in Item 1.01 of its Current Report on Form 8-K filed on October 6, 2009 and in
Item 1.01 of its Current Report on Form 8-K filed on March 12, 2009, and incorporates those
descriptions herein by this reference, appropriately modified as set forth above.
A copy of the Credit Amendment is filed as Exhibit 10.1 to this Form 8-K and is incorporated
in this Item 1.01 by reference. The description of the Credit Amendment set forth in this Item
1.01 is not complete and is qualified in its entirety by reference to the full text of the Credit
Amendment set forth on Exhibit 10.1, and readers are encouraged to review the Credit Amendment in
its entirety.
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| Item 2.03 |
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Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet
Arrangement of a Registrant. |
Information concerning the amounts for which the Company has become obligated under the Credit
Agreement, as amended by the Credit Amendment, set forth above under Item 1.01 is hereby
incorporated by reference into this Item 2.03.
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