SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 17, 2004
(August 16, 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 August 13, 2004, Arch Coal, Inc. (the "Company"), announced via press
release that the U.S. District Court for the District of Columbia rejected the
Federal Trade Commission's request for a preliminary injunction blocking the
Company's acquisition of Triton Coal Company. A copy of the Company's press
release is attached hereto and incorporated herein by reference in its entirety.
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 August 13, 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: August 17, 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 August 13, 2004
Page 4 of 4 pages.
Exhibit 99
News from
Arch Coal, Inc.
- --------------------------------------------------------------------------------
FOR FURTHER INFORMATION:
Deck Slone
Vice President
Investor Relations and Public Affairs
(314) 994-2717
FOR IMMEDIATE RELEASE
August 13, 2004
Arch Coal Comments on Favorable Decision in U.S. District Court
Concerning Triton Acquisition
ST. LOUIS (August 13, 2004) - Late this afternoon, the U.S. District Court
for the District of Columbia rejected the Federal Trade Commission's request for
a preliminary injunction blocking Arch's acquisition of Triton Coal Company.
"We are pleased that the court has found no cause to prevent this
transaction from moving forward," said Steven F. Leer, Arch's president and
chief executive officer. "We are confident that completing this acquisition will
create significant benefits for our customers, the end users of electricity,
employees at both companies, and our shareholders."
James M. Hake, president and chief executive officer of Triton, stated: "We
are very pleased that the court found no reason to enjoin our transaction, which
we believe to be in the best interests of Triton and its shareholders, customers
and other constituents."
The Federal Trade Commission has the right to seek an emergency stay of the
District Court's decision. Arch has agreed not to close the transaction for a
period of two full business days.
Arch Coal, Inc. (NYSE:ACI) is one of the nation's largest coal producers
and mines clean-burning, low-sulfur coal exclusively. Through its subsidiary
operations in West Virginia, Kentucky, Virginia, Wyoming, Colorado and Utah,
Arch Coal provides the fuel for approximately 6% 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 of continued growth in the demand for electricity; expected
synergies resulting from the acquisition; belief that legislation and
regulations relating to the Clean Air Act and the relatively higher costs of
competing fuels will increase demand for its compliance and low-sulfur coal;
expectation of improved market conditions for the price of coal; expectation
that the company will continue to have adequate liquidity from its cash flow
from operations, together with available borrowings under its credit facilities,
to finance the company's working capital needs; a variety of operational,
geologic, permitting, labor and weather related factors; 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.