-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GlzNs/lxTCcyDscssg6z/NKyt1g6KCaJJ4/lZqKiKvKP4IEPxSXx7GOTzu//ZfLQ pF6cf/9OAA0Qg+DHHyePhw== 0001037676-03-000033.txt : 20030603 0001037676-03-000033.hdr.sgml : 20030603 20030602174256 ACCESSION NUMBER: 0001037676-03-000033 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20030602 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030603 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ARCH COAL INC CENTRAL INDEX KEY: 0001037676 STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE SURFACE MINING [1221] IRS NUMBER: 430921172 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13105 FILM NUMBER: 03728829 BUSINESS ADDRESS: STREET 1: CITY PLACE ONE STE 300 STREET 2: ARCH MINERAL CORP CITY: ST LOUIS STATE: MO ZIP: 63141 BUSINESS PHONE: 3149942700 MAIL ADDRESS: STREET 1: CITYPLACE ONE SUITE 300 STREET 2: ARCH MINERAL CORP CITY: CREVE COEUR STATE: MO ZIP: 63141 FORMER COMPANY: FORMER CONFORMED NAME: ARCH MINERAL CORP DATE OF NAME CHANGE: 19970411 8-K 1 triton.txt TRITON COAL COMPANY ACQUISITION 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): June 2, 2003 (June 2, 2003) 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 3 pages. Item 9. Regulation FD Disclosure. On May 29, 2003, Arch Coal, Inc. (the "Company"), announced via press release and Form 8-K that it 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 (the "Acquisition"). Consummation of the Acquisition is conditioned upon obtaining all necessary governmental and regulatory consents and other customary conditions. The boards of the Company and Vulcan Coal Holdings LLC have approved the transaction. The Company desires to disclose the following additional information with respect to the Acquisition: 1. Arch Coal has to date identified expected synergies in the range of $18 million to $22 million per year related to the Acquisition; and 2. Triton Coal Company's two mines, North Rochelle and Buckskin, recorded earnings before interest, taxes, depreciation, depletion and amortization ("EBITDA") of $57.8 million in 2002. The Company is furnishing the information contained in this report pursuant to Regulation FD promulgated by the Securities and Exchange Commission ("SEC"). This information is furnished pursuant to Item 9 of Form 8-K and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, unless it is specifically incorporated by reference in a document filed by the Company under the Securities Act of 1933 or the Securities Act of 1934. EBITDA is defined as income from operations before the effect of net interest expense; income taxes; depreciation, depletion and amortization. EBITDA is not a measure of financial performance in accordance with generally accepted accounting principles, and items excluded to calculate EBITDA are significant in understanding and assessing financial condition. Therefore, EBITDA should not be considered in isolation nor as an alternative to net income, income from operations, cash flows from operations or as a measure of profitability, liquidity or performance under generally accepted accounting principles. The information contained in this report is summary information that is intended to be considered in the context of the Company's SEC filings and other public announcements that it may make, by press release or otherwise, from time to time. The Company disclaims any current intention to revise or update the information contained in this report, although it may do so from time to time as its management believes is warranted. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosure. Statements in this report 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 the Company's 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 SEC. Page 2 of 3 pages. 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: June 2, 2003 ARCH COAL, INC. By: /s/ Janet L. Horgan _______________________________________ Janet L.Horgan Assistant General Counsel and Assistant Secretary Page 3 of 3 pages. -----END PRIVACY-ENHANCED MESSAGE-----