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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): March 31, 2004
(March 30, 2004)
Arch Coal, Inc.
(Exact name of registrant as specified in its charter)
Delaware 1-13105 43-0921172
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
One CityPlace Drive, Suite 300, St. Louis, Missouri 63141
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (314) 994-2700
Page 1 of 4 pages.
Exhibit Index begins on page 4.
Item 5. Other Events.
On March 30, 2004, Arch Coal, Inc. (the "Company"), responded via press
release to the FTC's announcement of its intent to block the Company's proposed
acquisition of Triton Coal Company.
Item 7. Exhibits.
(c) The following Exhibit is filed with this Current Report on Form
8-K:
Exhibit No. Description
99 Press Release dated as of March 30, 2004
Page 2 of 4 pages.
Exhibit Index begins on page 4.
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: March 31, 2004 ARCH COAL, INC.
By: /s/ Janet L. Horgan
Janet L. Horgan
Assistant General Counsel and
Assistant Secretary
Page 3 of 4 pages.
Exhibit Index begins on page 4.
EXHIBIT INDEX
Exhibit No. Description
99 Press Release dated as of March 30, 2004
Page 4 of 4 pages.
Exhibit 99
News from
Arch Coal, Inc.
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FOR FURTHER INFORMATION:
Investors: Deck Slone (314) 994-2717
Media: Kim Link (314) 994-2936
FOR IMMEDIATE RELEASE
March 30, 2004
Arch Coal Responds to FTC's Intent to Block
Triton Acquisition
ST. LOUIS - Arch Coal, Inc. (NYSE: ACI) today was informed that the Federal
Trade Commission (FTC) will file a lawsuit in federal district court to block
the company's proposed acquisition of Triton Coal Company.
"We respectfully disagree with the FTC's decision to seek a preliminary
injunction challenging the deal," said Steven F. Leer, Arch Coal's president and
chief executive officer. "We continue to believe that this acquisition is
pro-competitive and would create tremendous efficiencies that would benefit our
customers and ultimately consumers of electricity."
The lengthy FTC investigation commenced last year following Arch Coal's
announcement on May 29, 2003 that the company had signed a definitive agreement
to acquire Vulcan Coal Holdings LLC, which owns all of the equity of Triton Coal
Company, for a purchase price of $364 million. Subsequently, Arch entered into
an agreement on January 30, 2004, to sell the Buckskin Mine to Kiewit Mining
Acquisition Company for $82.0 million contingent on the closing of the Vulcan
transaction. Buckskin accounts for more than 40 percent of Triton's total
production, and this transaction allows for five major producers to remain in
the Sourthern Powder River Basin (SPRB). The commission's decision to challenge
Arch's acquisition of Triton's North Rochelle mine took into consideration the
pending sale of Buckskin to Kiewit.
"We believe that the FTC incorrectly excluded from its analysis the fact
that competition in the coal business is intense and that the transaction would
enable Arch itself to become more competitive and responsive to customers'
needs," Leer said. "We look forward to presenting the facts in court."
In effect, Arch is seeking to acquire a single mine - North Rochelle - that
shares 5.5 miles of property lines with its existing Black Thunder operation,
according to Leer. "We anticipate that the integration of these two mines would
create tremendous opportunities for cost savings and synergies that should
benefit the customers of both operations," Leer said.
"In the meantime, Arch continues to focus on meeting the needs of our
electric utility customers," he added. "Given the company's cash balance of
approximately $325 million and its very manageable debt level, we believe Arch
has the financial wherewithal to grow via acquisitions, reserve additions and
the continued development of its large and strategic reserve base."
St. Louis-based Arch Coal, Inc. is the nation's second largest coal
producer and mines low-sulfur coal exclusively. Through its subsidiary
operations in West Virginia, Kentucky, Virginia, Wyoming, Colorado and Utah,
Arch provides the fuel for approximately 6 percent of the electricity generated
in the United States.
# # #
Forward-Looking Statements: Statements in this press release which are not
statements of historical fact are forward-looking statements within the "safe
harbor" provision of the Private Securities Litigation Reform Act of 1995. These
forward-looking statements are based on information currently available to, and
expectations and assumptions deemed reasonable by, the company. Because these
forward-looking statements are subject to various risks and uncertainties,
actual results may differ materially from those projected in the statements.
These expectations, assumptions and uncertainties include: the company's
expectation that it will be able to consummate its acquisition of Vulcan Coal
Holdings; the company's ability to realize the anticipated benefits of
integrating the North Rochelle and Black Thunder operations if the company's
acquisition of Vulcan Coal Holdings is consummated; and the other risks and
uncertainties which are described from time to time in the company's reports
filed with the Securities and Exchange Commission.