10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

xQuarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended March 31, 2016

oTransition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from                      to                      .

Commission file number: 1-13105

Arch Coal, Inc.

(Exact name of registrant as specified in its charter)

Delaware	43-0921172
(State or other jurisdiction	(I.R.S. Employer
of incorporation or organization)	Identification Number)

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

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes x  No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes x  No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer o	Accelerated filer x
Non-accelerated filer o	Smaller reporting company o
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes o  No x

At April 22, 2016 there were 21,293,090 shares of the registrant’s common stock outstanding.

TABLE OF CONTENTS

	Page
Part 1 FINANCIAL INFORMATION	3
Item 1. Financial Statements	3
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	30
Item 3. Quantitative and Qualitative Disclosure About Market Risk	38
Item 4. Controls and Procedures	39
Part II OTHER INFORMATION	39
Item 1. Legal Proceedings	39
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	42
Item 4. Mine Safety Disclosures	42
Item 6. Exhibits	43

2

Part I

FINANCIAL INFORMATION

Item 1.    Financial Statements.

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidated Statements of Operations

(in thousands, except per share data)

	Three Months Ended March 31,
	2016			2015
	(Unaudited)
Revenues	$	428,106		$	677,005
Costs, expenses and other operating
Cost of sales (exclusive of items shown separately below)	419,316			562,322
Depreciation, depletion and amortization	63,699			104,874
Amortization of acquired sales contracts, net	(833		)	(3,390		)
Change in fair value of coal derivatives and coal trading activities, net	1,210			1,220
Asset impairment and mine closure costs	85,520			—
Selling, general and administrative expenses	19,826			22,605
Other operating (income) expense, net	(2,220		)	9,086
	586,518			696,717
Loss from operations	(158,412		)	(19,712		)
Interest expense, net
Interest expense (contractual interest of $98,565 in 2016)	(44,451		)	(99,252		)
Interest and investment income	1,138			2,373
	(43,313		)	(96,879		)
Loss before nonoperating expenses	(201,725		)	(116,591		)
Nonoperating expenses
Expenses related to proposed debt restructuring	(2,213		)	—
Reorganization items, net	(3,875		)	—
	(6,088		)	—
Loss before income taxes	(207,813		)	(116,591		)
Benefit from income taxes	(1,111		)	(3,396		)
Net loss	$	(206,702	)	$	(113,195	)
Net loss per common share
Basic and diluted - Net loss per share	$	(9.71	)	$	(5.32	)
Basic and diluted weighted average shares outstanding	21,293			21,266

The accompanying notes are an integral part of the condensed consolidated financial statements.

3

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidated Statements of Comprehensive Income (Loss)

(in thousands)

	Three Months Ended March 31,
	2016			2015
	(Unaudited)
Net loss	$	(206,702	)	$	(113,195	)
Derivative instruments
Comprehensive income (loss) before tax	(224		)	5,045
Income tax benefit (provision)	81			(1,817		)
	(143		)	3,228
Pension, postretirement and other post-employment benefits
Comprehensive income (loss) before tax	(1,338		)	294
Income tax benefit (provision)	481			(105		)
	(857		)	189
Available-for-sale securities
Comprehensive income (loss) before tax	2,903			291
Income tax benefit (provision)	(1,043		)	(104		)
	1,860			187
Total other comprehensive income (loss)	860			3,604
Total comprehensive loss	$	(205,842	)	$	(109,591	)

The accompanying notes are an integral part of the condensed consolidated financial statements.

4

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidated Balance Sheets

(in thousands, except per share data)

	March 31,			December 31,
	2016			2015
	(Unaudited)
Assets
Current assets
Cash and cash equivalents	$	395,398		$	450,781
Short term investments	198,788			200,192
Restricted cash	109,650			97,542
Trade accounts receivable (net of allowance for doubtful accounts of $7.8 million for both periods, respectively	113,005			117,405
Other receivables	15,589			18,362
Inventories	195,987			196,720
Prepaid royalties	8,075			10,022
Coal derivative assets	5,808			8,035
Other current assets	44,830			39,866
Total current assets	1,087,130			1,138,925
Property, plant and equipment, net	3,487,109			3,619,029
Other assets
Prepaid royalties	20,997			23,671
Equity investments	201,517			201,877
Other noncurrent assets	58,657			58,379
Total other assets	281,171			283,927
Total assets	$	4,855,410		$	5,041,881
Liabilities and Stockholders’ Deficit
Liabilities not subject to compromise
Accounts payable	$	70,823		$	128,131
Accrued expenses and other current liabilities	102,590			329,450
Current maturities of debt	—			5,042,353
Total current liabilities	173,413			5,499,934
Long-term debt	—			30,953
Asset retirement obligations	401,569			396,659
Accrued pension benefits	20,646			27,373
Accrued postretirement benefits other than pension	89,779			99,810
Accrued workers’ compensation	113,782			112,270
Other noncurrent liabilities	18,023			119,171
Total liabilities not subject to compromise	817,212			6,286,170
Liabilities subject to compromise	5,487,326			—
Total liabilities	6,304,538			6,286,170
Stockholders’ deficit
Common stock, $0.01 par value, authorized 26,000 shares, issued 21,448 shares and 21,446 shares at March 31, 2016 and December 31, 2015, respectively	2,145			2,145
Paid-in capital	3,055,214			3,054,211
Treasury stock, at cost, 152 shares at March 31, 2016 and December 31, 2015	(53,863		)	(53,863		)
Accumulated deficit	(4,451,669		)	(4,244,967		)
Accumulated other comprehensive loss	(955		)	(1,815		)
Total stockholders’ deficit	(1,449,128		)	(1,244,289		)
Total liabilities and stockholders’ deficit	$	4,855,410		$	5,041,881

The accompanying notes are an integral part of the condensed consolidated financial statements.

5

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidated Statements of Cash Flows

(in thousands)

	Three Months Ended March 31,
	2016			2015
	(Unaudited)
Operating activities
Net loss	$	(206,702	)	$	(113,195	)
Adjustments to reconcile net loss to cash used in operating activities:
Depreciation, depletion and amortization	63,699			104,874
Amortization of acquired sales contracts, net	(833		)	(3,390		)
Amortization relating to financing activities	3,150			6,219
Prepaid royalties expensed	1,286			1,674
Employee stock-based compensation expense	1,003			1,760
Asset impairment and non-cash mine closure costs	77,550			—
Non-cash bankruptcy reorganization items	(13,892		)	—
Expenses related to proposed debt restructuring	2,213			—
Gains on disposals and divestitures, net	1			(46		)
Deferred income taxes	(429		)	(3,433		)
Changes in:
Receivables	7,815			18,252
Inventories	734			(49,860		)
Accounts payable, accrued expenses and other current liabilities	39,441			7,186
Income taxes, net	(642		)	40
Other	15,508			25,646
Cash used in operating activities	(10,098		)	(4,273		)
Investing activities
Capital expenditures	(5,926		)	(22,880		)
Additions to prepaid royalties	(71		)	(213		)
Proceeds from disposals and divestitures	—			46
Purchases of marketable securities	(55,132		)	(101,793		)
Proceeds from sale or maturity of marketable securities and other investments	56,134			99,914
Investments in and advances to affiliates	(2,156		)	(1,843		)
Deposits of restricted cash	(12,108		)	(3,532		)
Cash used in investing activities	(19,259		)	(30,301		)
Financing activities
Payments on term loan	—			(4,875		)
Net payments on other debt	(5,410		)	(4,810		)
Expenses related to proposed debt restructuring	(2,213		)	—
Debt financing costs	(18,403		)	—
Cash used in financing activities	(26,026		)	(9,685		)
Decrease in cash and cash equivalents	(55,383		)	(44,259		)
Cash and cash equivalents, beginning of period	450,781			734,231
Cash and cash equivalents, end of period	$	395,398		$	689,972

The accompanying notes are an integral part of the condensed consolidated financial statements.

6

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Notes to Condensed Consolidated Financial Statements

(unaudited)

1.  Basis of Presentation

The accompanying unaudited condensed consolidated financial statements include the accounts of Arch Coal, Inc. and its subsidiaries (the “Company”). The Company’s primary business is the production of thermal and metallurgical coal from surface and underground mines located throughout the United States, for sale to utility, industrial and steel producers both in the United States and around the world. The Company currently operates mining complexes in West Virginia, Kentucky, Virginia, Illinois, Wyoming and Colorado.  All subsidiaries are wholly-owned. Intercompany transactions and accounts have been eliminated in consolidation.

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial reporting and U.S. Securities and Exchange Commission regulations. In the opinion of management, all adjustments, consisting of normal, recurring accruals considered necessary for a fair presentation, have been included. Results of operations for the three months ended March 31, 2016 are not necessarily indicative of results to be expected for the year ending December 31, 2016. These financial statements should be read in conjunction with the audited financial statements and related notes as of and for the year ended December 31, 2015 included in the Company’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission.

On August 4, 2015 we effected a 1-for-10 reverse stock split of our common stock.  Each stockholder’s percentage ownership and proportional voting power remained unchanged as a result of the reverse stock split.  All applicable share data, per share amounts and related information in the Condensed Consolidated Financial Statements and notes thereto have been adjusted retroactively to give effect to the 1-for-10 reverse stock split.

Filing Under Chapter 11 of the United States Bankruptcy Code

On January 11, 2016 (the “Petition Date”), the Company and substantially all of its wholly owned domestic subsidiaries (the “Filing Subsidiaries” and, together with Arch, the “Debtors”) filed voluntary petitions for reorganization (collectively, the “Bankruptcy Petitions”) under Chapter 11 of Title 11 of the U.S. Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Eastern District of Missouri (the “Court”). The Debtor’s Chapter 11 Cases (collectively, the “Chapter 11 Cases”) are being jointly administered under the caption In re Arch Coal, Inc., et al. Case No. 16-40120 (lead case). Each Debtor will continue to operate its business as a “debtor in possession” under the jurisdiction of the Court and in accordance with the applicable provisions of the Bankruptcy Code and the orders of the Court.

The filing of the Bankruptcy Petitions constituted an event of default that accelerated the Company’s obligations under the documents governing each of its 7.00% senior notes due 2019, 9.875% senior notes due 2019, 8.00% senior secured second lien notes due 2019, 7.25% senior notes due 2020, 7.25% senior notes due 2021 (together, the “senior notes”) and senior secured first lien term loan due 2018 (the “Existing Credit Agreement”) (collectively with the senior notes, the “Debt Instruments”).  Immediately after filing the Bankruptcy Petitions, the Company began notifying all known current or potential creditors of the Debtors of the bankruptcy filings.

Additionally, on the Petition Date, the New York Stock Exchange (the “NYSE”) determined that the Company’s stock was no longer suitable for listing pursuant to Section 8.02.01D of the NYSE continued listing standards and trading in the Company’s common stock was suspended on January 11, 2016.  We expect that the existing common stock of the Company will be extinguished upon the Company’s emergence from Chapter 11 and existing equity holders will not receive consideration in respect of their equity interests.

On the Petition Date, the Debtors filed a number of motions with the Court generally designed to stabilize their operations and facilitate the Debtors’ transition into Chapter 11. Certain of these motions sought authority from the Court for the Debtors to make payments upon, or otherwise honor, certain pre-petition obligations (e.g., obligations related to certain employee wages, salaries and benefits and certain vendors and other providers essential to the Debtors’ businesses). The Court has entered orders approving the relief sought in these motions, in certain cases on an interim basis.

Pursuant to Section 362 of the Bankruptcy Code, the filing of the Bankruptcy Petitions automatically stayed most actions against the Debtors, including actions to collect indebtedness incurred prior to the Petition Date or to exercise control over the Debtors’ property. Subject to certain exceptions under the Bankruptcy Code, the filing of the Debtors’ Chapter 11 Cases also automatically stayed the continuation of most legal proceedings or the filing of other actions against or on behalf of the Debtors or their property to recover on, collect or secure a claim arising prior to the Petition Date or to exercise control over property of

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the Debtors’ bankruptcy estates, unless and until the Court modifies or lifts the automatic stay as to any such claim.  Notwithstanding the general application of the automatic stay described above, governmental authorities may determine to continue actions brought under their police and regulatory powers.

As required by the Bankruptcy Code, the U.S. Trustee for the Eastern District of Missouri appointed an official committee of unsecured creditors (the “Creditors’ Committee”) on January 25, 2016. The Creditors’ Committee represents all unsecured creditors of the Debtors and has a right to be heard on all matters that come before the Court.

For periods subsequent to filing the Bankruptcy Petitions, the Company will apply the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 852, “Reorganizations”, in preparing its consolidated financial statements.  ASC 852 requires that financial statements distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business.  Accordingly, certain revenues, expenses, realized gains and losses and provisions for losses that are realized or incurred in the bankruptcy proceedings have been recorded in a reorganization line item on the Condensed Consolidated Statement of Operations.  In addition, the pre-petition obligations that may be impacted by the bankruptcy reorganization process have been classified on the balance sheet as liabilities subject to compromise.  These liabilities are reported as the amounts expected to be allowed by the Court, even if they may be settled for lesser amounts.

Restructuring Support Agreement

In connection with the filing of the Bankruptcy Petitions, the Company entered into a Restructuring Support Agreement, dated as of January 10, 2016 (as amended on February 25, 2016, March 28, 2016 and April 26, 2016, the “Restructuring Support Agreement”), among the Debtors and holders of over 50% of the Company’s first lien term loans under the Existing Credit Agreement (the “Supporting First Lien Creditors”), providing that the Supporting First Lien Creditors will support a restructuring of the Debtors, subject to the following terms and conditions contemplated therein, among others:

·existing common stock of the Company would likely be extinguished upon the Company’s emergence from Chapter 11, and existing equity holders would likely not receive consideration in respect of their equity interests;

·claims against the Debtors arising under the DIP Facility (as defined below) would be paid in full in cash or receive such other treatment as may be consented to by the holders of such claims;

·claims against the Debtors of holders of first lien term loans would be exchanged for (a) a combination of cash and $326.5 million (principal amount) of new first lien debt that would be issued by the reorganized Company and (b) 100% of the common stock of the reorganized Company outstanding on the effective date of the plan, subject to dilution on account of a proposed new management incentive plan and the distribution to unsecured creditors of any new common stock and warrants (as described below);

·first lien term loan deficiency claims (subject to certain exceptions) as well as second lien notes, unsecured notes and general unsecured claims against the Debtors would be exchanged for either (1) common stock in the reorganized Company and warrants or (2) the value of the unencumbered assets of the Company, if any, after giving effect to certain other payments and claims;

·either the Company’s existing accounts receivable securitization facility would be reinstated or a new letter of credit facility would be entered into by the Company, in either case on terms acceptable to Supporting First Lien Creditors holding more than 66 2/3% of the aggregate amount of the first lien term loans held by Supporting First Lien Creditors; and

·the board of directors of the reorganized Company would consist of seven directors, at least one of whom would be independent, including the Company’s Chief Executive Officer and six directors selected by certain of the Company’s first-lien term lenders in consultation with the Company’s Chief Executive Officer.

The Restructuring Support Agreement, if utilized as the basis for a plan of reorganization, is expected to reduce the Company’s long-term debt by more than $4.5 billion.

Debtor-In-Possession Financing

On January 21, 2016, the Superpriority Secured Debtor-in-Possession Credit Agreement (as amended on March 4, 2016, March 28, 2016 and April 26, 2016, the “DIP Credit Agreement”) was entered into by and among the Company, as borrower, certain of the Debtors, as guarantors (the “Guarantors” and, together with the Company, the “Loan Parties”), the lenders from

8

time to time party thereto (the “DIP Lenders”) and Wilmington Trust, National Association, as administrative agent and collateral agent for the DIP Lenders (in such capacities, the “DIP Agent”).

The DIP Credit Agreement, which has been approved by the Court on a final basis, provides for a super-priority senior secured debtor-in-possession credit facility (the “DIP Facility”) consisting of term loans (collectively, the “DIP Term Loan”) in the aggregate principal amount of up to $275 million that may be funded in not more than two draws not later than six months after the effective date of the DIP Facility (such six month period, the “Availability Period”).  Any portion of the DIP Term Loan commitment that has not been funded on or prior to the end of the Availability Period will be permanently cancelled.

The maturity date of the DIP Facility is the earliest of (i) January 31, 2017, (ii) the date of the substantial consummation of a plan of reorganization that is confirmed pursuant to an order of the Court, (iii) the consummation of the sale of all or substantially all of the assets of the Loan Parties pursuant to Section 363 of the Bankruptcy Code and (iv) the date the obligations under the DIP Facility are accelerated pursuant to the terms of the DIP Credit Agreement.  Borrowings under the DIP Facility bear interest at an interest rate per annum equal to, at the Company’s option (i) LIBOR plus 9.00%, subject to a 1.00% LIBOR floor or (ii) the base rate plus 8.00%.

At a hearing held on February 23, 2016 in the Chapter 11 Cases, the Court approved the DIP Facility on a final basis, overruling the objections of the Creditors’ Committee and certain other parties who asserted, among other things, that the DIP Facility was unnecessary and argued that the Debtors should enter into an alternate debtor-in-possession financing facility proposed by certain members of the Creditors’ Committee.

Securitization Agreement

On January 13, 2016, the Company agreed with its securitization financing providers (the “Securitization Financing Providers”) that, subject to certain amendments (the “Amendments”), they will continue the $200 million trade accounts receivable securitization facility provided to Arch Receivable Company, LLC, a non-debtor special-purpose entity that is a wholly owned subsidiary of the Company (“Arch Receivable”) (the “Securitization Facility”).

Pursuant to the Amendments, which have been approved by the Court on a final basis, the Debtors agreed to a revised schedule of fees payable to the administrator and the Securitization Financing Providers.  The cost of an advance backstopping a letter of credit issued under the Securitization Facility is determined by two factors: (a) a program fee of 2.65% per year and payable on each settlement date to each Securitization Financing Provider deemed to have made such an advance and (b) the “discount,” which is calculated based on each Securitization Financing Provider’s costs, including its cost of the issuance and placement of short term promissory notes to fund such an advance.

Going Concern

As a result of extremely challenging current market conditions, the Company believes it will require a significant restructuring of its balance sheet in order to continue as a going concern in the long term. The Company’s ability to continue as a going concern is dependent upon, among other things, improvement in current market conditions, its ability to become profitable and maintain profitability and its ability to successfully implement its Chapter 11 plan strategy.  As a result of the Bankruptcy Petitions, the realization of the Debtors’ assets and the satisfaction of liabilities are subject to significant uncertainty. While operating as a debtor-in-possession pursuant to the Bankruptcy Code, the Company may sell or otherwise dispose of or liquidate assets or settle liabilities, subject to the approval of the Court or as otherwise permitted in the ordinary course of business for amounts other than those reflected in the accompanying consolidated financial statements. Further, the Chapter 11 plan is likely to materially change the amounts and classifications of assets and liabilities reported in the Company’s Condensed Consolidated Financial Statements.

The accompanying Condensed Consolidated Financial Statements have been prepared assuming that the Company will continue as a going concern.  The Company’s ability to continue as a going concern is contingent upon the Company’s ability to restructure its balance sheet with the various creditor parties; there can be no assurance that these efforts will results in any such agreement.  The accompanying consolidated financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

9

2.  Accounting Policies

In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2015-03 (“ASU 2015-03”), Simplifying the Presentation of Debt Issuance Costs. ASU 2015-03 requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the carrying amount of that liability, consistent with debt discounts.  The company adopted ASU 2015-03 in the first quarter of 2016 as mandated by the standard.  Previously reported “other current assets” and “current maturities of debt” have been revised to reflect the retrospective application of the standard.

The following reflects the retrospective application:

	December 31,
	2015
	(in thousands)
Other current assets, prior to revision	$	104,723
Revision of debt issuance costs	(64,857		)
Other current assets, as revised	$	39,866
Current maturities of debt, prior to revision	$	5,107,210
Revision of debt issuance costs	(64,857		)
Current maturities of debt, as revised	$	5,042,353

3.  Accumulated Other Comprehensive Income

The following items are included in accumulated other comprehensive income (“AOCI”):

				Pension,
				Postretirement
				and Other						Accumulated
				Post-						Other
	Derivative			Employment			Available-for-			Comprehensive
	Instruments			Benefits			Sale Securities			Income
	(In thousands)
Balance at December 31, 2015	$	325		$	(721	)	$	(1,419	)	$	(1,815	)
Unrealized gains (losses)	1			—			3			4
Amounts reclassified from AOCI	(144		)	(857		)	1,857			856
Balance at March 31, 2016	$	182		$	(1,578	)	$	441		$	(955	)

10

The following amounts were reclassified out of AOCI:

	Amounts Reclassified from AOCI
	Three Months Ended March 31,						Line Item in the Condensed Consolidated
Details About AOCI Components	2016			2015			Statement of Operations
	(In thousands)
Derivative instruments	$	226		$	481		Revenues
	(82		)	(174		)	Benefit from income taxes
	$	144		$	307		Net of tax
Pension, postretirement and other post-employment benefits
Amortization of prior service credits (1)	$	2,672		$	2,084
Amortization of actuarial gains (losses), net (1)	(1,334		)	(2,378		)
	1,338			(294		)
	(481		)	105			Benefit from income taxes
	$	857		$	(189	)	Net of tax
Available-for-sale securities	$	(2,895	)	$	(2,797	)	Interest and investment income
	1,038			1,007			Benefit from income taxes
	$	(1,857	)	$	(1,790	)	Net of tax

(1) Production-related benefits and workers’ compensation costs are included in inventoriable production costs.

4.  Reorganization items, net

In accordance with Accounting Codification Standard 852, “Reorganizations,” the statement of operations shall portray the results of operations of the reporting entity while it is in Chapter 11.  Revenues, expenses (including professional fees), realized gains and losses, and provisions for losses resulting from reorganization and restructuring of the business shall be reported separately as reorganization items.

During the first quarter of 2016, the Company recorded a charge of $3.9 million in “Reorganization items, net” comprised of professional fee expense of $17.8 million, partially offset by non-cash gains on rejected contracts of $13.9 million.  Net cash paid for “Reorganization items, net” totaled $1.5 million during the first quarter of 2016.

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5.  Liabilities Subject to Compromise

Liabilities subject to compromise include unsecured or under-secured liabilities incurred prior to the Chapter 11 filing.  These liabilities represent the amounts expected to be allowed on known or potential claims to be resolved through the Chapter 11 proceedings and remain subject to future adjustments based on negotiated settlements with claimants, actions of the Court, rejection of executory contracts, proofs of claims or other events.  Additionally, liabilities subject to compromise also include certain items that may be assumed under a plan of reorganization, and as such, may be subsequently reclassified to liabilities not subject to compromise.  Generally, actions to enforce or otherwise effect payment of pre-petition liabilities are stayed.

Liabilities subject to compromise consists of the following:

Previously Reported Balance Sheet Line	March 31, 2016
	(in thousands)
Debt	$	5,067,938
Accrued expenses and current liabilities	213,667
Accounts payable	106,590
Noncurrent liabilities	93,709
Accrued pension benefits	5,422
Total Liabilities Subject to Compromise	$	5,487,326

The debt balance included above is net of debt issuance costs of $64.9 million; for additional information on debt, see Note 11, “Debt and Financing Arrangements.”

6.  Asset Impairment and Mine Closure Costs

During the first quarter of 2016, the company recorded $85.5 million of “Asset impairment and mine closure costs” in the Condensed Consolidated Statements of Operations.  The amount includes the following:  a $74.1 million impairment of coal reserves and surface land in Kentucky that are being leased to a mining company that announced plans to idle its current mining operations related to those reserves during the quarter; $5.1 million of severance expense related to headcount reductions at Company operations; $3.4 million related to an impairment charge on the portion of an advance royalty balance on a reserve base mined at the Company’s Mountain Laurel operation that will not be recouped; and $2.9 million related to an other-than-temporary-impairment charge on an available-for-sale security.

7.  Inventories

Inventories consist of the following:

	March 31,		December 31,
	2016		2015
	(In thousands)
Coal	$	85,987	$	85,043
Repair parts and supplies	110,000		111,677
	$	195,987	$	196,720

The repair parts and supplies are stated net of an allowance for slow-moving and obsolete inventories of $6.4 million at March 31, 2016 and $6.0 million at December 31, 2015.

8.  Investments in Available-for-Sale Securities

The Company has invested in marketable debt securities, primarily highly liquid investment grade corporate bonds.  These investments are held in the custody of a major financial institution.  These securities, along with the Company’s investments in marketable equity securities, are classified as available-for-sale securities and, accordingly, the unrealized gains and losses are recorded through other comprehensive income.

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The Company’s investments in available-for-sale marketable securities are as follows:

	March 31, 2016
										Balance Sheet
										Classification
			Gross Unrealized					Fair		Short-Term		Other
	Cost Basis		Gains		Losses			Value		Investments		Assets
	(In thousands)
Available-for-sale:
U.S. government and agency securities	$	47,001	$	66	$	—		$	47,067	$	47,067	$	—
Corporate notes and bonds	$	151,782	$	38	$	(99	)	$	151,721	$	151,721	$	—
Equity securities	1,049		676		—			1,725		—		1,725
Total Investments	$	199,832	$	780	$	(99	)	$	200,513	$	198,788	$	1,725

	December 31, 2015
										Balance Sheet
										Classification
			Gross Unrealized					Fair		Short-Term		Other
	Cost Basis		Gains		Losses			Value		Investments		Assets
	(In thousands)
Available-for-sale:
U.S. government and agency securities	$	10,007	$	—	$	(12	)	$	9,995	$	9,995	$	—
Corporate notes and bonds	$	190,496	$	—	$	(299	)	$	190,197	$	190,197	$	—
Equity securities	3,938		668		(2,888		)	1,718		—		1,718
Total Investments	$	204,441	$	668	$	(3,199	)	$	201,910	$	200,192	$	1,718

The aggregate fair value of investments with unrealized losses that were owned for less than a year was $78.5 million and $184.6 million at March 31, 2016 and December 31, 2015, respectively. The aggregate fair value of investments with unrealized losses that were owned for over a year, and were also in a continuous unrealized loss position during that time, was $8.0 million and $15.8 million at March 31, 2016 and December 31, 2015, respectively.  During the quarter, the Company identified and recorded an other-than-temporary impairment charge of $2.9 million which represented the unrealized loss in accumulated other comprehensive income related to an individual available-for-sale security.  This charge is included in the line item “Asset impairment and mine closure costs” within the Condensed Consolidated Statement of Operations.  The unrealized losses in the Company’s portfolio at March 31, 2016 are the result of normal market fluctuations.  The Company does not currently intend to sell these investments before recovery of their amortized cost base.

The debt securities outstanding at March 31, 2016 have maturity dates ranging from the second quarter of 2016 through the third quarter of 2017.  The Company classifies its investments as current based on the nature of the investments and their availability to provide cash for use in current operations.

9.  Derivatives

Diesel fuel price risk management

The Company is exposed to price risk with respect to diesel fuel purchased for use in its operations. The Company anticipates purchasing approximately 50 to 55 million gallons of diesel fuel for use in its operations during 2016.  To protect the Company’s cash flows from increases in the price of diesel fuel for its operations, the Company uses forward physical diesel purchase contracts and purchased heating oil call options.  At March 31, 2016, the Company had protected the price of approximately 66% of its expected purchases for the remainder of the year with out-of-the-money call options with an average strike price of $2.26 per gallon.  Due to the drop in heating oil prices, the Company has layered in 16.5 million gallons of at-the-money call options for the remainder of 2016 representing 42% of expected purchases at an average strike price of $1.30 per gallon.  Additionally, the Company has protected approximately 5%  of our expected 2017 purchases with out-of-the-money call options with an average strike price of $1.40 per gallon.  At March 31, 2016, the Company had outstanding heating oil call options for approximately 29 million gallons for the purpose of managing the price risk associated with future diesel purchases.  These positions are not accounted for as hedges.

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Coal price risk management positions

The Company may sell or purchase forward contracts, swaps and options in the over-the-counter coal market in order to manage its exposure to coal prices. The Company has exposure to the risk of fluctuating coal prices related to forecasted sales or purchases of coal or to the risk of changes in the fair value of a fixed price physical sales contract. Certain derivative contracts may be designated as hedges of these risks.

At March 31, 2016, the Company held derivatives for risk management purposes that are expected to settle in the following years:

(Tons in thousands)	2016
Coal sales	325
Coal purchases	225

The Company has also entered into a nominal quantity of natural gas put options to protect the Company from decreases in natural gas prices, which could impact coal demand.  These options are not accounted for as hedges.  Additionally, the company has also entered into a nominal quantity of foreign currency put options protecting for decreases in the Australian to United States dollar exchange rate, which could impact coal demand.  These options are not accounted for as hedges.

Coal trading positions

The Company may sell or purchase forward contracts, swaps and options in the over-the-counter coal market for trading purposes. The Company is exposed to the risk of changes in coal prices on the value of its coal trading portfolio. The estimated future realization of the value of the trading portfolio is $4.9 million of gains during the remainder of 2016.

Tabular derivatives disclosures

The Company has master netting agreements with all of its counterparties which allow for the settlement of contracts in an asset position with contracts in a liability position in the event of default or termination. Such netting arrangements reduce the Company’s credit exposure related to these counterparties. For classification purposes, the Company records the net fair value of all the positions with a given counterparty as a net asset or liability in the Condensed Consolidated Balance Sheets. The amounts shown in the table below represent the fair value position of individual contracts, and not the net position presented in the accompanying Condensed Consolidated Balance Sheets. The fair value and location of derivatives reflected in the accompanying Condensed Consolidated Balance Sheets are as follows:

	March 31, 2016								December 31, 2015
Fair Value of Derivatives	Asset			Liability					Asset			Liability
(In thousands)	Derivative			Derivative					Derivative			Derivative
Derivatives Designated as Hedging Instruments
Coal	$	2		$	—				$	4		$	(20	)
Derivatives Not Designated as Hedging Instruments
Heating oil — diesel purchases	1,173			—					1,017			—
Coal — held for trading purposes	76,276			(71,370		)			110,653			(104,814		)
Coal — risk management	1,531			(681		)			3,912			(1,947		)
Natural gas	61			(11		)			494			(247		)
Foreign currency	208			—					—			—
Total	79,249			(72,062		)			116,076			(107,008		)
Total derivatives	79,251			(72,062		)			116,080			(107,028		)
Effect of counterparty netting	(72,062		)	72,062					(107,028		)	107,028
Net derivatives as classified in the balance sheets	$	7,189		$	—		$	7,189	$	9,052		$	—		$	9,052

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		March 31, 2016		December 31, 2015
Net derivatives as reflected on the balance sheets (in thousands)
Heating oil and foreign currency	Other current assets	$	1,381	$	1,017
Coal and natural gas	Coal derivative assets	5,808		8,035
	Accrued expenses and other current liabilities	—		—
		$	7,189	$	9,052

The Company had a current liability for the obligation to post cash collateral of $0.9 million at March 31, 2016 and the right to reclaim cash collateral of $1.7 million at December 31, 2015, respectively. These amounts are not included with the derivatives presented in the table above and are included in “accrued expenses and other current liabilities” and “other current assets”, respectively, in the accompanying Condensed Consolidated Balance Sheets.

The effects of derivatives on measures of financial performance are as follows:

Derivatives used in Cash Flow Hedging Relationships (in thousands)

Three Months Ended March 31,

		Gain (Loss) Recognized in Other Comprehensive Income(Effective Portion)						Gains (Losses) Reclassified from Other Comprehensive Income into Income (Effective Portion)
		2016			2015			2016			2015
Coal sales	(1)	$	13		$	10,265		$	1,369		$	882
Coal purchases	(2)	(11		)	(4,738		)	(1,143		)	(401		)
Totals		$	2		$	5,527		$	226		$	481

No ineffectiveness or amounts excluded from effectiveness testing relating to the Company’s cash flow hedging relationships were recognized in the results of operations in the three month periods ended March 31, 2016 and 2015.

Derivatives Not Designated as Hedging Instruments (in thousands)

Three Months Ended March 31,

		Gain (Loss) Recognized
		2016			2015
Coal — unrealized	(3)	$	(1,115	)	$	(411	)
Coal — realized	(4)	$	163		$	1,091
Natural gas — unrealized	(3)	$	(469	)	$	159
Heating oil — diesel purchases	(4)	$	(443	)	$	(2,365	)
Foreign currency	(4)	$	(171	)	$	—

Location in statement of operations:

(1) — Revenues

(2) — Cost of sales

(3) — Change in fair value of coal derivatives and coal trading activities, net

(4) — Other operating (income) expense, net

Based on fair values at March 31, 2016, amounts on derivative contracts designated as hedge instruments in cash flow hedges to be reclassified from other comprehensive income into earnings during the next twelve months are immaterial.

Related to its trading portfolio, the Company recognized net unrealized and realized gains of $0.1 million and net unrealized and realized losses of $1.0 million during the three months ended March 31, 2016 and 2015, respectively.  Gains and losses from trading activities are included in the caption “Change in fair value of coal derivatives and coal trading activities, net” in the accompanying Condensed Consolidated Statements of Operations, and are not included in the previous tables reflecting the effects of derivatives on measures of financial performance.

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10.  Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following:

	March 31,			December 31,
	2016			2015
	(In thousands)
Payroll and employee benefits	$	52,458		$	58,423
Taxes other than income taxes	97,361			104,755
Interest	127,773			119,785
Acquired sales contracts	543			3,852
Workers’ compensation	15,429			16,875
Asset retirement obligations	13,788			13,795
Other	8,905			11,965
	$	316,257		$	329,450
Less: liabilities subject to compromise	(213,667		)	—
	$	102,590		$	329,450

11.  Debt and Financing Arrangements

	March 31,			December 31,
	2016			2015
	(In thousands)
Term loan due 2018 ($1.9 billion face value)	$	1,875,429		$	1,875,429
7.00% senior notes due 2019 at par	1,000,000			1,000,000
9.875% senior notes due 2019 ($375.0 million face value)	365,600			365,600
8.00% senior secured notes due 2019 at par	350,000			350,000
7.25% senior notes due 2020 at par	500,000			500,000
7.25% senior notes due 2021 at par	1,000,000			1,000,000
Other	41,766			47,134
Debt issuance costs	(64,857		)	(64,857		)
	5,067,938			5,073,306
Less: liabilities subject to compromise	5,067,938			—
Less: current maturities of debt	—			5,042,353
Long-term debt	$	—		$	30,953

Acceleration of Debt Obligations; Automatic Stay

The filing of the Bankruptcy Petitions constituted an event of default that accelerated the Company’s obligations under the documents governing each of its 7.00% senior notes due 2019, 9.875% senior notes due 2019, 8.00% senior secured second lien notes due 2019, 7.25% senior notes due 2020, 7.25% senior notes due 2021 (together, the “senior notes”) and senior secured first lien term loan due 2018.  Immediately after filing the Bankruptcy Petitions, the Company began notifying all known current or potential creditors of the Debtors of the bankruptcy filings.

Pursuant to Section 362 of the Bankruptcy Code, the filing of the Bankruptcy Petitions automatically stayed most actions against the Debtors, including actions to collect indebtedness incurred prior to the Petition Date or to exercise control over the Debtors’ property. Subject to certain exceptions under the Bankruptcy Code, the filing of the Debtors’ Chapter 11 Cases also automatically stayed the continuation of most legal proceedings or the filing of other actions against or on behalf of the Debtors or their property to recover on, collect or secure a claim arising prior to the Petition Date or to exercise control over property of the Debtors’ bankruptcy estates, unless and until the Court modifies or lifts the automatic stay as to any such claim.  Notwithstanding the general application of the automatic stay described above, governmental authorities may determine to continue actions brought under their police and regulatory powers.

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Securitization Agreement

On January 13, 2016, the Company agreed with its securitization financing providers (the “Securitization Financing Providers”) that, subject to certain amendments (the “Amendments”), they will continue the $200 million trade accounts receivable securitization facility provided to Arch Receivable Company, LLC, a non-debtor special-purpose entity that is a wholly owned subsidiary of the Company (“Arch Receivable”) (the “Securitization Facility”).

Pursuant to the Amendments, which have been approved by the Court on a final basis, the Debtors agreed to a revised schedule of fees payable to the administrator and the Securitization Financing Providers.  The cost of an advance backstopping a letter of credit issued under the Securitization Facility is determined by two factors: (a) a program fee of 2.65% per year and payable on each settlement date to each Securitization Financing Provider deemed to have made such an advance and (b) the “discount,” which is calculated based on each Securitization Financing Provider’s costs, including its cost of the issuance and placement of short term promissory notes to fund such an advance.

In connection with the Securitization Facility, Arch Receivable has granted to the administrator (for the benefit of the securitization purchasers) a first priority security interest in all of its assets, including all outstanding accounts receivable generated by the Debtors from the sale of coal and sold through the Securitization Facility (including collections, proceeds and certain other interests related thereto) (the “Receivables”) and all proceeds thereof.

The agreements governing the Securitization Facility provide for the grant of analogous security interests by certain Debtors that generate Receivables from the sale of coal (such Debtors, the “Originators”). The agreements expressly state that the transfers of Receivables from the Originators to Arch and from Arch to Arch Receivable are intended to be true sales of the Receivables. However, if, against the intent of the parties (and notwithstanding entry of an order by the Court which provides that the transfers of the Receivables constitute true sales), any such transfer is recharacterized as a loan or extension of credit, each Originator has granted a first priority prepetition security interest in the Receivables and certain related collateral, pursuant to the agreements governing the Securitization Facility, for the ultimate benefit of the administrator and the Securitization Financing Providers (the “Liens”). The Debtors have agreed, in connection with the Amendments, to effectively extend such Liens to cover Receivables generated on or after the Petition Date.

The Originators do not guarantee the collection of Receivables that have been transferred to Arch Receivable. However, the Originators are obligated to reimburse Arch Receivable for inaccuracy of certain representations and warranties, dilution items with respect to Receivables and certain other limited indemnities (such obligations, the “Repayment Amounts”). Under the agreements governing the Securitization Facility, Arch Receivable is entitled to apply Repayment Amounts to amounts owed under the Securitization Facility.

Further, the Company has executed a performance guarantee through which it has promised to fulfill, or cause Arch Receivable, the designated servicer and each Originator to fulfill, each of their obligations under the agreements governing the Securitization Facility. In addition, as contemplated by the Amendments, the Originators have also executed a performance guarantee promising to fulfill obligations of all Originators under the agreements.

In addition, in connection with the Amendments, the Debtors have granted superpriority claims against the Debtors and in favor of Arch Receivable, the administrator and the Securitization Financing Providers in respect of certain of the Debtors’ obligations under the agreements governing the Securitization Facility, including the Repayment Amounts and certain other limited indemnification and other obligations of the Debtors under the agreements.

Debtor-In-Possession Financing

On January 21, 2016, the Superpriority Secured Debtor-in-Possession Credit Agreement (as amended on March 4, 2016, March 28, 2016 and April 26, 2016, the “DIP Credit Agreement”) was entered into by and among the Company, as borrower, certain of the Debtors, as guarantors (the “Guarantors” and, together with the Company, the “Loan Parties”), the lenders from time to time party thereto (the “DIP Lenders”) and Wilmington Trust, National Association, as administrative agent and collateral agent for the DIP Lenders (in such capacities, the “DIP Agent”).

The DIP Credit Agreement, which has been approved by the Court on a final basis, provides for a super-priority senior secured debtor-in-possession credit facility (the “DIP Facility”) consisting of term loans (collectively, the “DIP Term Loan”) in the aggregate principal amount of up to $275 million that may be funded in not more than two draws not later than six months after the effective date of the DIP Facility (such six month period, the “Availability Period”).  Any portion of the DIP Term Loan commitment that has not been funded on or prior to the end of the Availability Period will be permanently cancelled.

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The maturity date of the DIP Facility is the earliest of (i) January 31, 2017, (ii) the date of the substantial consummation of a plan of reorganization that is confirmed pursuant to an order of the Court, (iii) the consummation of the sale of all or substantially all of the assets of the Loan Parties pursuant to Section 363 of the Bankruptcy Code and (iv) the date the obligations under the DIP Facility are accelerated pursuant to the terms of the DIP Credit Agreement.  Borrowings under the DIP Facility bear interest at an interest rate per annum equal to, at the Company’s option (i) LIBOR plus 9.00%, subject to a 1.00% LIBOR floor or (ii) the base rate plus 8.00%.

Obligations under the DIP Credit Agreement are guaranteed on a super-priority senior secured basis by all existing and future wholly-owned domestic subsidiaries of Arch, and all newly created or acquired wholly-owned domestic subsidiaries of Arch, subject to customary limited exceptions.

The lenders under the DIP Credit Agreement have a first priority lien on all encumbered and unencumbered assets of the Loan Parties (the “DIP Lien”), subject to a $75 million carve-out for super-priority claims relating to the Debtors’ self-bonding obligations in Wyoming, a customary professional fees carve-out and certain exceptions.

The Loan Parties are subject to certain financial maintenance covenants under the DIP Credit Agreement, including, without limitation, (i) maximum capital expenditures and (ii) minimum liquidity (defined as unrestricted cash and cash equivalents of the Company and its domestic subsidiaries (other than any securitization subsidiary or bonding subsidiary), plus withdrawable funds from brokerage accounts of the Company and its domestic subsidiaries (other than any securitization subsidiary or bonding subsidiary) plus any unused commitments that are available to be drawn by the Company pursuant to the terms of the DIP Credit Agreement) of (A) $300 million prior to the entry of the Final Order and (B) $500 million following the entry of the Final Order, in each case tested on a monthly basis.  The DIP Credit Agreement contains customary affirmative and negative covenants and representations for debtor-in-possession financings.  In addition to customary events of default for debtor-in-possession financings, the DIP Credit Agreement contains milestones relating to the Chapter 11 Cases and any failure to comply with such milestones constitutes an event of default.

The DIP Facility is subject to certain usual and customary prepayment events, including 100% of net cash proceeds of (i) debt issuances (other than debt permitted to be incurred under the terms of the DIP Credit Agreement), (ii) non-ordinary course asset sales or dispositions in excess of $50 million in the aggregate (with no individual asset sale or disposition in excess of $7.5 million) and (iii) any casualty event in excess of $50 million in the aggregate, subject to customary reinvestment rights, in each case to be applied to prepay the DIP Term Loan.  At a hearing held on February 23, 2016 in the Chapter 11 Cases, the Court approved the DIP Facility on a final basis, overruling the objections of the Creditors’ Committee and certain other parties who asserted, among other things, that the DIP Facility was unnecessary and argued that the Debtors should enter into an alternate debtor-in-possession financing facility proposed by certain members of the Creditors’ Committee.

The Company entered into an amendment to the DIP Credit Agreement, dated as of April 26, 2016, which extended the deadline for the filing of a plan of reorganization and accompanying disclosure statement from April 26, 2016 to May 5, 2016. See Note 18, “Subsequent Events.”

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12.    Income Taxes

During the first quarter of 2016, the Company determined it was more likely than not that the federal and state net operating losses it expects to generate in 2016 will not be realized based on projections of future taxable income.  Accordingly, the estimated annual effective rate for the year ended December 31, 2016 includes the impact of recording a valuation allowance against these attributes.  During the three months ended March 31, 2016, the Company realized a net tax benefit of $1.1 million, which included a valuation allowance of $96.1 million for federal net operating losses and tax credits and $4.5 million for the state net operating losses.

During the first three months of 2015, the Company increased its valuation allowance for the portion of the federal and state net operating losses it expected to generate in 2015.  The Company increased its valuation allowance by $45.3 million for the federal net operating losses and $2.6 million for the state net operating losses.

13.  Fair Value Measurements

The hierarchy of fair value measurements assigns a level to fair value measurements based on the inputs used in the respective valuation techniques. The levels of the hierarchy, as defined below, give the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs.

·    Level 1 is defined as observable inputs such as quoted prices in active markets for identical assets. Level 1 assets include available-for-sale equity securities, U.S. Treasury securities, and coal futures that are submitted for clearing on the New York Mercantile Exchange.

·    Level 2 is defined as observable inputs other than Level 1 prices. These include quoted prices for similar assets or liabilities in an active market, quoted prices for identical assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. The Company’s level 2 assets and liabilities include U.S. government agency securities and commodity contracts (coal and heating oil) with fair values derived from quoted prices in over-the-counter markets or from prices received from direct broker quotes.

·    Level 3 is defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. These include the Company’s commodity option contracts (coal, natural gas and heating oil) valued using modeling techniques, such as Black-Scholes, that require the use of inputs, particularly volatility, that are rarely observable. Changes in the unobservable inputs would not have a significant impact on the reported Level 3 fair values at March 31, 2016.

The table below sets forth, by level, the Company’s financial assets and liabilities that are recorded at fair value in the accompanying condensed consolidated balance sheet:

	March 31, 2016
	Total		Level 1		Level 2		Level 3
	(In thousands)
Assets:
Investments in marketable securities	$	200,513	$	48,792	$	151,721	$	—
Derivatives	7,189		4,487		—		2,702
Total assets	$	207,702	$	53,279	$	151,721	$	2,702
Liabilities:
Derivatives	$	—	$	—	$	—	$	—

The Company’s contracts with its counterparties allow for the settlement of contracts in an asset position with contracts in a liability position in the event of default or termination. For classification purposes, the Company records the net fair value of all the positions with these counterparties as a net asset or liability. Each level in the table above displays the underlying contracts according to their classification in the accompanying Condensed Consolidated Balance Sheet, based on this counterparty netting.

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The following table summarizes the change in the fair values of financial instruments categorized as Level 3.

	Three Months Ended March 31, 2016
	(In thousands)
Balance, beginning of period	$	2,432
Realized and unrealized losses recognized in earnings, net	(859		)
Realized and unrealized gains recognized in other comprehensive income, net	—
Purchases	1,362
Issuances	(233		)
Ending balance	$	2,702

Net unrealized losses of $0.6 million were recognized in the Condensed Consolidated Statement of Operations during the three months ended March 31, 2016 related to Level 3 financial instruments held on March 31, 2016.

Fair Value of Long-Term Debt

At March 31, 2016 and December 31, 2015, the fair value of the Company’s debt, including amounts classified as current, was $712.7 million and $937.1 million, respectively. Fair values are based upon observed prices in an active market, when available, or from valuation models using market information, which fall into Level 2 in the fair value hierarchy.

14.   Loss Per Common Share

The effect of options, restricted stock and restricted stock units that were excluded from the calculation of diluted weighted average shares outstanding because the exercise price or grant price of the securities exceeded the average market price of the Company’s common stock were immaterial for both the three months ended March 31, 2016, and 2015, respectively.  The weighted average share impacts of options, restricted stock and restricted stock units that were excluded from the calculation of weighted average shares due to the Company’s incurring a net loss were immaterial for both the three months ended March 31, 2016 and 2015, respectively.

15.  Employee Benefit Plans

The following table details the components of pension benefit costs (credits):

	Three Months Ended March 31,
	2016			2015
	(In thousands)
Service cost	$	—		$	4
Interest cost	3,338			3,570
Expected return on plan assets	(4,538		)	(5,764		)
Amortization of other actuarial losses	757			2,058
Net credit	$	(443	)	$	(132	)

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The following table details the components of other postretirement benefit costs (credits):

	Three Months Ended March 31,
	2016			2015
	(In thousands)
Service cost	$	160		$	233
Interest cost	1,134			335
Amortization of prior service credits	(2,673		)	(2,084		)
Amortization of other actuarial losses (gains)	(566		)	(456		)
Net credit	$	(1,945	)	$	(1,972	)

16.   Commitments and Contingencies

The Company accrues for costs related to contingencies when a loss is probable and the amount is reasonably determinable. Disclosure of contingencies is included in the financial statements when it is at least reasonably possible that a material loss or an additional material loss in excess of amounts already accrued may be incurred.

In addition, the Company is a party to numerous other claims and lawsuits with respect to various matters. As of March 31, 2016 and December 31, 2015, the Company had accrued $2.8 million and $2.8 million, respectively, for all legal matters, of which all amounts are classified as current.  The ultimate resolution of any such legal matter could result in outcomes which may be materially different from amounts the Company has accrued for such matters.

Pursuant to Section 362 of the Bankruptcy Code, the filing of the Bankruptcy Petitions automatically stayed most actions against the Debtors, including actions to collect indebtedness incurred prior to the Petition Date or to exercise control over the Debtors’ property.  Subject to certain exceptions under the Bankruptcy Code, the filing of the Debtors’ Chapter 11 Cases also automatically stayed the continuation of most legal proceedings or the filing of other actions against or on behalf of the Debtors or their property to recover on, collect or secure a claim arising prior to the Petition Date or to exercise control over property of the Debtors’ bankruptcy estates, unless and until the Court modifies or lifts the automatic stay as to any such claim.  Notwithstanding the general application of the automatic stay described above, governmental authorities may determine to continue actions brought under their police and regulatory powers.

17.  Segment Information

The Company’s reportable business segments are based on the major coal producing basins in which the Company operates and may include a number of mine complexes. The Company manages its coal sales by coal basin, not by individual mining complex. Geology, coal transportation routes to customers, regulatory environments and coal quality or type are characteristic to a basin, and, accordingly, market and contract pricing have developed by coal basin. Mining operations are evaluated based on adjusted EBITDA, as well as on other non-financial measures, such as safety and environmental performance. The Company’s reportable segments are the Powder River Basin (PRB) segment, with operations in Wyoming; and the Appalachia (APP) segment, with operations primarily in West Virginia.  The “Other” category combines other operating segments and includes the Company’s coal mining operations in Colorado and Illinois.

Operating segment results for the three months ended March 31, 2016 and 2015 are presented below. The Company uses Adjusted EBITDA to assess the operating segments’ performance and to allocate resources.  The Company’s management believes that Adjusted EBITDA presents a useful measure of the Company’s ability to service existing debt and incur additional debt based on ongoing operations.  Corporate, Other and Eliminations includes the change in fair value of coal derivatives and coal trading activities, net; corporate overhead; land management; other support functions; and the elimination of intercompany transactions.

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	PRB			APP			Other Operating Segments			Corporate, Other and Eliminations			Consolidated
	(in thousands)
Three Months Ended March 31, 2016
Revenues	$	223,122		$	173,618		$	31,366		$	—		$	428,106
Adjusted EBITDA	7,010			7,607			(3,328		)	(21,315		)	(10,026		)
Depreciation, depletion and amortization	32,760			22,329			7,932			678			63,699
Amortization of acquired sales contracts, net	(46		)	(787		)	—			—			(833		)
Capital expenditures	10			3,630			1,961			325			5,926
Three Months Ended March 31, 2015
Revenues	$	391,206		$	223,439		$	62,360		$	—		$	677,005
Adjusted EBITDA	72,062			39,807			1,691			(31,788		)	81,772
Depreciation, depletion and amortization	44,361			50,832			10,055			(374		)	104,874
Amortization of acquired sales contracts, net	(1,285		)	(2,105		)	—			—			(3,390		)
Capital expenditures	16,969			3,385			2,642			(116		)	22,880

A reconciliation of adjusted EBITDA to consolidated loss before income taxes follows:

	Three Months Ended March 31,
	2016			2015
	(In thousands)
Adjusted EBITDA	$	(10,026	)	$	81,772
Depreciation, depletion and amortization	(63,699		)	(104,874		)
Amortization of acquired sales contracts, net	833			3,390
Asset impairment and mine closure costs	(85,520		)	—
Interest expense, net	(43,313		)	(96,879		)
Nonoperating expenses	(6,088		)	—
Loss before income taxes	$	(207,813	)	$	(116,591	)

18.  Subsequent Events

Bankruptcy Items

The Company entered into an amendment to the Restructuring Support Agreement on April 26, 2016 (the “RSA Amendment”), which provides for the waiver of the termination event that would have occurred on April 10, 2016 as a result of the Debtors not having obtained Court approval of the assumption of the Restructuring Support Agreement within 90 days of the Petition Date. Following entry into the RSA Amendment, the Debtors are required to obtain Court approval of the assumption of the Restructuring Support Agreement prior to June 10, 2016 or such later date as may be agreed to by the Majority Consenting Lenders under the Restructuring Support Agreement.

The RSA Amendment further waives any termination event arising out of the Debtors’ failure to file the plan of reorganization and accompanying disclosure statement no later than 90 days after the Petition Date, so long as the Debtors: (i) file the plan and disclosure statement no later than May 5, 2016 or such later date as may be agreed to by the Majority Consenting Lenders, and (ii) obtain Court approval of the disclosure statement no later than June 10, 2016.

The RSA Amendment also provides for an extension of the date after which the Debtors and the Majority Consenting Lenders may modify the proposed distributions to holders of unsecured claims if holders of more than $1.6125 billion of unsecured claims against the Debtors have not executed a restructuring support agreement substantially in the form of the Restructuring Support Agreement from April 22, 2016 to June 10, 2016. The Restructuring Support Agreement was further amended on May 5, 2016 to remove the right of holders of unsecured claims to elect to receive a distribution in the form of common stock and warrants issued by the reorganized Debtors.

22

The Company entered into an amendment to the DIP Credit Agreement, dated as of April 26, 2016, which extended the deadline for the filing of a plan of reorganization and accompanying disclosure statement from April 26, 2016 to May 5, 2016.

On May 5, 2016, the Company filed its plan of reorganization and accompanying disclosure statement with the Court.

19. Supplemental Consolidating Financial Information

Pursuant to the indentures governing Arch Coal, Inc.’s senior notes, certain wholly-owned subsidiaries of the Company have fully and unconditionally guaranteed the senior notes on a joint and several basis.

The Company and the subsidiaries which are guarantors under the senior notes are Debtors in the Chapter 11 Cases. The following tables present condensed consolidating financial information for (i) the Company (Debtor), (ii) the issuer of the senior notes (Debtor), (iii) the guarantors under the senior notes (Debtor), and (iv) the entities which are not guarantors under the senior notes (Arch Receivable Company, LLC and the Company’s subsidiaries outside the United States) (Non-Debtors). These tables provide substantially the same information as would be presented pursuant to the disclosure requirements of ASC 852 with respect to condensed combined financial statements of entities in reorganization proceedings.

23

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidating Statements of Operations

Three Months Ended March 31, 2016

	Parent/Issuer			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenues	$	—		$	428,106		$	—		$	—		$	428,106
Costs, expenses and other
Cost of sales (exclusive of items shown separately below)	2,186			417,677			—			(547		)	419,316
Depreciation, depletion and amortization	755			62,944			—			—			63,699
Amortization of acquired sales contracts, net	—			(833		)	—			—			(833		)
Change in fair value of coal derivatives and coal trading activities, net	—			1,210			—			—			1,210
Asset impairment and mine closure costs	3,229			82,291			—			—			85,520
Selling, general and administrative expenses	13,540			5,382			1,272			(368		)	19,826
Other operating (income) expense, net	(1,098		)	(1,151		)	(886		)	915			(2,220		)
	18,612			567,520			386			—			586,518
Loss from investment in subsidiaries	(123,988		)	—			—			123,988			—
Loss from operations	(142,600		)	(139,414		)	(386		)	123,988			(158,412		)
Interest expense, net
Interest expense (contractual interest of $98,565 in 2016)	(66,239		)	(6,365		)	(2,229		)	30,382			(44,451		)
Interest and investment income	7,110			23,292			1,118			(30,382		)	1,138
	(59,129		)	16,927			(1,111		)	—			(43,313		)
Expenses related to proposed debt restructuring	(2,213		)	—			—			—			(2,213		)
Reorganization items, net	(3,875		)	—			—			—			(3,875		)
	(6,088		)	—			—			—			(6,088		)
Income (loss) from continuing operations before income taxes	(207,817		)	(122,487		)	(1,497		)	123,988			(207,813		)
Provision for (benefit from) income taxes	(1,115		)	—			4			—			(1,111		)
Net income (loss)	$	(206,702	)	$	(122,487	)	$	(1,501	)	$	123,988		$	(206,702	)
Total comprehensive income (loss)	$	(205,842	)	$	(123,489	)	$	(1,501	)	$	124,990		$	(205,842	)

24

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidating Statements of Operations

Three Months Ended March 31, 2015

	Parent/Issuer			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenues	$	—		$	677,005		$	—		$	—		$	677,005
Costs, expenses and other
Cost of sales (exclusive of items shown separately below)	7,470			555,686			—			(834		)	562,322
Depreciation, depletion and amortization	1,060			103,812			2			—			104,874
Amortization of acquired sales contracts, net	—			(3,390		)	—			—			(3,390		)
Change in fair value of coal derivatives and coal trading activities, net	—			1,220			—			—			1,220
Selling, general and administrative expenses	15,439			6,243			1,448			(525		)	22,605
Other operating (income) expense, net	3,700			5,278			(1,251		)	1,359			9,086
	27,669			668,849			199			—			696,717
Income from investment in subsidiaries	21,050			—			—			(21,050		)	—
Loss from operations	(6,619		)	8,156			(199		)	(21,050		)	(19,712		)
Interest expense, net
Interest expense	(118,056		)	(6,763		)	(1,275		)	26,842			(99,252		)
Interest and investment income	8,072			19,774			1,369			(26,842		)	2,373
	(109,984		)	13,011			94			—			(96,879		)
Income (loss) from continuing operations before income taxes	(116,603		)	21,167			(105		)	(21,050		)	(116,591		)
Provision for (benefit from) income taxes	(3,408		)	—			12			—			(3,396		)
Net income (loss)	$	(113,195	)	$	21,167		$	(117	)	$	(21,050	)	$	(113,195	)
Total comprehensive income (loss)	$	(109,591	)	$	24,407		$	(117	)	$	(24,290	)	$	(109,591	)

25

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidating Balance Sheets

March 31, 2016

	Parent/Issuer			Guarantor Subsidiaries		Non- Guarantor Subsidiaries		Eliminations			Consolidated
	(In thousands)
Assets
Cash and cash equivalents	$	283,309		$	100,432	$	11,657	$	—		$	395,398
Short term investments	198,788			—		—		—			198,788
Restricted cash	—			—		109,650		—			109,650
Receivables	12,756			394		120,359		(4,915		)	128,594
Inventories	—			195,987		—		—			195,987
Other	26,272			29,886		2,555		—			58,713
Total current assets	521,125			326,699		244,221		(4,915		)	1,087,130
Property, plant and equipment, net	7,036			3,479,653		—		420			3,487,109
Investment in subsidiaries	4,729,318			—		—		(4,729,318		)	—
Intercompany receivables	—			2,283,438		—		(2,283,438		)	—
Note receivable from Arch Western	675,000			—		—		(675,000		)	—
Other	38,578			240,872		1,721		—			281,171
Total other assets	5,442,896			2,524,310		1,721		(7,687,756		)	281,171
Total assets	$	5,971,057		$	6,330,662	$	245,942	$	(7,692,251	)	$	4,855,410
Liabilities and Stockholders’ Deficit
Liabilities not subject to compromise
Accounts payable	$	22,369		$	48,446	$	8	$	—		$	70,823
Accrued expenses and other current liabilities	26,357			80,396		752		(4,915		)	102,590
Current maturities of debt	—			—		—		—			—
Total current liabilities	48,726			128,842		760		(4,915		)	173,413
Long-term debt	—			—		—		—			—
Intercompany payables	2,062,135			—		221,302		(2,283,437		)	—
Note payable to Arch Coal	—			675,000		—		(675,000		)	—
Asset retirement obligations	1,024			400,545		—		—			401,569
Accrued pension benefits	4,115			16,531		—		—			20,646
Accrued postretirement benefits other than pension	75,226			14,553		—		—			89,779
Accrued workers’ compensation	9,500			104,282		—		—			113,782
Other noncurrent liabilities	6,502			11,366		155		—			18,023
Total liabilities not subject to compromise	2,207,228			1,351,119		222,217		(2,963,352		)	817,212
Liabilities subject to compromise	5,213,376			273,950		—		—			5,487,326
Total liabilities	7,420,604			1,625,069		222,217		(2,963,352		)	6,304,538
Stockholders’ equity (deficit)	(1,449,547		)	4,705,593		23,725		(4,728,899		)	(1,449,128		)
Total liabilities and stockholders’ deficit	$	5,971,057		$	6,330,662	$	245,942	$	(7,692,251	)	$	4,855,410

26

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidating Balance Sheets

December 31, 2015

	Parent/Issuer			Guarantor Subsidiaries		Non- Guarantor Subsidiaries		Eliminations			Consolidated
	(In thousands)
Assets
Cash and cash equivalents	$	337,646		$	100,428	$	12,707	$	—		$	450,781
Short term investments	200,192			—		—		—			200,192
Restricted cash	—			—		97,542		—			97,542
Receivables	12,463			3,153		124,581		(4,430		)	135,767
Inventories	—			196,720		—		—			196,720
Other	18,160			38,794		969		—			57,923
Total current assets	568,461			339,095		235,799		(4,430		)	1,138,925
Property, plant and equipment, net	7,747			3,610,869		—		413			3,619,029
Investment in subsidiaries	4,887,905			—		—		(4,887,905		)	—
Intercompany receivables	—			2,253,312		—		(2,253,312		)	—
Note receivable from Arch Western	675,000			—		—		(675,000		)	—
Other	39,302			243,806		819		—			283,927
Total other assets	5,602,207			2,497,118		819		(7,816,217		)	283,927
Total assets	$	6,178,415		$	6,447,082	$	236,618	$	(7,820,234	)	$	5,041,881
Liabilities and Stockholders’ Deficit
Accounts payable	$	8,495		$	119,633	$	3	$	—		$	128,131
Accrued expenses and other current liabilities	162,268			170,575		1,037		(4,430		)	329,450
Current maturities of debt	5,031,603			10,750		—		—			5,042,353
Total current liabilities	5,202,366			300,958		1,040		(4,430		)	5,499,934
Long-term debt	—			30,953		—		—			30,953
Intercompany payables	2,043,308			—		210,005		(2,253,313		)	—
Note payable to Arch Coal	—			675,000		—		(675,000		)	—
Asset retirement obligations	1,005			395,654		—		—			396,659
Accrued pension benefits	12,390			14,983		—		—			27,373
Accrued postretirement benefits other than pension	79,826			19,984		—		—			99,810
Accrued workers’ compensation	24,247			88,023		—		—			112,270
Other noncurrent liabilities	59,976			58,847		348		—			119,171
Total liabilities	7,423,118			1,584,402		211,393		(2,932,743		)	6,286,170
Stockholders’ equity (deficit)	(1,244,703		)	4,862,680		25,225		(4,887,491		)	(1,244,289		)
Total liabilities and stockholders’ deficit	$	6,178,415		$	6,447,082	$	236,618	$	(7,820,234	)	$	5,041,881

27

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidating Statements of Cash Flows

Three Months Ended March 31, 2016

	Parent/Issuer			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations		Consolidated
	(In thousands)
Cash provided by (used in) operating activities	$	(56,374	)	$	43,335		$	2,941		$	—	$	(10,098	)
Investing Activities
Capital expenditures	(22		)	(5,904		)	—			—		(5,926		)
Additions to prepaid royalties	—			(71		)	—			—		(71		)
Purchases of marketable securities	(55,132		)	—			—			—		(55,132		)
Proceeds from sale or maturity of marketable securities and other investments	56,134			—			—			—		56,134
Investments in and advances to affiliates	—			(2,156		)	—			—		(2,156		)
Withdrawals (deposits) of restricted cash	—			—			(12,108		)	—		(12,108		)
Cash provided by (used) in investing activities	980			(8,131		)	(12,108		)	—		(19,259		)
Financing Activities
Net payments on other debt	(2,658		)	(2,752		)	—			—		(5,410		)
Expenses related to proposed debt restructuring	(2,213		)	—			—			—		(2,213		)
Debt financing costs	(15,222		)	—			(3,181		)	—		(18,403		)
Transactions with affiliates, net	21,150			(32,448		)	11,298			—		—
Cash provided by (used in) financing activities	1,057			(35,200		)	8,117			—		(26,026		)
Increase (decrease) in cash and cash equivalents	(54,337		)	4			(1,050		)	—		(55,383		)
Cash and cash equivalents, beginning of period	337,646			100,428			12,707			—		450,781
Cash and cash equivalents, end of period	$	283,309		$	100,432		$	11,657		$	—	$	395,398

28

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidating Statements of Cash Flows

Three Months Ended March 31, 2015

	Parent/Issuer			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations		Consolidated
	(In thousands)
Cash provided by (used in) operating activities	$	(114,542	)	$	96,944		$	13,325		$	—	$	(4,273	)
Investing Activities
Capital expenditures	(450		)	(22,430		)	—			—		(22,880		)
Additions to prepaid royalties	—			(213		)	—			—		(213		)
Proceeds from disposals and divestitures	—			46			—			—		46
Purchases of short term investments	(101,793		)	—			—			—		(101,793		)
Proceeds from sales of short term investments	99,914			—			—			—		99,914
Investments in and advances to affiliates	—			(1,843		)	—			—		(1,843		)
Change in restricted cash	—			—			(3,532		)	—		(3,532		)
Cash used in investing activities	(2,329		)	(24,440		)	(3,532		)	—		(30,301		)
Financing Activities
Payments on term loan	(4,875		)	—			—			—		(4,875		)
Net payments on other debt	(2,751		)	(2,059		)	—			—		(4,810		)
Transactions with affiliates, net	130,144			(120,373		)	(9,771		)	—		—
Cash provided by (used in) financing activities	122,518			(122,432		)	(9,771		)	—		(9,685		)
Increase (decrease) in cash and cash equivalents	5,647			(49,928		)	22			—		(44,259		)
Cash and cash equivalents, beginning of period	572,185			150,358			11,688			—		734,231
Cash and cash equivalents, end of period	$	577,832		$	100,430		$	11,710		$	—	$	689,972

29

Item 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

Overview

Our regional results during the first quarter of 2016, when compared to the first quarter of 2015, were impacted by significant declines in volume and pricing, reflecting continued weakness in all of the markets in which we participate.  We have responded by continuing to rationalize volumes and shifting volumes to lower cost operations wherever possible.  Additionally we continue to manage input costs and capital expenditures.  We have also benefited from lower input pricing, particularly lower diesel fuel pricing.

Pricing for our metallurgical sales during the current quarter declined due to continued global oversupply and the relative strength of the U.S. dollar.  Slow economic growth in China and globally has reduced demand growth, and supply rationalization has been slow to take effect.  The relative strength of the U.S. dollar benefits our foreign competitors in the global metallurgical and thermal markets as much of their input costs are in their local currencies.  Late in the current quarter, we began to see some stabilization in metallurgical pricing in conjunction with some weakening of the U.S. dollar.  We sold 1.6 million tons of metallurgical coal during the first quarter of 2016 compared to 1.5 million tons during the first quarter of 2015. Overseas thermal markets are uneconomic for substantially all U.S. production at current pricing levels.

Domestic thermal coal volumes decreased dramatically in all of our operating segments.  A historically mild winter, low natural gas pricing, high generator stockpiles, and the effects of the implementation of the Mercury Air Toxics Standards, (MATS), combined to significantly decrease demand in the domestic thermal markets.  The mild winter decreased space heating demand for natural gas, driving pricing of the competing fuel during the first quarter of 2016 to levels low enough to displace significant amounts of coal-fueled electric generation throughout the country.  Even PRB coal, with its lower cost structure, was significantly impacted by competition from low natural gas prices.  The reduced coal burn has left utilities with historically high coal stockpile levels, further depressing demand.  Closure of some coal fueled facilities to comply with the MATS regulation further reduced demand compared to the prior year quarter.  Although the closed coal-fueled  plants were generally older, smaller, and less utilized than the remaining fleet, the closures have nevertheless had a negative impact on demand.

On January 11, 2016 (the “Petition Date”), Arch and substantially all of its wholly owned domestic subsidiaries (the “Filing Subsidiaries” and, together with Arch, the “Debtors”) filed voluntary petitions for reorganization (collectively, the “Bankruptcy Petitions”) under Chapter 11 of Title 11 of the U.S. Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Eastern District of Missouri (the “Court”). The Debtor’s Chapter 11 Cases (collectively, the “Chapter 11 Cases”) are being jointly administered under the caption In re Arch Coal, Inc., et al. Case No. 16-40120 (lead case). Each Debtor will continue to operate its business as a “debtor in possession” under the jurisdiction of the Court and in accordance with the applicable provisions of the Bankruptcy Code and the orders of the Court.

As a result of extremely challenging current market conditions, the Company believes it will require a significant restructuring of its balance sheet in order to continue as a going concern in the long term. The Company’s ability to continue as a going concern is dependent upon, among other things, improvement in current market conditions, its ability to become profitable and maintain profitability and its ability to successfully implement its Chapter 11 plan strategy.  As a result of the Bankruptcy Petitions, the realization of the Debtors’ assets and the satisfaction of liabilities are subject to significant uncertainty. While operating as a debtor-in-possession pursuant to the Bankruptcy Code, the Company may sell or otherwise dispose of or liquidate assets or settle liabilities, subject to the approval of the Court or as otherwise permitted in the ordinary course of business for amounts other than those reflected in the accompanying consolidated financial statements. Further, the Chapter 11 plan is likely to materially change the amounts and classifications of assets and liabilities reported in the Company’s Condensed Consolidated Financial Statements.

Regional Performance

The following table shows results by operating segment for the three months ended March 31, 2016 and compares them with the information for the three months ended March 31, 2015.  The “Other” category represents the results of our other bituminous thermal operations: our West Elk mining complex in Colorado and our Viper mining complex in Illinois.

30

	Three Months Ended March 31,
	2016			2015
Powder River Basin
Tons sold (in thousands)	16,506			28,471
Coal sales per ton sold	$	13.24		$	13.48
Cost per ton sold	$	14.79		$	12.52
Operating margin per ton sold	$	(1.55	)	$	0.96
Adjusted EBITDA (in thousands)	$	7,010		$	72,062
Appalachia
Tons sold (in thousands)	2,832			3,018
Coal sales per ton sold	$	51.40		$	65.23
Cost per ton sold	$	56.98		$	68.55
Operating loss per ton sold	$	(5.58	)	$	(3.32	)
Adjusted EBITDA (in thousands)	$	7,607		$	39,807
Other
Tons sold (in thousands)	811			1,619
Coal sales per ton sold	$	32.55		$	33.42
Cost per ton sold	$	45.37		$	31.21
Operating margin per ton sold	$	(12.82	)	$	2.21
Adjusted EBITDA (in thousands)	$	(3,328	)	$	1,691

This table reflects numbers reported under a basis that differs from U.S. GAAP.  See the “Reconciliation of Non-GAAP measurements” for explanation and reconciliation of these amounts to the nearest GAAP figures.    Other companies may calculate these per ton amounts differently, and our calculation may not be comparable to other similarly titled measures.

Powder River Basin — Adjusted EBITDA decreased approximately 90% in the first quarter  of 2016 when compared to the first quarter of 2015.  The primary driver of the decline in Adjusted EBITDA is the 42% reduction in shipment volume discussed further in the “Overview “ above.  Pricing declined slightly in the current quarter primarily due to the annual roll off and replacement of sales orders for 2016.  Cost per ton sold increased in the first quarter of 2016 when compared to the first quarter of 2015 due to the decrease in volume partially offset by reduced maintenance activity, lower supply usage, and lower input pricing, particularly lower diesel fuel pricing.  Our strategy of protecting against oil price spikes while preserving downside price participation has allowed us to benefit from the decrease in oil pricing in the current period versus the prior year period.

Appalachia — Adjusted EBITDA decreased approximately 81% in the first quarter of 2016 when compared to the first quarter of 2015.  Shipment volume and coal sales per ton sold both declined in the current year period versus the prior year. Coal sales volumes decreased in the first quarter of 2016 when compared to the first quarter of 2015, due to the idling of three operations impacting the comparative periods, and reduced thermal demand.  Metallurgical volume increased slightly.  Pricing declined in the first quarter of 2016 compared to the first quarter of 2015 across all major quality specifications, with the greatest deterioration occurring in metallurgical pricing.  Oversupply in the Asian metallurgical coal market continued to depress metallurgical pricing in the first quarter of  2016.  Meanwhile, the relative strength of the US dollar, and low dry bulk shipping rates continued to support Australian competition in the Atlantic metallurgical coal market.  Unit cost decreased significantly in the current quarter compared to the prior year period, largely due to the impairment of certain long lived assets in the third and fourth quarters of 2015 which significantly reduced depreciation, depletion, and amortization costs in the current quarter.  Additionally our continued shift of volume to lower cost operations, particularly the Leer complex, has reduced cost per ton sold.

Other — Adjusted EBITDA declined in the first quarter of 2016 when compared to the first quarter of 2015 due to a nearly 50% decline in sales volumes in the current year quarter.  Unit cost increased in the current year periods due to reduced production and shipment volume.  Pricing decreased in the first quarter of 2016 when compared to the first quarter of 2015 due to renegotiation of a long term supply contract with a major customer.

31

Results of Operations

Three Months Ended March 31, 2016 Compared to Three Months Ended March 31, 2015

Revenues.  Our revenues consist of coal sales.  The following table summarizes information about our coal sales during the three months ended March 31, 2016 and compares it with the information for the three months ended March 31, 2015:

	Three Months Ended March 31,
	2016		2015		(Decrease) / Increase
	(In thousands)
Coal sales	$	428,106	$	677,005	$	(248,899	)
Tons sold	20,149		33,108		(12,959		)

On a consolidated basis, coal sales decreased in the first quarter of 2016 from the first quarter of 2015, primarily due to the reduction in thermal volume of approximately $203 million.  The Powder River Basin accounts for approximately 83% of the value of the thermal volume decrease.  Metallurgical and thermal pricing contributed approximately $35 million and $20 million to the reduction in coal sales respectively.  Increased metallurgical volume offset these decreases by approximately $8 million.  See discussion in “Regional Performance” for further information about regional results.

Costs, expenses and other.  The following table summarizes costs, expenses and other components of operating income for the three months ended March 31, 2016 and compares it with the information for the three months ended March 31, 2015:

	Three Months Ended March 31,						(Increase) Decrease
	2016			2015			in Net Loss
	(In thousands)
Cost of sales (exclusive of items shown separately below)	$	419,316		$	562,322		$	143,006
Depreciation, depletion and amortization	63,699			104,874			41,175
Amortization of acquired sales contracts, net	(833		)	(3,390		)	(2,557		)
Change in fair value of coal derivatives and coal trading activities, net	1,210			1,220			10
Asset impairment and mine closure costs	85,520			—			(85,520		)
Selling, general and administrative expenses	19,826			22,605			2,779
Other operating (income) expense, net	(2,220		)	9,086			11,306
Total costs, expenses and other	$	586,518		$	696,717		$	110,199

Cost of sales.  Our cost of sales decreased in the first quarter of 2016 from the first quarter of 2015 due to reduced operating activity related to the significant volume decline, and lower input pricing, particularly for diesel fuel.  Major categories of reduction include sales sensitive costs (approximately $51 million), maintenance (approximately $29 million), contractor mining costs (approximately $22 million), labor and benefits (approximately $22 million), and diesel fuel (approximately $15 million).  See discussion in “Regional Performance” for further information about regional results.

Depreciation, depletion and amortization.  When compared with the first quarter of 2015, depreciation, depletion and amortization costs decreased in 2016 due to the impairment of certain long lived assets in the third and fourth quarters of 2015 and the significantly reduced volume levels.

Asset impairment and mine closure costs.  During the first quarter of 2016 we received notification of intent to idle operations by a third party to whom we leased certain Appalachian reserves.  As a result of the idling and weakness in the thermal coal market, we determined these reserves were impaired.  See Note 6, “Asset Impairment and Mine Closure Costs” to the condensed consolidated financial statements for further discussion.

Selling, general and administrative expenses.  Total selling, general and administrative expenses decreased when compared with the first quarter of 2015, primarily due to lower compensation and professional services expense.

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Other operating (income) expense, net.  Other operating income for the first quarter of 2016 was favorable to other operating expense for the first quarter of 2015 primarily due to a reduction in cost for liquidated damages on logistics contracts of approximately $11 million.  Substantially all of our agreements for export logistics that resulted in liquidated damages have been rejected in our Chapter 11 bankruptcy proceedings.

Nonoperating Expense.  The following table summarizes our nonoperating expense for the three months ended March 31, 2016 and compares it with the information for the three months ended March 31, 2015:

	Three Months Ended March 31,					(Increase) Decrease
	2016			2015		in Net Loss
	(In thousands)
Expenses related to proposed debt restructuring	$	(2,213	)	$	—	$	(2,213	)
Reorganization items, net	(3,875		)	—		(3,875		)
Total nonoperating expense	$	(6,088	)	$	—	$	(6,088	)

Nonoperating expenses in the first quarter of 2016 are related to our proposed debt restructuring activities and Chapter 11 reorganization efforts.

Benefit from income taxes.   The following table summarizes our benefit from income taxes for the three months ended March 31, 2016 and compares it with the information for the three months ended March 31, 2015:

	Three Months Ended March 31,						(Increase) Decrease
	2016			2015			in Net Loss
	(In thousands)
Benefit from income taxes	$	(1,111	)	$	(3,396	)	$	(2,285	)

The income tax benefit rate of 0.5% in the first quarter of 2016 decreased from 2.9% in the first quarter of 2015 due to an increase in the percentage of calculated tax benefit subject to a valuation allowance.  See further discussion in Note 12, “Income Taxes”, to the condensed consolidated financial statements.

Reconciliation of NON-GAAP measures

Segment coal sales per ton sold

Segment coal sales per ton sold are calculated as the segment’s coal sales revenues divided by segment tons sold.  The segments’ sales per tons sold are adjusted for transportation costs, and may be adjusted for other items that, due to accounting rules, are classified in “other operating (income) expense, net” on the statement of operations, but relate to price protection on the sale of coal. Segment sales per ton sold is not a measure of financial performance in accordance with generally accepted accounting principles.  We believe segment sales per ton sold better reflects our revenue for the quality of coal sold and our operating results by including all income from coal sales. The adjustments made to arrive at these measures are significant in understanding and assessing our financial condition.  Therefore, segment coal sales revenues should not be considered in isolation, nor as an alternative to coal sales revenues under generally accepted accounting principles.

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	Three Months Ended March 31,
	2016		2015
	(In thousands)
Reported segment coal sales revenues	$	390,461	$	634,903
Coal risk management derivative settlements classified in “other (income) expense, net”	146		(971		)
Transportation costs	37,499		43,073
Coal sales	$	428,106	$	677,005

Segment cost per ton sold

Segment costs per ton sold are calculated as the segment’s cost of tons sold divided by segment tons sold.  The segments’ cost of tons sold are adjusted for transportation costs, and may be adjusted for other items that, due to accounting rules, are classified in “other (income) expense, net” on the statement of operations, but relate directly to the costs incurred to produce coal. Segment cost of tons sold is not a measure of financial performance in accordance with generally accepted accounting principles.  We believe segment cost of tons sold better reflects our controllable costs and our operating results by including all costs incurred to produce coal. The adjustments made to arrive at these measures are significant in understanding and assessing our financial condition.  Therefore, segment cost of tons sold should not be considered in isolation, nor as an alternative to cost of sales under generally accepted accounting principles.

	Three Months Ended March 31,
	2016			2015
	(In thousands)
Reported segment cost of tons sold	$	442,351		$	612,758
Diesel fuel risk management derivative settlements classified in “other (income) expense, net”	(1,334		)	(1,224		)
Transportation costs	37,499			43,073
Depreciation, depletion and amortization in reported segment cost of tons sold presented on separate line on statement of operations	(62,234		)	(103,143		)
Other (other operating segments, operating overhead, etc.)	3,034			10,858
Cost of sales	$	419,316		$	562,322

Segment Adjusted EBITDA to Net Income

The discussion in “Results of Operations” includes references to our Adjusted EBITDA. Adjusted EBITDA is defined as net income attributable to the Company before the effect of net interest expense, income taxes, depreciation, depletion and amortization and the amortization of acquired sales contracts. Adjusted EBITDA may also be adjusted for items that may not reflect the trend of future results. We believe that Adjusted EBITDA presents a useful measure of our ability to service and incur debt based on ongoing operations. Investors should be aware that our presentation of Adjusted EBITDA may not be comparable to similarly titled measures used by other companies. The table below shows how we calculate Adjusted EBITDA.

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	Three Months Ended March 31,
	2016			2015
	(In thousands)
Reported Segment Adjusted EBITDA	$	11,289		$	113,560
Corporate and other	(21,315		)	(31,788		)
Adjusted EBITDA	(10,026		)	81,772
Benefit from income taxes	1,111			3,396
Interest expense, net	(43,313		)	(96,879		)
Depreciation, depletion and amortization	(63,699		)	(104,874		)
Amortization of acquired sales contracts, net	833			3,390
Asset impairment and mine closure costs	(85,520		)	—
Nonoperating expenses	(6,088		)	—
Net loss	$	(206,702	)	$	(113,195	)

Corporate and other includes primarily selling, general and administrative expenses, income from our equity investments, certain actuarial adjustments, and certain changes in the fair value of coal derivatives and coal trading activities.  Corporate and other adjusted EBITDA improved $10.5 million in the first quarter 2016 when compared to the first quarter 2015 due to $2.8 million of reduced expenses recorded in the Statement of Operations line item “Selling, general and administrative expenses”, $2.8 million in losses on investments in the prior year quarter, $2.8 million accrued for a customer settlement in the prior year quarter, and $2.0 million improvement in mark to market of heating oil derivatives.

Liquidity and Capital Resources

Our primary sources of liquidity are proceeds from coal sales to customers and certain financing arrangements. Excluding significant investing activity, we have historically satisfied our working capital requirements and funded capital expenditures and debt-service obligations with cash generated from operations, cash on hand and credit extensions under any available lines of credit.  During the market down cycle our focus is preserving liquidity and prudently managing costs, including capital expenditures.

The filing of the Bankruptcy Petitions constituted an event of default that accelerated our obligations under our Debt Instruments, all as further described in Note 11, “Debt and Financing Arrangements”, to this Form 10-Q.  Pursuant to the Bankruptcy Code, the filing of the Bankruptcy Petitions automatically stayed most actions against the Debtors, including most actions to collect indebtedness incurred prior to the Petition Date or to exercise control over the Debtors’ property. Accordingly, although the filing of the Bankruptcy Petitions triggered defaults under Debt Instruments, creditors are stayed from taking action as a result of these defaults. Additionally, under Section 502(b)(2) of the Bankruptcy Code, the Company is no longer required to pay interest on its senior unsecured notes and senior secured notes accruing on or after the Petition Date. However, the Debtors will be required to pay interest on amounts borrowed under the Superpriority Secured Debtor-in-Possession Credit Agreement (as amended on March 4, 2016, March 28, 2016 and April 26, 2016, the “DIP Credit Agreement”).

On March 31, 2016, we had $594.2 million of cash and liquid securities on hand. Based on our current internal financial forecasts, we believe that our cash on hand, cash generated from the results of our operations and funds available under our DIP Credit Agreement will be sufficient to fund anticipated cash requirements until a plan of reorganization is confirmed for minimum operating and capital expenditures and for working capital purposes. However, given the current level of volatility in the market and the unpredictability of certain costs that could potentially arise in our operations, our liquidity needs could be significantly higher than we currently anticipate. In particular, weak coal market industry conditions, depressed metallurgical coal prices and reduced domestic thermal coal demand may continue to impact our results of operations and our available liquidity.

Debtor-In-Possession Financing

On January 21, 2016, the Superpriority Secured Debtor-in-Possession Credit Agreement (as amended on March 4, 2016, March 28, 2016 and April 26, 2016, the “DIP Credit Agreement”) was entered into by and among us, as borrower, certain of the Debtors, as guarantors (the “Guarantors” and, together with us, the “Loan Parties”), the lenders from time to time party thereto (the “DIP Lenders”) and Wilmington Trust, National Association, as administrative agent and collateral agent for the DIP Lenders (in such capacities, the “DIP Agent”).

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The DIP Credit Agreement which has been approved by the Court on a final basis provides for a super-priority senior secured debtor-in-possession credit facility (the “DIP Facility”) consisting of term loans (collectively, the “DIP Term Loan”) in the aggregate principal amount of up to $275 million that may be funded in not more than two draws not later than six months after the effective date of the DIP Facility (such six month period, the “Availability Period”).  Any portion of the DIP Term Loan commitment that has not been funded on or prior to the end of the Availability Period will be permanently cancelled.

The maturity date of the DIP Facility is the earliest of (i) January 31, 2017, (ii) the date of the substantial consummation of a plan of reorganization that is confirmed pursuant to an order of the Court, (iii) the consummation of the sale of all or substantially all of the assets of the Loan Parties pursuant to Section 363 of the Bankruptcy Code and (iv) the date the obligations under the DIP Facility are accelerated pursuant to the terms of the DIP Credit Agreement.  Borrowings under the DIP Facility bear interest at an interest rate per annum equal to, at the Company’s option (i) LIBOR plus 9.00%, subject to a 1.00% LIBOR floor or (ii) the base rate plus 8.00%.

Obligations under the DIP Credit Agreement are guaranteed on a super-priority senior secured basis by all of our existing and future wholly-owned domestic subsidiaries, and all newly created or acquired wholly-owned domestic subsidiaries, subject to customary limited exceptions.

The lenders under the DIP Credit Agreement have a first priority lien on all encumbered and unencumbered assets of the Loan Parties (the “DIP Lien”), subject to a $75 million carve-out for super-priority claims relating to the Debtors’ bonding obligations, a customary professional fees carve-out and certain exceptions.

The following is a summary of cash provided by or used in each of the indicated types of activities during the three months ended March 31, 2016 and 2015:

	Three Months Ended March 31,
	2016			2015
	(In thousands)
Cash provided by (used in):
Operating activities	$	(10,098	)	$	(4,273	)
Investing activities	(19,259		)	(30,301		)
Financing activities	(26,026		)	(9,685		)

Cash used in operating activities during the first quarter 2016 increased to $10.1 million compared to $4.3 million in the first quarter of 2015.  The increased use of cash was driven by the increase in our net loss of $93.5 million primarily related to the significant volume declines discussed in the “Overview” and “Operational Performance” sections of “Management’s Discussion and Analysis of Financial Condition and Results of Operations”.  This was partially offset by improvement in working capital compared to the prior year period, particularly inventory of $50.6 million, and payables and other current liabilities of $32.2 million, largely related to the automatic stay protections of our Chapter 11 bankruptcy filing.

We used $19.3 million of cash in investing activities during the first quarter of 2016 compared to using $30.3 million of cash in the first quarter of 2015, due to reduced capital expenditures of $17.0 million and increased net proceeds from marketable securities transactions of $2.9 million partially offset by increased deposits of restricted cash of $8.6 million related to additional cash collateral required to support letters of credit outstanding under our accounts receivable securitization facility.

Cash used in financing activities increased $16.3 million in the first quarter of 2016, compared to the first quarter of 2015, due to financing costs associated with our DIP Facility of $15.2 million and our amended accounts receivable securitization facility of $3.2 million and pre-filing debt restructuring costs of $2.2 million in the current quarter.  These uses of cash were partially offset by the fact that no principal payment was made on the $1.9 billion term loan facility as compared to $4.9 million in the prior period.

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Ratio of Earnings to Fixed Charges

The following table sets forth our ratios of earnings to combined fixed charges and preference dividends for the periods indicated:

	Three Months Ended March 31,
	2016	2015
Ratio of earnings to combined fixed charges and preference dividends(1)	N/A	N/A	(2)

(1)Earnings consist of income from continuing operations before income taxes and are adjusted to include only distributed income from affiliates accounted for on the equity method and fixed charges (excluding capitalized interest). Fixed charges consist of interest incurred on indebtedness, the portion of operating lease rentals deemed representative of the interest factor and the amortization of debt expense.

(2)Total losses for the ratio calculation round to $157.8 million and total fixed charges were $46.7 million for the three months ended March 31, 2016.  Total losses for the ratio calculation were $0.0 million and total fixed charges were $102.1 million for the three months ended March 31, 2015.

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Item 3.  Quantitative and Qualitative Disclosures About Market Risk.

We manage our commodity price risk for our non-trading, thermal coal sales through the use of long-term coal supply agreements, and to a limited extent, through the use of derivative instruments.  Sales commitments in the metallurgical coal market are typically not long-term in nature, and we are therefore subject to fluctuations in market pricing.

Our sales commitments for 2016 and 2017 were as follows as of March 31, 2016:

	2016			2017
	Tons	$ per ton		Tons	$ per ton
	(in millions)			(in millions)
Powder River Basin
Committed, Priced	70.5	$	13.31	38.6	$	13.83
Committed, Unpriced	3.7			8.5
Appalachia
Committed, Priced Thermal	3.7	$	53.06	1.4	$	46.76
Committed, Unpriced Thermal	—			—
Committed, Priced Metallurgical	4.1	$	58.64	—	$	—
Committed, Unpriced Metallurgical	0.4			—
Other Bituminous
Committed, Priced	3.8	$	32.54	3.3	$	33.57
Committed, Unpriced	—			—

We are also exposed to commodity price risk in our coal trading activities, which represents the potential future loss that could be caused by an adverse change in the market value of coal. Our coal trading portfolio included forward, swap and put and call option contracts at March 31, 2016. The estimated future realization of the value of the trading portfolio is $4.9 million of gains in the remainder of 2016.

We monitor and manage market price risk for our trading activities with a variety of tools, including Value at Risk (VaR), position limits, management alerts for mark to market monitoring and loss limits, scenario analysis, sensitivity analysis and review of daily changes in market dynamics. Management believes that presenting high, low, end of year and average VaR is the best available method to give investors insight into the level of commodity risk of our trading positions. Illiquid positions, such as long-dated trades that are not quoted by brokers or exchanges, are not included in VaR.

VaR is a statistical one-tail confidence interval and down side risk estimate that relies on recent history to estimate how the value of the portfolio of positions will change if markets behave in the same way as they have in the recent past. The level of confidence is 95%.  The time across which these possible value changes are being estimated is through the end of the next business day. A closed-form delta-neutral method used throughout the finance and energy sectors is employed to calculate this VaR. VaR is back tested to verify its usefulness.

On average, portfolio value should not fall more than VaR on 95 out of 100 business days. Conversely, portfolio value declines of more than VaR should be expected, on average, 5 out of 100 business days. When more value than VaR is lost due to market price changes, VaR is not representative of how much value beyond VaR will be lost.

While presenting VaR will provide a similar framework for discussing risk across companies, VaR estimates from two independent sources are rarely calculated in the same way. Without a thorough understanding of how each VaR model was calculated, it would be difficult to compare two different VaR calculations from different sources.

During the three months ended March 31, 2016, VaR for our coal trading positions that are recorded at fair value through earnings ranged from under $0.1 million to $0.3 million. The linear mean of each daily VaR was $0.2 million. The final VaR at March 31, 2016 was $0.2 million.

We are exposed to fluctuations in the fair value of coal derivatives that we enter into to manage the price risk related to future coal sales, but for which we do not elect hedge accounting. Gains or losses on these derivative instruments would be largely offset in the pricing of the physical coal sale.  During the three months ended March 31, 2016, VaR for our risk management positions that are recorded at fair value through earnings ranged from $0.1 million to $0.1 million. The linear mean of each daily VaR was $0.1 million. The final VaR at March 31, 2016 was $0.1 million.

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We are also exposed to the risk of fluctuations in cash flows related to our purchase of diesel fuel. We expect to use approximately 50 to 55 million gallons per year of diesel fuel for use in our operations during 2016.  We enter into forward physical purchase contracts, as well as purchased heating oil options, to reduce volatility in the price of diesel fuel for our operations.  At March 31, 2016, we had protected the price of approximately 66% of its expected purchases for the remainder of the year with out-of-the-money call options with an average strike price of $2.26 per gallon.  Due to the drop in heating oil prices, the Company has layered in 16.5 million gallons of at-the-money call options for the remainder of 2016 representing 42% of expected purchases at an average strike price of $1.30 per gallon. Additionally, we have protected approximately 5% of our expected 2017 purchases with out-of-the-money call options with an average strike price of 1.40 per gallon.  At March 31, 2016, we had purchased heating oil call options for approximately 29 million gallons for the purpose of managing the price risk associated with future diesel purchases.  A $0.25 per gallon decrease in the price of heating oil would not result in an increase in our expense related to the heating oil derivatives.

Item 4.  Controls and Procedures.

We performed an evaluation under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, 2016.  Based on that evaluation, our management, including our chief executive officer and chief financial officer, concluded that the disclosure controls and procedures were effective as of such date. There were no changes in our internal control over financial reporting during the fiscal quarter to which this report relates that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II

OTHER INFORMATION

Item 1.  Legal Proceedings.

We are involved in various claims and legal actions arising in the ordinary course of business, including employee injury claims.  After conferring with counsel, it is the opinion of management that the ultimate resolution of these claims, to the extent not previously provided for, will not have a material adverse effect on our consolidated financial condition, results of operations or liquidity.  Also, as a result of historical acquisitions or dispositions by us or other companies in our industry, we may time to time be subject to claims or legal actions, including in respect of certain employee or retiree health or pension benefits.

Permit Litigation Matters

Surface mines at our Mingo Logan and Coal-Mac mining operations were identified in an existing lawsuit brought by the Ohio Valley Environmental Coalition (OVEC) in the U.S. District Court for the Southern District of West Virginia as having been granted Clean Water Act § 404 permits by the Army Corps of Engineers (Corps), allegedly in violation of the Clean Water Act and the National Environmental Policy Act. The lawsuit, brought by OVEC in September 2005, originally was filed against the Corps for permits it had issued to four subsidiaries of a company unrelated to us or our operating subsidiaries. The suit claimed that the Corps had issued permits to the subsidiaries of the unrelated company that did not comply with the National Environmental Policy Act and violated the Clean Water Act.

The court ruled on the claims associated with those four permits in orders of March 23 and June 13, 2007. In the first of those orders, the court rescinded the four permits, finding that the Corps had inadequately assessed the likely impact of valley fills on headwater streams and had relied on inadequate or unproven mitigation to offset those impacts. In the second order, the court entered a declaratory judgment that discharges of sediment from the valley fills into sediment control ponds constructed in-stream to control that sediment must themselves be permitted under a different provision of the Clean Water Act, § 402, and meet the effluent limits imposed on discharges from these ponds. Both of the district court rulings were appealed to the U.S. Court of Appeals for the Fourth Circuit.

Before the court entered its first order, the plaintiffs were permitted to amend their complaint to challenge the Coal-Mac and Mingo Logan permits. Plaintiffs sought preliminary injunctions against both operations, but later reached agreements with our operating subsidiaries that have allowed mining to progress in limited areas while the district court’s rulings were on appeal. The claims against Coal-Mac were thereafter dismissed.

In February 2009, the Fourth Circuit reversed the district court. The Fourth Circuit held that the Corps’ jurisdiction under Section 404 of the Clean Water Act is limited to the narrow issue of the filling of jurisdictional waters. The court also held that the Corps’ findings of no significant impact under the National Environmental Policy Act and no significant degradation under

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the Clean Water Act are entitled to deference. Such findings entitle the Corps to avoid preparing an environmental impact statement, the absence of which was one issue on appeal. These holdings also validated the type of mitigation projects proposed by our operations to minimize impacts and comply with the relevant statutes. Finally, the Fourth Circuit found that stream segments, together with the sediment ponds to which they connect, are unitary “waste treatment systems,” not “waters of the United States,” and that the Corps had not exceeded its authority in permitting them.

OVEC sought rehearing before the entire appellate court, which was denied in May 2009, and the decision was given legal effect in June 2009. An appeal to the U.S. Supreme Court was then filed in August 2009. On August 3, 2010 OVEC withdrew its appeal.

Mingo Logan filed a motion for summary judgment with the district court in July 2009, asking that judgment be entered in its favor because no outstanding legal issues remained for decision as a result of the Fourth Circuit’s February 2009 decision. By a series of motions, the United States obtained extensions and stays of the obligation to respond to the motion in the wake of its letters to the Corps dated September 3 and October 16, 2009 (discussed below). By order dated April 22, 2010, the district court stayed the case as to Mingo Logan for the shorter of either six months or the completion of the U.S. Environmental Protection Agency’s (EPA) proposed action to deny Mingo Logan the right to use its Corps’ permit (as discussed below).

On October 15, 2010, the United States moved to extend the existing stay for an additional 120 days (until February 22, 2011) while the EPA Administrator reviewed the “Recommended Determination” issued by the EPA Region 3. By Memorandum Opinion and Order dated November 2, 2010, the court granted the United States’ motion. On January 13, 2011, the EPA issued its “Final Determination” to withdraw the specification of two of the three watersheds as a disposal site for dredged or fill material approved under the current Section 404 permit. The court was notified of the Final Determination and by order dated March 21, 2011 stayed further proceedings in the case until further order of the court, in light of the challenge to the EPA’s “Final Determination” then pending in federal court in Washington, D.C. In a Memorandum and Opinion and separate Order, each dated March 23, 2012, the federal court granted Mingo Logan’s motion for summary judgment, vacated EPA’s Final Determination and found valid and in full force Mingo Logan’s Section 404 permit. As described more fully below, the EPA appealed that order to the United States Court of Appeals for the D.C. Circuit and by Opinion of the Court dated April 23, 2013, the court reversed the lower court’s order and remanded the matter to the district court for further proceedings.

On April 5, 2012, Mingo Logan moved to lift the stay referenced above. On June 5, 2012, the court entered an order lifting the stay and allowing the case to proceed on Mingo Logan’s Motion for Summary Judgment. Shortly thereafter, OVEC filed a motion for leave to file a seventh amended and supplemental complaint seeking to update existing counts and raising two new claims (one, to enforce EPA’s “Final Determination” and, the other, that the Corps’ refusal to prepare a Supplemental Environmental Impact Statement violates the APA and NEPA). By Memorandum, Opinion and Order dated July 25, 2012, the court granted OVEC’s motion and directed the Clerk to file OVEC’s Seventh Amended and Supplemental Complaint. Mingo Logan filed its Motion for Summary Judgment on August 31, 2012, along with its Answer to the Seventh Amended and Supplemental Complaint and the matter remains pending before the court.

As a result of the Bankruptcy Petitions, much of the pending litigation against the Debtors is stayed.  Subject to certain exceptions and approval by the Court, during the Chapter 11 process, no party can take further actions to recover pre-petition claims against the Debtors.

EPA Actions Related to Water Discharges from the Spruce Permit

By letter of September 3, 2009, the EPA asked the Corps of Engineers to suspend, revoke or modify the existing permit it issued in January 2007 to Mingo Logan under Section 404 of the Clean Water Act, claiming that “new information and circumstances have arisen which justify reconsideration of the permit.” By letter of September 30, 2009, the Corps of Engineers advised the EPA that it would not reconsider its decision to issue the permit. By letter of October 16, 2009, the EPA advised the Corps that it has “reason to believe” that the Mingo Logan mine will have “unacceptable adverse impacts to fish and wildlife resources” and that it intends to issue a public notice of a proposed determination to restrict or prohibit discharges of fill material that already are approved by the Corps’ permit. By federal register publication dated April 2, 2010, the EPA issued its “Proposed Determination to Prohibit, Restrict or Deny the Specification, or the Use for Specification of an Area as a Disposal Site: Spruce No. 1 Surface Mine, Logan County, WV” pursuant to Section 404(c) of the Clean Water Act, the EPA accepted written comments on its proposed action (sometimes known as a “veto proceeding”), through June 4, 2010 and conducted a public hearing, as well, on May 18, 2010. We submitted comments on the action during this period. On September 24, 2010, the EPA Region 3 issued a “Recommended Determination” to the EPA Administrator recommending that the EPA prohibit the placement of fill material in two of the three watersheds for which filling is approved under the current Section 404 permit. Mingo Logan, along with the Corps, West Virginia DEP and the mineral owner, engaged in a consultation with the EPA as

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required by the regulations, to discuss “corrective action” to address the “unacceptable adverse effects” identified. On January 13, 2011, the EPA issued its “Final Determination” pursuant to Section 404(c) of the Clean Water Act to withdraw the specification of two of the three watersheds approved in the current Section 404 permit as a disposal site for dredged or fill material. By separate action, Mingo Logan sued the EPA on April 2, 2010 in federal court in Washington, D.C. seeking a ruling that the EPA has no authority under the Clean Water Act to veto a previously issued permit (Mingo Logan Coal Company, Inc. v. USEPA, No. 1:10-cv-00541(D.D.C.)). The EPA moved to dismiss that action, and we responded to that motion.

Pursuant to a scheduling order for summary disposition of the case, motions and cross-motions for summary judgment by both parties were filed. On November 30, 2011, the court heard arguments from the parties limited only to the threshold issue of whether the EPA had the authority under Section 404(c) of the Clean Water Act to withdraw the specification of the disposal site after the Corps had already issued a permit under Section 404(a). The court deferred consideration of the remaining issue (i.e. whether the EPA’s “Final Determination” is otherwise lawful) until after consideration of the threshold issue. On March 23, 2012, the court entered an Order and a Memorandum Opinion granting Mingo Logan’s motion for summary judgment, denying the EPA’s cross-motion for summary judgment, vacating the Final Determination and ordering that Mingo Logan’s Section 404 permit remains valid and in full force.

On May 11, 2012, the EPA filed a notice of appeal to the United States Court of Appeals for the District of Columbia Circuit. The court heard oral arguments on March 14, 2013. By opinion of the court filed on April 23, 2013, the court reversed the district court on the threshold issue and remanded the matter to the district court to address the merits of our APA challenge to the Final Determination. On June 6, 2013, Mingo Logan filed a Petition for Rehearing En Banc and by Order filed July 25, 2013, the court denied the petition.

On November 13, 2013, Mingo Logan filed a Petition for Writ of Certiorari with the Supreme Court of the United States seeking review of the D.C. Circuit’s decision. On March 24, 2014, the Supreme Court denied Mingo Logan’s Petition for Writ of Certiorari and remanded the matter to the federal district court for the District of Columbia for further consideration on the merits of the Final Determination. On September 30, 2014, the court entered an opinion and order denying Mingo Logan’s motion for summary judgment and granting the government’s motion for summary judgment. The court upheld the Final Determination finding that EPA’s decision to withdraw the specifications for filling in Oldhouse Branch and Pigeonroost Branch under Mingo Logan’s Section 404 permit was not arbitrary and capricious. On November 11, 2014, Mingo Logan filed a notice of appeal to the United States Court of Appeals for the District of Columbia Circuit.  The court heard oral arguments on April 11, 2016 and the case stands submitted.

UMWA 1974 Pension Plan et al. v Peabody Energy and Arch

On July 16, 2015, the UMWA 1974 Pension Trust (“Plan”) and its Trustees filed a Complaint for Declaratory Judgment against Peabody Energy Corporation, Peabody Holding Company, LLC and Arch, in the U.S. District Court in Washington D.C., seeking an order from the court requiring the defendants to submit to arbitration to determine their responsibility for pension withdrawal liability (triggered by Patriot Coal Corporation’s (“Patriot”) recent bankruptcy filing) for Plan participants of Patriot who formerly worked for Peabody and Arch subsidiaries.  In the alternative, the complaint asks the court to declare that Peabody and Arch are liable for Patriot’s withdrawal liability. With respect to Arch, plaintiffs allege that Arch engaged in actions to avoid and evade pension fund withdrawal liability when it sold subsidiaries that were signatory to UMWA agreements, to Magnum Coal Company (“Magnum”) in 2005, allegedly in violation of ERISA law.  Patriot subsequently purchased Magnum in 2008.  On October 29, 2015, plaintiffs filed an amended complaint to reflect that Patriot formally rejected its obligations to contribute to the Plan, triggering a withdrawal.  The amended complaint further alleged that Arch owes $299.8 million in withdrawal liability.  On October 29, 2015, the UMWA Funds issued a letter to Arch demanding payment of this withdrawal liability amount.  We believe there is no basis in the law to support any claim that Arch is responsible for Patriot’s withdrawal liability and we plan to vigorously defend this complaint.  Arch notified the District Court and the parties to the litigation of its bankruptcy filing and the automatic stay and, on January 21, 2016, the plaintiffs agreed that the automatic stay in the Chapter 11 Case applies to Arch and its affiliates that have filed bankruptcy petitions.

Filing Under Chapter 11 of the United States Bankruptcy Code

On January 11, 2016 (the “Petition Date”), Arch and substantially all of its wholly owned domestic subsidiaries (the “Filing Subsidiaries” and, together with Arch, the “Debtors”) filed voluntary petitions for reorganization (collectively, the “Bankruptcy Petitions”) under Chapter 11 of Title 11 of the U.S. Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Eastern District of Missouri (the “Court”). The Debtor’s Chapter 11 Cases (collectively, the “Chapter 11 Cases”) are being jointly administered under the caption In re Arch Coal, Inc., et al. Case No. 16-40120 (lead case). Each Debtor will continue to operate its business as a “debtor in possession” under the jurisdiction of the Court and in accordance with the applicable

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provisions of the Bankruptcy Code and the orders of the Court. See Note 1, “Basis of Presentation” to the condensed consolidated financial statements for further discussion of these proceedings.

Pursuant to Section 362 of the Bankruptcy Code, the filing of the Bankruptcy Petitions automatically stayed most actions against the Debtors, including actions to collect indebtedness incurred prior to the Petition Date or to exercise control over the Debtors’ property. Subject to certain exceptions under the Bankruptcy Code, the filing of the Debtors’ Chapter 11 Cases also automatically stayed the continuation of most legal proceedings or the filing of other actions against or on behalf of the Debtors or their property to recover on, collect or secure a claim arising prior to the Petition Date or to exercise control over property of the Debtors’ bankruptcy estates, unless and until the Court modifies or lifts the automatic stay as to any such claim. Notwithstanding the general application of the automatic stay described above, governmental authorities may determine to continue actions brought under their police and regulatory powers.

Item 1A.  Risk Factors.

See Risk Factors in Item 1A of Part I of the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 for a complete review of important risk factors.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds.

In September 2006, our board of directors authorized a share repurchase program for the purchase of up to 1,400,000 shares of our common stock.  As of March 31, 2016, there were 1,092,580 shares of our common stock available for purchase under this program. We are prohibited from purchasing shares under this program during the pendency of our Chapter 11 Cases.

Item 4.  Mine Safety Disclosures.

The statement concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is included in Exhibit 95 to this Quarterly Report on Form 10-Q for the period ended March 31, 2016.

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Item 6.  Exhibits.

10.1	Amendment No. 2, dated as of March 25, 2016, to the Superpriority Secured Debtor-in-Possession Credit Agreement dated January 21, 2016.
10.2	Amendment No. 2, dated as of March 28, 2016, to the Restructuring Support Agreement dated January 10, 2016.
12.1	Computation of ratio of earnings to combined fixed charges and preference dividends.
31.1	Rule 13a-14(a)/15d-14(a) Certification of John W. Eaves.
31.2	Rule 13a-14(a)/15d-14(a) Certification of John T. Drexler.
32.1	Section 1350 Certification of John W. Eaves.
32.2	Section 1350 Certification of John T. Drexler.
95.0	Mine Safety Disclosure Exhibit.
101.0	Interactive Data File (Form 10-Q for the three months ended March 31, 2016 filed in XBRL). The financial information contained in the XBRL-related documents is “unaudited” and “unreviewed.”

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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, thereunto duly authorized.

Arch Coal, Inc.
By:	/s/ John T. Drexler
	John T. Drexler
	Senior Vice President and Chief Financial Officer (On behalf of the registrant and as Principal Financial Officer)
	May 10, 2016

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EX-10.1

EXHIBIT 10.1

EXECUTION VERSION

AMENDMENT No. 2, dated as of March 28, 2016 (this “Amendment”), to the Superpriority Secured Debtor-in-Possession Credit Agreement, dated as of January 21, 2016 (as amended, restated, supplemented or otherwise modified, refinanced or replaced from time to time, the “Credit Agreement”), among Arch Coal, Inc., a debtor and debtor-in-possession under chapter 11 of the Bankruptcy Code, as borrower (the “Borrower”), the Guarantors from time to time party thereto, each a debtor and debtor-in-possession under chapter 11 of the Bankruptcy Code, the Lenders from time to time party thereto and Wilmington Trust, National Association, in its capacity as administrative agent and collateral agent (in such capacities, the “Agent”).  Capitalized terms used but not defined herein have the meaning provided in the Credit Agreement.

WHEREAS, the Borrower has requested certain amendments to the Credit Agreement and the undersigned Lenders are willing to consent to such amendments on the terms and conditions set forth herein;

WHEREAS, pursuant to Section 13.01 of the Credit Agreement, the Agent, with the written consent of the Required Lenders, and the Borrower, on behalf of the Loan Parties, may grant written waivers or consents under and enter into written agreements amending or changing any provision of the Credit Agreement; and

WHEREAS, the parties hereto desire to provide the amendments set forth below on the terms set forth herein;

NOW, THEREFORE, in consideration of the premises and covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be legally bound hereby, agree as follows:

Section 1.Amendment to Credit Agreement.

(c)The Credit Agreement is hereby amended effective as of the Amendment Effective Date as follows:

(A)Section 8.01(p)(iv) of the Credit Agreement is hereby amended by deleting the words “ninety (90) days after the Petition Date” therefrom and inserting in lieu thereof the words “April 26, 2016 or such later date as agreed in writing by the Required Lenders or by the Agent with the consent of the Required Lenders”.

(B)Section 8.01(p)(v) of the Credit Agreement is hereby amended by deleting the words “sixty (60) days after the satisfaction of the milestone provided for in clause (iv) above” therefrom and inserting in lieu thereof the words “June 10, 2016 or such later date as agreed in writing by the Required Lenders or by the Agent with the consent of the Required Lenders”.

Section 2.Representations and Warranties.  The Borrower represents and warrants to the Agent and the Lenders as of the Amendment Effective Date that:

(a)(i) The Borrower (A) is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and (B) subject to the entry of the Orders and subject to the terms thereof, has full power to enter into, execute, deliver and carry out this Amendment, and all such actions have been duly authorized by all necessary proceedings on its part, and (ii) this Amendment has been duly and validly executed and delivered by the Borrower and, subject to the entry of the Orders and subject to the terms thereof, constitutes the legal, valid and binding obligation of the Borrower enforceable against the Borrower in accordance with its terms.

(b)Neither the execution and delivery of this Amendment by the Borrower, nor the consummation of the transactions herein contemplated or compliance with the terms and provisions hereof by the Borrower will (x) conflict with, constitute a default under or result in any breach of (i) the terms and conditions of the certificate of incorporation, bylaws or other organizational documents of the Borrower or (ii) except as would not reasonably be expected to result in Material Adverse Change and except in respect of the Existing Debt Documents, any Law or any material agreement or instrument or order, writ, judgment, injunction or decree to which the Borrower is a party or by which the Borrower is bound or subject to, or (y) result in the creation or enforcement of any Lien, charge or encumbrance whatsoever upon any property (now or hereafter acquired) of the Borrower (other than Liens granted in respect of the Obligations and Liens created by the Existing Debt Documents).

(c)Subject to the entry of the Orders and subject to the terms thereof, no consent, approval, exemption, order or authorization of, or a registration or filing with, any Official Body or any other Person is necessary to authorize or permit under any Law in connection with the execution, delivery and carrying out of this Amendment by the Borrower.

(d)Immediately before and immediately after giving effect to this Amendment, the representations and warranties of each Loan Party set forth in the Loan Documents to which it is a party shall be true and correct in all material respects on and as of the Amendment Effective Date, with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties shall be true and correct in all material respects as of such earlier date).

(e)Immediately before and immediately after giving effect to this Amendment, no Default or Event of Default has occurred and is continuing.

Section 3.Conditions to Effectiveness of Section 1.  This Amendment shall become effective on the date (the “Amendment Effective Date”) on which the following conditions are satisfied or waived:

(a)the Agent shall have received from (i) the Required Lenders and (ii) the Borrower a duly executed counterpart of this Amendment signed on behalf of such party and, in the case of the Borrower, on behalf of the other Loan Parties (which may include facsimile or other electronic transmission of a signed signature page of this Amendment).

(b)on and as of the Amendment Effective Date, both immediately before and immediately after giving effect to the effectiveness of this Amendment, the representations and warranties of the Borrower set forth in Section 2 hereof shall be true and correct in all material respects.

Section 4.Counterparts.  This Amendment may be executed in any number of counterparts and by different parties hereto on separate counterparts, each of which when so executed and delivered shall be deemed to be an original, but all of which when taken together shall constitute a single instrument.  Delivery of an executed counterpart of a signature page of this Amendment by facsimile or other electronic transmission shall be effective as delivery of a manually executed counterpart hereof.

Section 5.Governing Law.  THIS AMENDMENT SHALL BE DEEMED TO BE A CONTRACT UNDER THE LAW OF THE STATE OF NEW YORK WITHOUT REGARD TO ITS CONFLICT OF LAWS PRINCIPLES THAT WOULD REQUIRE THE APPLICATION OF ANY OTHER LAW AND (TO THE EXTENT APPLICABLE) THE BANKRUPTCY CODE.

Section 6.Headings.  The headings of this Amendment are for purposes of reference only and shall not limit or otherwise affect the meaning hereof.

Section 7.Effect of Amendment. Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders or the Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect.  The Borrower, on behalf of each Loan Party, confirms and agrees that the Liens granted pursuant to the Interim Order, the Final Order and the Collateral Documents shall continue without any diminution thereof and shall remain in full force and effect on and after the date hereof.  For the avoidance of doubt, on and after the Amendment Effective Date, this Amendment shall for all purposes constitute a Loan Document.

[Signature pages follow]

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed as of the date first above written.

ARCH COAL, INC., on behalf of the Loan Parties
By:	/s/ Robert G. Jones
	Name:	Robert G. Jones
	Title:	Senior Vice President — Law, General Counsel
		and Secretary

EX-10.2

EXHIBIT 10.2

EXECUTION VERSION

SECOND AMENDMENT
TO RESTRUCTURING SUPPORT AGREEMENT

Second Amendment to Restructuring Support Agreement (this “Amendment”), dated as of March 28, 2016, to that certain Restructuring Support Agreement made and entered into as of January 10, 2016, as amended by the First Amendment to Restructuring Support Agreement, dated as of February 25, 2016 (the “Restructuring Support Agreement”), by and among (i) the parties signatory thereto which are lenders under the First Lien Credit Agreement (each such party a “Consenting Lender”, and collectively, the “Consenting Lenders”), (ii) Arch Coal, Inc., a Delaware corporation (“Arch Coal”), and (iii) each of the subsidiaries of Arch Coal signatory thereto (collectively with Arch Coal, the “Company”).  Capitalized terms used in this Amendment and not otherwise defined shall have the meanings set forth in the Restructuring Support Agreement.

RECITALS

WHEREAS, Arch Coal, the other guarantors party thereto, the lenders party thereto (including the Consenting Lenders) and Wilmington Trust, National Association, as successor term loan administrative agent and successor collateral agent under the First Lien Credit Agreement (the “First Lien Agent”) have entered into the First Lien Credit Agreement;

WHEREAS, pursuant to the Restructuring Support Agreement, the Parties thereto agreed to support a Restructuring that is to be implemented through the Plan;

WHEREAS, the Company has requested a limited waiver of certain Consenting Lender Termination Events under Section 5.02(g) of the Restructuring Support Agreement;

WHEREAS, the Company has requested an amendment to the Restructuring Support Agreement; and

WHEREAS, the parties hereto have agreed to (i) provide a limited waiver of such Consenting Lender Termination Events and (ii) amend the Restructuring Support Agreement, in each case, on the terms and conditions set forth in this Amendment.

AGREEMENT

NOW THEREFORE, for and in consideration of the foregoing recitals and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

SECTION 1.   Limited Waiver of Consenting Lender Termination Events. Effective as of the Amendment Effective Date (as defined below), the Consenting Lenders party hereto hereby waive the following:

(a)Any Consenting Lender Termination Event set forth in Section 5.02(g)(iii) of the Restructuring Support Agreement solely to the extent arising out of the failure of the Company to obtain, prior to ninety (90) days after the Petition Date, entry of the RSA Assumption Order by the Bankruptcy Court; provided that it shall be a Consenting Lender

Termination Event if the Company fails to obtain, prior to May 13, 2016 or such later date as may be agreed to in writing by the Majority Consenting Lenders, entry of the RSA Assumption Order, in form and substance reasonably satisfactory to the Majority Consenting Lenders and otherwise in accordance with the Restructuring Support Agreement;

(b)Any Consenting Lender Termination Event set forth in Section 5.02(g)(v) of the Restructuring Support Agreement solely to the extent arising out of the failure of the Company to deliver to the First Lien Lender Group, no later than sixty (60) days after the Petition Date, an updated business plan; provided that it shall be a Consenting Lender Termination Event if the Company fails to comply with or achieve the following deadlines: (i) no later than 5:00 P.M. Eastern Time on April 1, 2016 or such later date as may be agreed to in writing by the Majority Consenting Lenders, delivery to the First Lien Lender Group of an updated business plan, (ii) on or before April 8, 2016 or such later date as may be agreed to in writing by the Majority Consenting Lenders, obtaining confirmation from the First Lien Lender Group that the updated business plan is reasonably acceptable to the Majority Consenting Lenders, and (iii) no later than April 15, 2016 or such later date as may be agreed to in writing by the Majority Consenting Lenders, making publicly available the materials attached hereto as Exhibit A, which the Company believes, in its reasonable judgment, cleanses the Consenting Lenders of any material non-public information received in connection with Section 1(b)(i) hereof, either pursuant to the filing of the Disclosure Statement or a posting on the Securities and Exchange Commission’s website; provided that, after delivery of an updated business plan, the Company may replace the materials set forth in Exhibit A with corresponding materials from such updated business plan; and

(c)Any Consenting Lender Termination Event set forth in Section 5.02(g)(vi) of the Restructuring Support Agreement solely to the extent arising out of the failure of the Company to file, no later than ninety (90) days after the Petition Date, the Plan and Disclosure Statement; provided that it shall be a Consenting Lender Termination Event if the Company fails to comply with or achieve the following deadlines: (i) no later than April 26, 2016 or such later date as may be agreed to in writing by the Majority Consenting Lenders, filing the Plan and Disclosure Statement, which Plan and Disclosure Statement shall provide for the consummation of the Restructuring provided for in the Term Sheet and each of which otherwise shall be in form and substance reasonably satisfactory to the Majority Consenting Lenders, and (ii) no later than June 10, 2016 or such later date as may be agreed to in writing by the Majority Consenting Lenders, obtaining Bankruptcy Court approval of the Disclosure Statement.

SECTION 2.   Amendment to Restructuring Support Agreement. Effective as of the Amendment Effective Date, the Company and the Consenting Lenders party hereto hereby amend footnote 5 appearing in Exhibit A to the Restructuring Support Agreement by deleting the reference to “the date that is 90 days after the Petition Date” appearing therein and replacing such reference with “April 22, 2016 or such other date as may be agreed to in writing by the Company and the Majority Consenting Lenders”.

SECTION 3.   Compliance with Restructuring Support Agreement.  As of the Amendment Effective Date, each of the parties hereto represents and warrants, severally and not jointly, to each other party that (i) it is in compliance with all of the terms and provisions set

2

forth in the Restructuring Support Agreement (as amended by this Amendment) and (ii) no material breach has occurred and is continuing under the Restructuring Support Agreement.

SECTION 4.   Effect of Amendment on the Restructuring Support Agreement.  Except as specifically amended or waived hereby, the terms and provisions of the Restructuring Support Agreement are in all other respects ratified and confirmed and remain in full force and effect without modification or limitation.  No reference to this Amendment need be made in any notice, writing or other communication relating to the Restructuring Support Agreement, and any such reference to the Restructuring Support Agreement shall be deemed a reference thereto as amended by this Amendment.  This Amendment shall be limited precisely as written and, except as expressly provided herein, shall not be deemed or construed (i) to be a consent granted pursuant to, or a waiver (except for the specific waivers set forth above), modification or forbearance of, any term or condition of the Restructuring Support Agreement, any of the instruments or agreements referred to therein or a waiver of any breach under the Restructuring Support Agreement, whether or not known to the First Lien Agent or any of the Consenting Lenders, or (ii) to prejudice any right or remedy which the First Lien Agent, any Consenting Lender or the Company may now have or have in the future under or in connection with the Restructuring Support Agreement, or any of the instruments or agreements referred to therein, as applicable.

SECTION 5.   Effectiveness of This Amendment.  This Amendment shall become effective and binding on each Party on the date (such date, the “Amendment Effective Date”) counsel to the parties hereto have received signature pages hereto signed by the Company and the Consenting Lenders constituting Majority Consenting Lenders.

SECTION 6.   Governing Law.  THIS AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK WITHOUT GIVING EFFECT TO ANY CHOICE OR CONFLICT OF LAW PROVISION OR RULE (WHETHER OF THE STATE OF NEW YORK OR ANY OTHER JURISDICTION) THAT WOULD CAUSE THE APPLICATION OF THE LAWS OF ANY JURISDICTION OTHER THAN THE STATE OF NEW YORK.

SECTION 7.   Counterparts; Electronic Execution.  This Amendment may be executed and delivered in any number of counterparts, each of which, when executed and delivered, shall be deemed an original, and all of which together shall constitute the same agreement.  Delivery of an executed copy of this Amendment shall be deemed to be a certification by each person executing this Amendment on behalf of a party hereto that such person and party hereto has been duly authorized and empowered to execute and deliver this Amendment and each other party hereto may rely on such certification.  Delivery of any executed signature page of this Amendment by telecopier, facsimile or electronic mail shall be as effective as delivery of a manually executed signature page of this Amendment.

SECTION 8.   Reference to Restructuring Support Agreement.  All references to the “Restructuring Support Agreement”, “hereunder”, “hereof” or words of like import in the Restructuring Support Agreement shall mean and be a reference to the Restructuring Support

3

Agreement as modified hereby and as may in the future be amended, restated, supplemented or modified from time to time.

SECTION 9.   Breach of Amendment.  This Amendment shall be part of the Restructuring Support Agreement and a breach of any representation, warranty or covenant herein shall constitute a breach under the Restructuring Support Agreement, without the giving of notice or the passage of time.

[Remainder of page intentionally left blank
Signatures on next page].

4

IN WITNESS WHEREOF, the undersigned, intending to be legally bound hereby, have executed and delivered this Second Amendment to Restructuring Support Agreement as of the date hereof.

ARCH COAL INC., on behalf of itself and each of the Guarantors
By:	/s/ Robert G. Jones
Name:	Robert G. Jones
Title:	Senior Vice President — Law, General
	Counsel and Secretary

[Signature Page to Second Amendment to Restructuring Support Agreement]

EX-12.1

Exhibit 12.1

Computation of Ratio of Earnings to Combined Fixed Charges and Preference Dividends

	Three Months Ended March 31,
	2016			2015
Loss from continuing operations excluding income or loss from equity investments	$	(209,277	)	$	(120,343	)
Adjustments:
Fixed charges	46,700			102,073
Distributed income from equity investments	3,981			16,962
Capitalized interest, net of amortization	756			1,297
Total loss	$	(157,840	)	$	(11	)
Fixed charges:
Interest expense	$	44,451		$	99,252
Capitalized interest	14			—
Portions of rent which represent an interest factor	2,235			2,821
Total fixed charges	$	46,700		$	102,073
Preferred stock dividends	$	—		$	—
Total fixed charges and preferred stock dividends	$	46,700		$	102,073
Ratio of earnings to combined fixed charges and preference dividends	N/A			N/A

Total loss consists of loss from continuing operations before income taxes and are adjusted to include only distributed income from affiliates accounted for on the equity method and fixed charges (excluding capitalized interest).  Fixed charges consist of interest incurred on indebtedness, the portion of operating lease rentals deemed representative of the interest factor and the amortization of debt expense.

EX-31.1

Exhibit 31.1

Certification

I, John W. Eaves, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Arch Coal, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

/s/ John W. Eaves

John W. Eaves

Chairman and Chief Executive Officer

Date: May 10, 2016

EX-31.2

Exhibit 31.2

Certification

I, John T. Drexler, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Arch Coal, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

/s/ John T. Drexler

John T. Drexler

Senior Vice President and Chief Financial Officer

Date: May 10, 2016

EX-32.1

Exhibit 32.1

Certification of Periodic Financial Reports

I, John W. Eaves, Chairman and Chief Executive Officer of Arch Coal, Inc., certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)the Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2016 (the “Periodic Report”) which this statement accompanies fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and

(2)information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of Arch Coal, Inc.

/s/ John W. Eaves

John W. Eaves

Chairman and Chief Executive Officer

Date: May 10, 2016

EX-32.2

Exhibit 32.2

Certification of Periodic Financial Reports

I, John T. Drexler, Senior Vice President and Chief Financial Officer of Arch Coal, Inc., certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)the Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2016 (the “Periodic Report”) which this statement accompanies fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and

(2)information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of Arch Coal, Inc.

/s/ John T. Drexler

John T. Drexler

Senior Vice President and Chief Financial Officer

Date: May 10, 2016

EX-95

EXHIBIT 95

Mine Safety and Health Administration Safety Data

We believe that Arch Coal, Inc. (“Arch Coal”) is one of the safest coal mining companies in the world.  Safety is a core value at Arch Coal and at our subsidiary operations.  We have in place a comprehensive safety program that includes extensive health & safety training for all employees, site inspections, emergency response preparedness, crisis communications training, incident investigation, regulatory compliance training and process auditing, as well as an open dialogue between all levels of employees.  The goals of our processes are to eliminate exposure to hazards in the workplace, ensure that we comply with all mine safety regulations, and support regulatory and industry efforts to improve the health and safety of our employees along with the industry as a whole.

The operation of our mines is subject to regulation by the Federal Mine Safety and Health Administration (MSHA) under the Federal Mine Safety and Health Act of 1977 (Mine Act).  MSHA inspects our mines on a regular basis and issues various citations, orders and violations when it believes a violation has occurred under the Mine Act.  We present information below regarding certain mining safety and health violations, orders and citations, issued by MSHA and related assessments and legal actions and mine-related fatalities with respect to our coal mining operations.  In evaluating the above information regarding mine safety and health, investors should take into account factors such as: (i) the number of citations and orders will vary depending on the size of a coal mine, (ii) the number of citations issued will vary from inspector to inspector and mine to mine, and (iii) citations and orders can be contested and appealed, and in that process are often reduced in severity and amount, and are sometimes dismissed or vacated.

The table below sets forth for the three months ended March 31, 2016 for each active MSHA identification number of Arch Coal and its subsidiaries, the total number of: (i) violations of mandatory health or safety standards that could significantly and substantially contribute to the cause and effect of a coal or other mine safety or health hazard under section 104 of the Mine Act for which the operator received a citation from MSHA; (ii) orders issued under section 104(b) of the Mine Act; (iii) citations and orders for unwarrantable failure of the mine operator to comply with mandatory health or safety standards under section 104(d) of the Mine Act; (iv) flagrant violations under section 110(b)(2) of the Mine Act; (v) imminent danger orders issued under section 107(a) of the Mine Act; (vi) proposed assessments from MHSA (regardless of whether Arch Coal has challenged or appealed the assessment); (vii) mining-related fatalities; (viii) notices from MSHA of a pattern of violations of mandatory health or safety standards that are of such nature as could have significantly and substantially contributed to the cause and effect of coal or other mine health or safety hazards under section 104(e) of the Mine Act; (ix) notices from MSHA regarding the potential to have a pattern of violations as referenced in (viii) above; and (x) pending legal actions before the Federal Mine Safety and Health Review Commission (as of March 31, 2016) involving such coal or other mine, as well as the aggregate number of legal actions instituted and the aggregate number of legal actions resolved during the reporting period.

1

Mine or Operating Name / MSHA Ientification Number	Section 104 S&S Citations (#)	Section 104(b) Orders (#)	Section 104(d) Citations and Orders (#)	Section 110(b)(2) Violations (#)	Section 107(a) Orders (#)	Total Dollar Value of MSHA Assessments Proposed (in thousands) ($)	Total Number of Mining Related Fatalities (#)	Received Notice of Pattern of Violations Under Section 104(e) (Yes/No)	Received Notice of Potential to Have Pattern of Violations Under Section 104(e) (Yes/No)	Legal Actions Initiated During Period (#)	Legal Actions Resolved During Period (#)	Legal Actions Pending as of Last Day of Period(1) (#)
	Active Operations
Lone Mountain Darby Fork / 15-02263	2	—	—	—	—	1.8	—	No	No	—	—	—
Lone Mountain Clover Fork / 15-18647	6	—	—	—	—	2.4	—	No	No	—	—	—
Lone Mountain Huff Creek / 15-17234	7	—	—	—	—	4.6	1	No	No	—	4	—
Lone Mountain 6C Mine / 44-06782	—	—	—	—	—	0.1	—	No	No	—	—	—
Lone Mountain Processing / 44-05898	1	—	—	—	—	0.2	—	No	No	—	—	—
Powell Mt. Mine #1 / 15-18734	—	—	—	—	—	—	—	No	No	—	—	—
Powell Mt. Middle Splint / 44-07207	—	—	—	—	—	—	—	No	No	—	—	—
Knott County Raven Prep Plant / 15-17724	—	—	—	—	—	—	—	No	No	—	—	—
Vindex Cabin Run / 18-00133	1	—	—	—	—	—	—	No	No	—	—	—
Vindex Bismarck / 46-09369	—	—	—	—	—	0.2	—	No	No	—	—	—
Vindex Jackson Mt. / 18-00170	—	—	—	—	—	—	—	No	No	—	—	—
Vindex Wolf Den Run / 18-00790	—	—	—	—	—	0.1	—	No	No	—	—	—
Cumberland River Pardee Plant / 44-05014	—	—	—	—	—	—	—	No	No	—	—	—
Cumberland River Band Mill Mine / 44-06816	—	—	—	—	—	—	—	No	No	—	—	—
Cumberland River Pine Branch #1 / 44-07224	—	—	—	—	—	—	—	No	No	—	—	—
Cumberland River Trace Fork #1 / 15-19533	—	—	—	—	—	0.3	—	No	No	—	—	—
Beckley Pocahontas Mine / 46-05252	16	—	—	—	—	75.5	—	No	No	3	2	10
Beckley Pocahontas Plant / 46-09216	—	—	—	—	—	1.0	—	No	No	—	—	—
Coal Mac Holden #22 Prep Plant / 46-05909	—	—	—	—	—	—	—	No	No	—	—	—

2

Coal Mac Ragland Loadout / 46-08563	—	—	—	—	—	—	—	No	No	—	—	—
Coal Mac Holden #22 Surface / 46-08984	1	—	—	—	—	1.6	—	No	No	—	—	—
Sentinel Mine / 46-04168	10	—	—	—	—	24.3	—	No	No	—	7	3
Sentinel Prep Plant / 46-08777	1	—	—	—	—	—	—	No	No	—	—	—
Mingo Logan Mountaineer II / 46-09029	8	2	—	—	—	70.4	—	No	No	2	2	3
Mingo Logan Cardinal Prep Plant / 46-09046	1	—	—	—	—	0.1	—	No	No	—	—	—
Mingo Logan Daniel Hollow / 46-09047	—	—	—	—	—	—	—	No	No	—	—	—
Leer #1 Mine / 46-09192	18	—	—	—	—	51.0	—	No	No	1	2	12
Arch of Wyoming Elk Mountain / 48-01694	—	—	—	—	—	—	—	No	No	—	—	—
Black Thunder / 48-00977	—	—	—	—	—	3.68	—	No	No	—	—	—
Coal Creek / 48-01215	1	—	—	—	—	0.5	—	No	No	—	—	—
West Elk Mine / 05-03672	2	—	—	—	—	16.1	—	No	No	—	1	—
Viper Mine / 11-02664	9	—	—	—	—	17.2	—	No	No	—	—	1
Leer #1 Prep Plant / 46-09191	1	—	—	—	—	0.4	—	No	No	—	—	—
Wolf Run Mining — Sawmill Run Prep Plant / 46-05544	—	—	—	—	—	—	—	No	No	—	—	—

(1)See table below for additional details regarding Legal Actions Pending as of March 31, 2016.

Mine or Operating Name/MSHA Identification Number	Contests of Citations, Orders (as of March 31, 2016)	Contests of Proposed Penalties (as of March 31, 2016)	Complaints for Compensation (as of March 31, 2016)	Complaints of Discharge, Discrimination or Interference (as of March 31, 2016)	Applications for Temporary Relief (as of March 31, 2016)	Appeals of Judges’ Decisions or Orders (as of March 31, 2016)
Beckley Pocahontas Mine / 46-05252	—	10	—	—	—	—
Sentinel Mine / 46-04168	—	3	—	—	—	—
Mingo Logan Mountaineer II / 46-09029	—	3	—	—	—	—
Leer #1 / 46-09192	1	11	—	—	—	—
Viper Mine / 11-02664	—	—	—	—	—	1

3

XML

Document And Entity Information - shares	3 Months Ended
	Mar. 31, 2016	Apr. 22, 2016
Document and Entity Information [Abstract]
Entity Registrant Name	ARCH COAL INC
Entity Central Index Key	0001037676
Document Type	10-Q
Document Period End Date	Mar. 31, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2016
Document Fiscal Period Focus	Q1
Entity Filer Category	Accelerated Filer
Entity Current Reporting Status	Yes
Entity Common Stock, Shares Outstanding		21,293,090

XML

Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Income Statement [Abstract]
Revenues	$ 428,106	$ 677,005
Costs, expenses and other operating
Cost of sales (exclusive of items shown separately below)	419,316	562,322
Depreciation, depletion and amortization	63,699	104,874
Amortization of acquired sales contracts, net	(833)	(3,390)
Change in fair value of coal derivatives and coal trading activities, net	1,210	1,220
Asset impairment and mine closure costs	85,520	0
Selling, general and administrative expenses	19,826	22,605
Other operating (income) expense, net	(2,220)	9,086
Total operating expenses	586,518	696,717
Loss from operations	(158,412)	(19,712)
Interest expense, net
Interest expense (contractual interest of $98,565 in 2016)	(44,451)	(99,252)
Interest and investment income	1,138	2,373
Interest expense, net	(43,313)	(96,879)
Loss before nonoperating expenses	(201,725)	(116,591)
Nonoperating expenses
Expenses related to proposed debt restructuring	(2,213)	0
Reorganization items, net	(3,875)	0
Nonoperating income (expense)	(6,088)	0
Loss before income taxes	(207,813)	(116,591)
Benefit from income taxes	(1,111)	(3,396)
Net loss	$ (206,702)	$ (113,195)
Net loss per common share
Basic and diluted LPS - Net loss (usd per share)	$ (9.71)	$ (5.32)
Basic and diluted weighted average shares outstanding (shares)	21,293	21,266

XML

Condensed Consolidated Statements of Operations (Parenthetical) $ in Thousands	3 Months Ended
	Mar. 31, 2016 USD ($)
Income Statement [Abstract]
Contractual interest	$ 98,565

XML

Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract]
Net loss	$ (206,702)	$ (113,195)
Derivative instruments
Comprehensive income (loss) before tax	(224)	5,045
Income tax benefit (provision)	81	(1,817)
Derivatives qualifying as hedges, adjustment, net of tax	(143)	3,228
Pension, postretirement and other post-employment benefits
Comprehensive income (loss) before tax	(1,338)	294
Income tax benefit (provision)	481	(105)
Pension and other postretirement benefit plans, adjustment, net of tax	(857)	189
Available-for-sale securities
Comprehensive income (loss) before tax	2,903	291
Income tax benefit (provision)	(1,043)	(104)
Available-for-sale securities adjustment, net of tax	1,860	187
Total other comprehensive income (loss)	860	3,604
Total comprehensive loss	$ (205,842)	$ (109,591)

XML

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Current assets
Cash and cash equivalents	$ 395,398	$ 450,781
Short term investments	198,788	200,192
Restricted cash	109,650	97,542
Trade accounts receivable (net of allowance for doubtful accounts of $7.8 million for both periods, respectively.	113,005	117,405
Other receivables	15,589	18,362
Inventories	195,987	196,720
Prepaid royalties	8,075	10,022
Coal derivative assets	5,808	8,035
Other current assets	44,830	39,866
Total current assets	1,087,130	1,138,925
Property, plant and equipment, net	3,487,109	3,619,029
Other assets
Prepaid royalties	20,997	23,671
Equity investments	201,517	201,877
Other noncurrent assets	58,657	58,379
Total other assets	281,171	283,927
Total assets	4,855,410	5,041,881
Liabilities not subject to compromise
Accounts payable	70,823	128,131
Accrued expenses and other current liabilities	102,590	329,450
Current maturities of debt	0	5,042,353
Total current liabilities	173,413	5,499,934
Long-term debt	0	30,953
Asset retirement obligations	401,569	396,659
Accrued pension benefits	20,646	27,373
Accrued postretirement benefits other than pension	89,779	99,810
Accrued workers’ compensation	113,782	112,270
Other noncurrent liabilities	18,023	119,171
Total liabilities not subject to compromise	817,212	6,286,170
Liabilities subject to compromise	5,487,326	0
Total liabilities	6,304,538	6,286,170
Stockholders' deficit
Common stock, $0.01 par value, authorized 26,000 shares, issued 21,448 shares and 21,446 shares at March 31, 2016 and December 31, 2015, respectively	2,145	2,145
Paid-in capital	3,055,214	3,054,211
Treasury stock, at cost, 152 shares at March 31, 2016 and December 31, 2015	(53,863)	(53,863)
Accumulated deficit	(4,451,669)	(4,244,967)
Accumulated other comprehensive loss	(955)	(1,815)
Total stockholders’ deficit	(1,449,128)	(1,244,289)
Total liabilities and stockholders’ deficit	$ 4,855,410	$ 5,041,881

XML

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 7.8	$ 7.8
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	26,000,000	26,000,000
Common stock, shares issued	21,448,000	21,446,000
Treasury Stock, Shares	152,000	152,000

XML

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Operating activties
Net loss	$ (206,702)	$ (113,195)
Adjustments to reconcile net loss to cash used in operating activities:
Depreciation, depletion and amortization	63,699	104,874
Amortization of acquired sales contracts, net	(833)	(3,390)
Amortization relating to financing activities	3,150	6,219
Prepaid royalties expensed	1,286	1,674
Employee stock-based compensation expense	1,003	1,760
Asset impairment and non-cash mine closure costs	77,550	0
Non-cash bankruptcy reorganization items	(13,892)	0
Expenses related to proposed debt restructuring	2,213	0
Gains on disposals and divestitures, net	1	(46)
Deferred income taxes	(429)	(3,433)
Changes in:
Receivables	7,815	18,252
Inventories	734	(49,860)
Accounts payable, accrued expenses and other current liabilities	39,441	7,186
Income taxes, net	(642)	40
Other	15,508	25,646
Cash used in operating activities	(10,098)	(4,273)
Investing activities
Capital expenditures	(5,926)	(22,880)
Additions to prepaid royalties	(71)	(213)
Proceeds from disposals and divestitures	0	46
Purchases of marketable securities	(55,132)	(101,793)
Proceeds from sale or maturity of marketable securities and other investments	56,134	99,914
Investments in and advances to affiliates	(2,156)	(1,843)
Deposits of restricted cash	(12,108)	(3,532)
Cash used in investing activities	(19,259)	(30,301)
Financing activities
Payments on term loan	0	(4,875)
Net payments on other debt	(5,410)	(4,810)
Expenses related to proposed debt restructuring	(2,213)	0
Debt financing costs	(18,403)	0
Cash used in financing activities	(26,026)	(9,685)
Decrease in cash and cash equivalents	(55,383)	(44,259)
Cash and cash equivalents, beginning of period	450,781	734,231
Cash and cash equivalents, end of period	$ 395,398	$ 689,972

XML

Basis of Presentation

3 Months Ended

Mar. 31, 2016

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements include the accounts of Arch Coal, Inc. and its subsidiaries (the “Company”). The Company’s primary business is the production of thermal and metallurgical coal from surface and underground mines located throughout the United States, for sale to utility, industrial and steel producers both in the United States and around the world. The Company currently operates mining complexes in West Virginia, Kentucky, Virginia, Illinois, Wyoming and Colorado. All subsidiaries are wholly-owned. Intercompany transactions and accounts have been eliminated in consolidation.

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial reporting and U.S. Securities and Exchange Commission regulations. In the opinion of management, all adjustments, consisting of normal, recurring accruals considered necessary for a fair presentation, have been included. Results of operations for the three months endedMarch 31, 2016 are not necessarily indicative of results to be expected for the year ending December 31, 2016. These financial statements should be read in conjunction with the audited financial statements and related notes as of and for the year ended December 31, 2015 included in the Company’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission.

On August 4, 2015 we effected a 1-for-10 reverse stock split of our common stock. Each stockholder's percentage ownership and proportional voting power remained unchanged as a result of the reverse stock split. All applicable share data, per share amounts and related information in the Condensed Consolidated Financial Statements and notes thereto have been adjusted retroactively to give effect to the 1-for-10 reverse stock split.

Filing Under Chapter 11 of the United States Bankruptcy Code

On January 11, 2016 (the “Petition Date”), the Company and substantially all of its wholly owned domestic subsidiaries (the “Filing Subsidiaries” and, together with Arch, the “Debtors”) filed voluntary petitions for reorganization (collectively, the “Bankruptcy Petitions”) under Chapter 11 of Title 11 of the U.S. Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Eastern District of Missouri (the “Court”). The Debtor’s Chapter 11 Cases (collectively, the “Chapter 11 Cases”) are being jointly administered under the caption In re Arch Coal, Inc., et al. Case No. 16-40120 (lead case). Each Debtor will continue to operate its business as a “debtor in possession” under the jurisdiction of the Court and in accordance with the applicable provisions of the Bankruptcy Code and the orders of the Court.

The filing of the Bankruptcy Petitions constituted an event of default that accelerated the Company's obligations under the documents governing each of its 7.00% senior notes due 2019, 9.875% senior notes due 2019, 8.00% senior secured second lien notes due 2019, 7.25% senior notes due 2020, 7.25% senior notes due 2021 (together, the “senior notes”) and senior secured first lien term loan due 2018 (the “Existing Credit Agreement”) (collectively with the senior notes, the “Debt Instruments”). Immediately after filing the Bankruptcy Petitions, the Company began notifying all known current or potential creditors of the Debtors of the bankruptcy filings.

Additionally, on the Petition Date, the New York Stock Exchange (the “NYSE”) determined that the Company's stock was no longer suitable for listing pursuant to Section 8.02.01D of the NYSE continued listing standards and trading in the Company’s common stock was suspended on January 11, 2016.   We expect that the existing common stock of the Company will be extinguished upon the Company's emergence from Chapter 11 and existing equity holders will not receive consideration in respect of their equity interests.

On the Petition Date, the Debtors filed a number of motions with the Court generally designed to stabilize their operations and facilitate the Debtors’ transition into Chapter 11. Certain of these motions sought authority from the Court for the Debtors to make payments upon, or otherwise honor, certain pre-petition obligations (e.g., obligations related to certain employee wages, salaries and benefits and certain vendors and other providers essential to the Debtors’ businesses). The Court has entered orders approving the relief sought in these motions, in certain cases on an interim basis.

Pursuant to Section 362 of the Bankruptcy Code, the filing of the Bankruptcy Petitions automatically stayed most actions against the Debtors, including actions to collect indebtedness incurred prior to the Petition Date or to exercise control over the Debtors’ property. Subject to certain exceptions under the Bankruptcy Code, the filing of the Debtors’ Chapter 11 Cases also automatically stayed the continuation of most legal proceedings or the filing of other actions against or on behalf of the Debtors or their property to recover on, collect or secure a claim arising prior to the Petition Date or to exercise control over property of the Debtors’ bankruptcy estates, unless and until the Court modifies or lifts the automatic stay as to any such claim. Notwithstanding the general application of the automatic stay described above, governmental authorities may determine to continue actions brought under their police and regulatory powers.

As required by the Bankruptcy Code, the U.S. Trustee for the Eastern District of Missouri appointed an official committee of unsecured creditors (the “Creditors’ Committee”) on January 25, 2016. The Creditors’ Committee represents all unsecured creditors of the Debtors and has a right to be heard on all matters that come before the Court.

For periods subsequent to filing the Bankruptcy Petitions, the Company will apply the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 852, "Reorganizations", in preparing its consolidated financial statements. ASC 852 requires that financial statements distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. Accordingly, certain revenues, expenses, realized gains and losses and provisions for losses that are realized or incurred in the bankruptcy proceedings have been recorded in a reorganization line item on the Condensed Consolidated Statement of Operations. In addition, the pre-petition obligations that may be impacted by the bankruptcy reorganization process have been classified on the balance sheet as liabilities subject to compromise. These liabilities are reported as the amounts expected to be allowed by the Court, even if they may be settled for lesser amounts.

Restructuring Support Agreement

In connection with the filing of the Bankruptcy Petitions, the Company entered into a Restructuring Support Agreement, dated as of January 10, 2016 (as amended on February 25, 2016, March 28, 2016 and April 26, 2016, the “Restructuring Support Agreement”), among the Debtors and holders of over 50% of the Company's first lien term loans under the Existing Credit Agreement (the “Supporting First Lien Creditors”), providing that the Supporting First Lien Creditors will support a restructuring of the Debtors, subject to the following terms and conditions contemplated therein, among others:

• existing common stock of the Company would likely be extinguished upon the Company's emergence from Chapter 11, and existing equity holders would likely not receive consideration in respect of their equity interests;

• claims against the Debtors arising under the DIP Facility (as defined below) would be paid in full in cash or receive such other treatment as may be consented to by the holders of such claims;

• claims against the Debtors of holders of first lien term loans would be exchanged for (a) a combination of cash and $326.5 million (principal amount) of new first lien debt that would be issued by the reorganized Company and (b) 100% of the common stock of the reorganized Company outstanding on the effective date of the plan, subject to dilution on account of a proposed new management incentive plan and the distribution to unsecured creditors of any new common stock and warrants (as described below);

• first lien term loan deficiency claims (subject to certain exceptions) as well as second lien notes, unsecured notes and general unsecured claims against the Debtors would be exchanged for either (1) common stock in the reorganized Company and warrants or (2) the value of the unencumbered assets of the Company, if any, after giving effect to certain other payments and claims;

• either the Company’s existing accounts receivable securitization facility would be reinstated or a new letter of credit facility would be entered into by the Company, in either case on terms acceptable to Supporting First Lien Creditors holding more than 66 2/3% of the aggregate amount of the first lien term loans held by Supporting First Lien Creditors; and

• the board of directors of the reorganized Company would consist of seven directors, at least one of whom would be independent, including the Company’s Chief Executive Officer and six directors selected by certain of the Company’s first-lien term lenders in consultation with the Company’s Chief Executive Officer.

The Restructuring Support Agreement, if utilized as the basis for a plan of reorganization, is expected to reduce the Company's long-term debt by more than $4.5 billion.

Debtor-In-Possession Financing

On January 21, 2016, the Superpriority Secured Debtor-in-Possession Credit Agreement (as amended on March 4, 2016, March 28, 2016 and April 26, 2016, the “DIP Credit Agreement”) was entered into by and among the Company, as borrower, certain of the Debtors, as guarantors  (the “Guarantors” and, together with the Company, the “Loan Parties”), the lenders from time to time party thereto (the “DIP Lenders”) and Wilmington Trust, National Association, as administrative agent and collateral agent for the DIP Lenders (in such capacities, the “DIP Agent”).

The DIP Credit Agreement, which has been approved by the Court on a final basis, provides for a super-priority senior secured debtor-in-possession credit facility (the “DIP Facility”) consisting of term loans (collectively, the “DIP Term Loan”) in the aggregate principal amount of up to $275 million that may be funded in not more than two draws not later than six months after the effective date of the DIP Facility (such six month period, the “Availability Period”).  Any portion of the DIP Term Loan commitment that has not been funded on or prior to the end of the Availability Period will be permanently cancelled.

The maturity date of the DIP Facility is the earliest of (i) January 31, 2017, (ii) the date of the substantial consummation of a plan of reorganization that is confirmed pursuant to an order of the Court, (iii) the consummation of the sale of all or substantially all of the assets of the Loan Parties pursuant to Section 363 of the Bankruptcy Code and (iv) the date the obligations under the DIP Facility are accelerated pursuant to the terms of the DIP Credit Agreement.  Borrowings under the DIP Facility bear interest at an interest rate per annum equal to, at the Company’s option (i) LIBOR plus 9.00%, subject to a 1.00% LIBOR floor or (ii) the base rate plus 8.00%.

At a hearing held on February 23, 2016 in the Chapter 11 Cases, the Court approved the DIP Facility on a final basis, overruling the objections of the Creditors’ Committee and certain other parties who asserted, among other things, that the DIP Facility was unnecessary and argued that the Debtors should enter into an alternate debtor-in-possession financing facility proposed by certain members of the Creditors’ Committee.

Securitization Agreement

On January 13, 2016, the Company agreed with its securitization financing providers (the “Securitization Financing Providers”) that, subject to certain amendments (the “Amendments”), they will continue the $200 million trade accounts receivable securitization facility provided to Arch Receivable Company, LLC, a non-debtor special-purpose entity that is a wholly owned subsidiary of the Company (“Arch Receivable”) (the “Securitization Facility”).

Pursuant to the Amendments, which have been approved by the Court on a final basis, the Debtors agreed to a revised schedule of fees payable to the administrator and the Securitization Financing Providers.  The cost of an advance backstopping a letter of credit issued under the Securitization Facility is determined by two factors: (a) a program fee of 2.65% per year and payable on each settlement date to each Securitization Financing Provider deemed to have made such an advance and (b) the “discount,” which is calculated based on each Securitization Financing Provider’s costs, including its cost of the issuance and placement of short term promissory notes to fund such an advance.

Going Concern

As a result of extremely challenging current market conditions, the Company believes it will require a significant restructuring of its balance sheet in order to continue as a going concern in the long term. The Company’s ability to continue as a going concern is dependent upon, among other things, improvement in current market conditions, its ability to become profitable and maintain profitability and its ability to successfully implement its Chapter 11 plan strategy. As a result of the Bankruptcy Petitions, the realization of the Debtors’ assets and the satisfaction of liabilities are subject to significant uncertainty. While operating as a debtor-in-possession pursuant to the Bankruptcy Code, the Company may sell or otherwise dispose of or liquidate assets or settle liabilities, subject to the approval of the Court or as otherwise permitted in the ordinary course of business for amounts other than those reflected in the accompanying consolidated financial statements. Further, the Chapter 11 plan is likely to materially change the amounts and classifications of assets and liabilities reported in the Company’s Condensed Consolidated Financial Statements.

The accompanying Condensed Consolidated Financial Statements have been prepared assuming that the Company will continue as a going concern. The Company’s ability to continue as a going concern is contingent upon the Company’s ability to restructure its balance sheet with the various creditor parties; there can be no assurance that these efforts will results in any such agreement. The accompanying consolidated financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

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Accounting Policies

3 Months Ended

Mar. 31, 2016

Accounting Policies [Abstract]

Accounting Policies

Accounting Policies

In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2015-03 (“ASU 2015-03”), Simplifying the Presentation of Debt Issuance Costs. ASU 2015-03 requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the carrying amount of that liability, consistent with debt discounts. The company adopted ASU 2015-03 in the first quarter of 2016 as mandated by the standard. Previously reported "other current assets" and "current maturities of debt" have been revised to reflect the retrospective application of the standard.

The following reflects the retrospective application:

	December 31,
	2015
	(in thousands)
Other current assets, prior to revision	$	104,723
Revision of debt issuance costs	(64,857		)
Other current assets, as revised	$	39,866
Current maturities of debt, prior to revision	$	5,107,210
Revision of debt issuance costs	(64,857		)
Current maturities of debt, as revised	$	5,042,353

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Accumulated Other Comprehensive Income

3 Months Ended

Mar. 31, 2016

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Accumulated Other Comprehensive Income

Accumulated Other Comprehensive Income

The following items are included in accumulated other comprehensive income ("AOCI"):

				Pension,
				Postretirement
				and Other						Accumulated
				Post-						Other
	Derivative			Employment			Available-for-			Comprehensive
	Instruments			Benefits			Sale Securities			Income
	(In thousands)
Balance at December 31, 2015	$	325		$	(721	)	$	(1,419	)	$	(1,815	)
Unrealized gains (losses)	1			—			3			4
Amounts reclassified from AOCI	(144		)	(857		)	1,857			856
Balance at March 31, 2016	$	182		$	(1,578	)	$	441		$	(955	)

The following amounts were reclassified out of AOCI:

	Amounts Reclassified from AOCI						Line Item in the Condensed Consolidated Statement of Operations
	Three Months Ended March 31,
Details About AOCI Components	2016			2015
	(In thousands)
Derivative instruments	$	226		$	481		Revenues
	(82		)	(174		)	Benefit from income taxes
	$	144		$	307		Net of tax
Pension, postretirement and other post-employment benefits
Amortization of prior service credits (1)	$	2,672		$	2,084
Amortization of actuarial gains (losses), net (1)	(1,334		)	(2,378		)
	1,338			(294		)
	(481		)	105			Benefit from income taxes
	$	857		$	(189	)	Net of tax
Available-for-sale securities	$	(2,895	)	$	(2,797	)	Interest and investment income
	1,038			1,007			Benefit from income taxes
	$	(1,857	)	$	(1,790	)	Net of tax
1 Production-related benefits and workers' compensation costs are included in inventoriable production costs.

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Reorganization items, net

3 Months Ended

Mar. 31, 2016

Discontinued Operations and Disposal Groups [Abstract]

Reorganization items, net

Reorganization items, net

In accordance with Accounting Codification Standard 852, "Reorganizations," the statement of operations shall portray the results of operations of the reporting entity while it is in Chapter 11. Revenues, expenses (including professional fees), realized gains and losses, and provisions for losses resulting from reorganization and restructuring of the business shall be reported separately as reorganization items.

During the first quarter of 2016, the Company recorded a charge of $3.9 million in "Reorganization items, net" comprised of professional fee expense of $17.8 million, partially offset by non-cash gains on rejected contracts of $13.9 million. Net cash paid for "Reorganization items, net" totaled $1.5 million during the first quarter of 2016.

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Liabilities Subject to Compromise

3 Months Ended

Mar. 31, 2016

Reorganizations [Abstract]

Liabilities Subject to Compromise

Liabilities Subject to Compromise

Liabilities subject to compromise include unsecured or under-secured liabilities incurred prior to the Chapter 11 filing. These liabilities represent the amounts expected to be allowed on known or potential claims to be resolved through the Chapter 11 proceedings and remain subject to future adjustments based on negotiated settlements with claimants, actions of the Court, rejection of executory contracts, proofs of claims or other events. Additionally, liabilities subject to compromise also include certain items that may be assumed under a plan of reorganization, and as such, may be subsequently reclassified to liabilities not subject to compromise. Generally, actions to enforce or otherwise effect payment of pre-petition liabilities are stayed.

Liabilities subject to compromise consists of the following:

	March 31, 2016
	(in thousands)
Previously Reported Balance Sheet Line
Debt	$	5,067,938
Accrued expenses and current liabilities	213,667
Accounts payable	106,590
Noncurrent liabilities	93,709
Accrued pension benefits	5,422
Total Liabilities Subject to Compromise	$	5,487,326

The debt balance included above is net of debt issuance costs of $64.9 million; for additional information on debt, see Note 11, "Debt and Financing Arrangements."

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Asset Impairments and Mine Closure Costs

3 Months Ended

Mar. 31, 2016

Discontinued Operations and Disposal Groups [Abstract]

Asset Impairment and Mine Closure Costs

Asset Impairment and Mine Closure Costs

During the first quarter of 2016, the company recorded $85.5 million of "Asset impairment and mine closure costs" in the Condensed Consolidated Statements of Operations. The amount includes the following: a $74.1 million impairment of coal reserves and surface land in Kentucky that are being leased to a mining company that announced plans to idle its current mining operations related to those reserves during the quarter; $5.1 million of severance expense related to headcount reductions at Company operations; $3.4 million related to an impairment charge on the portion of an advance royalty balance on a reserve base mined at the Company's Mountain Laurel operation that will not be recouped; and $2.9 million related to an other-than-temporary-impairment charge on an available-for-sale security.

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Inventories

3 Months Ended

Mar. 31, 2016

Inventory Disclosure [Abstract]

Inventories

Inventories

Inventories consist of the following: 

	March 31,		December 31,
	2016		2015
	(In thousands)
Coal	$	85,987	$	85,043
Repair parts and supplies	110,000		111,677
	$	195,987	$	196,720

The repair parts and supplies are stated net of an allowance for slow-moving and obsolete inventories of $6.4 million at March 31, 2016 and $6.0 million at December 31, 2015.

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Investments in Available-for-Sale Securities

3 Months Ended

Mar. 31, 2016

Available-for-sale Securities [Abstract]

Investments in Available-for-Sale Securities

Investments in Available-for-Sale Securities

The Company has invested in marketable debt securities, primarily highly liquid investment grade corporate bonds. These investments are held in the custody of a major financial institution. These securities, along with the Company's investments in marketable equity securities, are classified as available-for-sale securities and, accordingly, the unrealized gains and losses are recorded through other comprehensive income.

The Company's investments in available-for-sale marketable securities are as follows:

	March 31, 2016
										Balance Sheet
										Classification
			Gross Unrealized					Fair		Short-Term		Other
	Cost Basis		Gains		Losses			Value		Investments		Assets
	(In thousands)
Available-for-sale:
U.S. government and agency securities	$	47,001	$	66	$	—		$	47,067	$	47,067	$	—
Corporate notes and bonds	$	151,782	$	38	$	(99	)	$	151,721	$	151,721	$	—
Equity securities	1,049		676		—			1,725		—		1,725
Total Investments	$	199,832	$	780	$	(99	)	$	200,513	$	198,788	$	1,725

	December 31, 2015
										Balance Sheet
										Classification
			Gross Unrealized					Fair		Short-Term		Other
	Cost Basis		Gains		Losses			Value		Investments		Assets
	(In thousands)
Available-for-sale:
U.S. government and agency securities	$	10,007	$	—	$	(12	)	$	9,995	$	9,995	$	—
Corporate notes and bonds	$	190,496	$	—	$	(299	)	$	190,197	$	190,197	$	—
Equity securities	3,938		668		(2,888		)	1,718		—		1,718
Total Investments	$	204,441	$	668	$	(3,199	)	$	201,910	$	200,192	$	1,718

The aggregate fair value of investments with unrealized losses that were owned for less than a year was $78.5 million and $184.6 million at March 31, 2016 and December 31, 2015, respectively. The aggregate fair value of investments with unrealized losses that were owned for over a year, and were also in a continuous unrealized loss position during that time, was $8.0 million and $15.8 million at March 31, 2016 and December 31, 2015, respectively. During the quarter, the Company identified and recorded an other-than-temporary impairment charge of $2.9 million which represented the unrealized loss in accumulated other comprehensive income related to an individual available-for-sale security. This charge is included in the line item "Asset impairment and mine closure costs" within the Condensed Consolidated Statement of Operations. The unrealized losses in the Company's portfolio at March 31, 2016 are the result of normal market fluctuations. The Company does not currently intend to sell these investments before recovery of their amortized cost base.

The debt securities outstanding at March 31, 2016 have maturity dates ranging from the second quarter of 2016 through the third quarter of 2017. The Company classifies its investments as current based on the nature of the investments and their availability to provide cash for use in current operations.

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Derivatives

3 Months Ended

Mar. 31, 2016

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives

Derivatives

Diesel fuel price risk management

The Company is exposed to price risk with respect to diesel fuel purchased for use in its operations. The Company anticipates purchasing approximately 50 to 55 million gallons of diesel fuel for use in its operations during 2016. To protect the Company’s cash flows from increases in the price of diesel fuel for its operations, the Company uses forward physical diesel purchase contracts and purchased heating oil call options. At March 31, 2016, the Company had protected the price of approximately 66% of its expected purchases for the remainder of the year with out-of-the-money call options with an average strike price of $2.26 per gallon. Due to the drop in heating oil prices, the Company has layered in 16.5 million gallons of at-the-money call options for the remainder of 2016 representing 42% of expected purchases at an average strike price of $1.30 per gallon. Additionally, the Company has protected approximately 5% of our expected 2017 purchases with out-of-the-money call options with an average strike price of $1.40 per gallon. At March 31, 2016, the Company had outstanding heating oil call options for approximately 29 million gallons for the purpose of managing the price risk associated with future diesel purchases. These positions are not accounted for as hedges.

Coal price risk management positions

The Company may sell or purchase forward contracts, swaps and options in the over-the-counter coal market in order to manage its exposure to coal prices. The Company has exposure to the risk of fluctuating coal prices related to forecasted sales or purchases of coal or to the risk of changes in the fair value of a fixed price physical sales contract. Certain derivative contracts may be designated as hedges of these risks.

At March 31, 2016, the Company held derivatives for risk management purposes that are expected to settle in the following years:

(Tons in thousands)	2016
Coal sales	325
Coal purchases	225

The Company has also entered into a nominal quantity of natural gas put options to protect the Company from decreases in natural gas prices, which could impact coal demand. These options are not accounted for as hedges. Additionally, the company has also entered into a nominal quantity of foreign currency put options protecting for decreases in the Australian to United States dollar exchange rate, which could impact coal demand. These options are not accounted for as hedges.

Coal trading positions

The Company may sell or purchase forward contracts, swaps and options in the over-the-counter coal market for trading purposes. The Company is exposed to the risk of changes in coal prices on the value of its coal trading portfolio. The estimated future realization of the value of the trading portfolio is $4.9 million of gains during the remainder of 2016.

Tabular derivatives disclosures

The Company has master netting agreements with all of its counterparties which allow for the settlement of contracts in an asset position with contracts in a liability position in the event of default or termination. Such netting arrangements reduce the Company’s credit exposure related to these counterparties. For classification purposes, the Company records the net fair value of all the positions with a given counterparty as a net asset or liability in the Condensed Consolidated Balance Sheets. The amounts shown in the table below represent the fair value position of individual contracts, and not the net position presented in the accompanying Condensed Consolidated Balance Sheets. The fair value and location of derivatives reflected in the accompanying Condensed Consolidated Balance Sheets are as follows:

	March 31, 2016								December 31, 2015
Fair Value of Derivatives	Asset			Liability					Asset			Liability
(In thousands)	Derivative			Derivative					Derivative			Derivative
Derivatives Designated as Hedging Instruments
Coal	$	2		$	—				$	4		$	(20	)
Derivatives Not Designated as Hedging Instruments
Heating oil -- diesel purchases	1,173			—					1,017			—
Coal -- held for trading purposes	76,276			(71,370		)			110,653			(104,814		)
Coal -- risk management	1,531			(681		)			3,912			(1,947		)
Natural gas	61			(11		)			494			(247		)
Foreign currency	208			—					—			—
Total	79,249			(72,062		)			116,076			(107,008		)
Total derivatives	79,251			(72,062		)			116,080			(107,028		)
Effect of counterparty netting	(72,062		)	72,062					(107,028		)	107,028
Net derivatives as classified in the balance sheets	$	7,189		$	—		$	7,189	$	9,052		$	—		$	9,052

		March 31, 2016		December 31, 2015
Net derivatives as reflected on the balance sheets (in thousands)
Heating oil and foreign currency	Other current assets	$	1,381	$	1,017
Coal and natural gas	Coal derivative assets	5,808		8,035
	Accrued expenses and other current liabilities	—		—
		$	7,189	$	9,052

The Company had a current liability for the obligation to post cash collateral of $0.9 million at March 31, 2016 and the right to reclaim cash collateral of $1.7 million at December 31, 2015, respectively. These amounts are not included with the derivatives presented in the table above and are included in "accrued expenses and other current liabilities" and "other current assets", respectively, in the accompanying Condensed Consolidated Balance Sheets.

The effects of derivatives on measures of financial performance are as follows:

Derivatives used in Cash Flow Hedging Relationships (in thousands)

Three Months Ended March 31,

		Gain (Loss) Recognized in Other Comprehensive Income(Effective Portion)						Gains (Losses) Reclassified from Other Comprehensive Income into Income (Effective Portion)
		2016			2015			2016			2015
Coal sales	(1)	$	13		$	10,265		$	1,369		$	882
Coal purchases	(2)	(11		)	(4,738		)	(1,143		)	(401		)
Totals		$	2		$	5,527		$	226		$	481

No ineffectiveness or amounts excluded from effectiveness testing relating to the Company’s cash flow hedging relationships were recognized in the results of operations in the three month periods ended March 31, 2016 and 2015.  

Derivatives Not Designated as Hedging Instruments (in thousands)

Three Months Ended March 31,

		Gain (Loss) Recognized
		2016			2015
Coal — unrealized	(3)	$	(1,115	)	$	(411	)
Coal — realized	(4)	$	163		$	1,091
Natural gas  — unrealized	(3)	$	(469	)	$	159
Heating oil — diesel purchases	(4)	$	(443	)	$	(2,365	)
Foreign currency	(4)	$	(171	)	$	—

____________________________________________________________

Location in statement of operations:

(1) — Revenues

(2) — Cost of sales

(3) — Change in fair value of coal derivatives and coal trading activities, net

(4) — Other operating (income) expense, net

Based on fair values at March 31, 2016, amounts on derivative contracts designated as hedge instruments in cash flow hedges to be reclassified from other comprehensive income into earnings during the next twelve months are immaterial. 

Related to its trading portfolio, the Company recognized net unrealized and realized gains of $0.1 million and net unrealized and realized losses of $1.0 million during the three months ended March 31, 2016 and 2015, respectively. Gains and losses from trading activities are included in the caption “Change in fair value of coal derivatives and coal trading activities, net” in the accompanying Condensed Consolidated Statements of Operations, and are not included in the previous tables reflecting the effects of derivatives on measures of financial performance.

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Accrued Expenses and Other Current Liabilities

3 Months Ended

Mar. 31, 2016

Payables and Accruals [Abstract]

Accrued Expenses and Other Current Liabilities

Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following:

	March 31,			December 31,
	2016			2015
	(In thousands)
Payroll and employee benefits	$	52,458		$	58,423
Taxes other than income taxes	97,361			104,755
Interest	127,773			119,785
Acquired sales contracts	543			3,852
Workers’ compensation	15,429			16,875
Asset retirement obligations	13,788			13,795
Other	8,905			11,965
	$	316,257		$	329,450
Less: liabilities subject to compromise	(213,667		)	—
	$	102,590		$	329,450

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Debt and Financing Arrangements

3 Months Ended

Mar. 31, 2016

Debt Disclosure [Abstract]

Debt and Financing Arrangements

Debt and Financing Arrangements

	March 31,			December 31,
	2016			2015
	(In thousands)
Term loan due 2018 ($1.9 billion face value)	$	1,875,429		$	1,875,429
7.00% senior notes due 2019 at par	1,000,000			1,000,000
9.875% senior notes due 2019 ($375.0 million face value)	365,600			365,600
8.00% senior secured notes due 2019 at par	350,000			350,000
7.25% senior notes due 2020 at par	500,000			500,000
7.25% senior notes due 2021 at par	1,000,000			1,000,000
Other	41,766			47,134
Debt issuance costs	(64,857		)	(64,857		)
	5,067,938			5,073,306
Less: liabilities subject to compromise	5,067,938			—
Less: current maturities of debt	—			5,042,353
Long-term debt	$	—		$	30,953

Acceleration of Debt Obligations; Automatic Stay

The filing of the Bankruptcy Petitions constituted an event of default that accelerated the Company's obligations under the documents governing each of its 7.00% senior notes due 2019, 9.875% senior notes due 2019, 8.00% senior secured second lien notes due 2019, 7.25% senior notes due 2020, 7.25% senior notes due 2021 (together, the “senior notes”) and senior secured first lien term loan due 2018. Immediately after filing the Bankruptcy Petitions, the Company began notifying all known current or potential creditors of the Debtors of the bankruptcy filings.

Pursuant to Section 362 of the Bankruptcy Code, the filing of the Bankruptcy Petitions automatically stayed most actions against the Debtors, including actions to collect indebtedness incurred prior to the Petition Date or to exercise control over the Debtors’ property. Subject to certain exceptions under the Bankruptcy Code, the filing of the Debtors’ Chapter 11 Cases also automatically stayed the continuation of most legal proceedings or the filing of other actions against or on behalf of the Debtors or their property to recover on, collect or secure a claim arising prior to the Petition Date or to exercise control over property of the Debtors’ bankruptcy estates, unless and until the Court modifies or lifts the automatic stay as to any such claim. Notwithstanding the general application of the automatic stay described above, governmental authorities may determine to continue actions brought under their police and regulatory powers.

Securitization Agreement

On January 13, 2016, the Company agreed with its securitization financing providers (the “Securitization Financing Providers”) that, subject to certain amendments (the “Amendments”), they will continue the $200 million trade accounts receivable securitization facility provided to Arch Receivable Company, LLC, a non-debtor special-purpose entity that is a wholly owned subsidiary of the Company (“Arch Receivable”) (the “Securitization Facility”).

Pursuant to the Amendments, which have been approved by the Court on a final basis, the Debtors agreed to a revised schedule of fees payable to the administrator and the Securitization Financing Providers. The cost of an advance backstopping a letter of credit issued under the Securitization Facility is determined by two factors: (a) a program fee of 2.65% per year and payable on each settlement date to each Securitization Financing Provider deemed to have made such an advance and (b) the “discount,” which is calculated based on each Securitization Financing Provider’s costs, including its cost of the issuance and placement of short term promissory notes to fund such an advance.

In connection with the Securitization Facility, Arch Receivable has granted to the administrator (for the benefit of the securitization purchasers) a first priority security interest in all of its assets, including all outstanding accounts receivable generated by the Debtors from the sale of coal and sold through the Securitization Facility (including collections, proceeds and certain other interests related thereto) (the “Receivables”) and all proceeds thereof.

The agreements governing the Securitization Facility provide for the grant of analogous security interests by certain Debtors that generate Receivables from the sale of coal (such Debtors, the “Originators”). The agreements expressly state that the transfers of Receivables from the Originators to Arch and from Arch to Arch Receivable are intended to be true sales of the Receivables. However, if, against the intent of the parties (and notwithstanding entry of an order by the Court which provides that the transfers of the Receivables constitute true sales), any such transfer is recharacterized as a loan or extension of credit, each Originator has granted a first priority prepetition security interest in the Receivables and certain related collateral, pursuant to the agreements governing the Securitization Facility, for the ultimate benefit of the administrator and the Securitization Financing Providers (the “Liens”). The Debtors have agreed, in connection with the Amendments, to effectively extend such Liens to cover Receivables generated on or after the Petition Date.

The Originators do not guarantee the collection of Receivables that have been transferred to Arch Receivable. However, the Originators are obligated to reimburse Arch Receivable for inaccuracy of certain representations and warranties, dilution items with respect to Receivables and certain other limited indemnities (such obligations, the “Repayment Amounts”). Under the agreements governing the Securitization Facility, Arch Receivable is entitled to apply Repayment Amounts to amounts owed under the Securitization Facility.

Further, the Company has executed a performance guarantee through which it has promised to fulfill, or cause Arch Receivable, the designated servicer and each Originator to fulfill, each of their obligations under the agreements governing the Securitization Facility. In addition, as contemplated by the Amendments, the Originators have also executed a performance guarantee promising to fulfill obligations of all Originators under the agreements.

In addition, in connection with the Amendments, the Debtors have granted superpriority claims against the Debtors and in favor of Arch Receivable, the administrator and the Securitization Financing Providers in respect of certain of the Debtors’ obligations under the agreements governing the Securitization Facility, including the Repayment Amounts and certain other limited indemnification and other obligations of the Debtors under the agreements.

Debtor-In-Possession Financing

On January 21, 2016, the Superpriority Secured Debtor-in-Possession Credit Agreement (as amended on March 4, 2016, March 28, 2016 and April 26, 2016, the “DIP Credit Agreement”) was entered into by and among the Company, as borrower, certain of the Debtors, as guarantors (the “Guarantors” and, together with the Company, the “Loan Parties”), the lenders from time to time party thereto (the “DIP Lenders”) and Wilmington Trust, National Association, as administrative agent and collateral agent for the DIP Lenders (in such capacities, the “DIP Agent”).

The DIP Credit Agreement, which has been approved by the Court on a final basis, provides for a super-priority senior secured debtor-in-possession credit facility (the “DIP Facility”) consisting of term loans (collectively, the “DIP Term Loan”) in the aggregate principal amount of up to $275 million that may be funded in not more than two draws not later than six months after the effective date of the DIP Facility (such six month period, the “Availability Period”). Any portion of the DIP Term Loan commitment that has not been funded on or prior to the end of the Availability Period will be permanently cancelled.

The maturity date of the DIP Facility is the earliest of (i) January 31, 2017, (ii) the date of the substantial consummation of a plan of reorganization that is confirmed pursuant to an order of the Court, (iii) the consummation of the sale of all or substantially all of the assets of the Loan Parties pursuant to Section 363 of the Bankruptcy Code and (iv) the date the obligations under the DIP Facility are accelerated pursuant to the terms of the DIP Credit Agreement. Borrowings under the DIP Facility bear interest at an interest rate per annum equal to, at the Company’s option (i) LIBOR plus 9.00%, subject to a 1.00% LIBOR floor or (ii) the base rate plus 8.00%.

Obligations under the DIP Credit Agreement are guaranteed on a super-priority senior secured basis by all existing and future wholly-owned domestic subsidiaries of Arch, and all newly created or acquired wholly-owned domestic subsidiaries of Arch, subject to customary limited exceptions.

The lenders under the DIP Credit Agreement have a first priority lien on all encumbered and unencumbered assets of the Loan Parties (the “DIP Lien”), subject to a $75 million carve-out for super-priority claims relating to the Debtors’ self-bonding obligations in Wyoming, a customary professional fees carve-out and certain exceptions.

The Loan Parties are subject to certain financial maintenance covenants under the DIP Credit Agreement, including, without limitation, (i) maximum capital expenditures and (ii) minimum liquidity (defined as unrestricted cash and cash equivalents of the Company and its domestic subsidiaries (other than any securitization subsidiary or bonding subsidiary), plus withdrawable funds from brokerage accounts of the Company and its domestic subsidiaries (other than any securitization subsidiary or bonding subsidiary) plus any unused commitments that are available to be drawn by the Company pursuant to the terms of the DIP Credit Agreement) of (A) $300 million prior to the entry of the Final Order and (B) $500 million following the entry of the Final Order, in each case tested on a monthly basis.  The DIP Credit Agreement contains customary affirmative and negative covenants and representations for debtor-in-possession financings. In addition to customary events of default for debtor-in-possession financings, the DIP Credit Agreement contains milestones relating to the Chapter 11 Cases and any failure to comply with such milestones constitutes an event of default.

The DIP Facility is subject to certain usual and customary prepayment events, including 100% of net cash proceeds of (i) debt issuances (other than debt permitted to be incurred under the terms of the DIP Credit Agreement), (ii) non-ordinary course asset sales or dispositions in excess of $50 million in the aggregate (with no individual asset sale or disposition in excess of $7.5 million) and (iii) any casualty event in excess of $50 million in the aggregate, subject to customary reinvestment rights, in each case to be applied to prepay the DIP Term Loan. At a hearing held on February 23, 2016 in the Chapter 11 Cases, the Court approved the DIP Facility on a final basis, overruling the objections of the Creditors' Committee and certain other parties who asserted, among other things, that the DIP Facility was unnecessary and argued that the Debtors should enter into an alternate debtor-in-possession financing facility proposed by certain members of the Creditors' Committee.

The Company entered into an amendment to the DIP Credit Agreement, dated as of April 26, 2016, which extended the deadline for the filing of a plan of reorganization and accompanying disclosure statement from April 26, 2016 to May 5, 2016. See Note 18, “Subsequent Events.”

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Income Taxes

3 Months Ended

Mar. 31, 2016

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

During the first quarter of 2016, the Company determined it was more likely than not that the federal and state net operating losses it expects to generate in 2016 will not be realized based on projections of future taxable income. Accordingly, the estimated annual effective rate for the year ended December 31, 2016 includes the impact of recording a valuation allowance against these attributes. During the three months ended March 31, 2016, the Company realized a net tax benefit of $1.1 million, which included a valuation allowance of $96.1 million for federal net operating losses and tax credits and $4.5 million for the state net operating losses.

During the first three months of 2015, the Company increased its valuation allowance for the portion of the federal and state net operating losses it expected to generate in 2015. The Company increased its valuation allowance by $45.3 million for the federal net operating losses and $2.6 million for the state net operating losses.

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Fair Value Measurements

3 Months Ended

Mar. 31, 2016

Fair Value Disclosures [Abstract]

Fair Value Measurements

Fair Value Measurements

The hierarchy of fair value measurements assigns a level to fair value measurements based on the inputs used in the respective valuation techniques. The levels of the hierarchy, as defined below, give the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs.

·Level 1 is defined as observable inputs such as quoted prices in active markets for identical assets. Level 1 assets include available-for-sale equity securities, U.S. Treasury securities, and coal futures that are submitted for clearing on the New York Mercantile Exchange.

·Level 2 is defined as observable inputs other than Level 1 prices. These include quoted prices for similar assets or liabilities in an active market, quoted prices for identical assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. The Company’s level 2 assets and liabilities include U.S. government agency securities and commodity contracts (coal and heating oil) with fair values derived from quoted prices in over-the-counter markets or from prices received from direct broker quotes.

·Level 3 is defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. These include the Company’s commodity option contracts (coal, natural gas and heating oil) valued using modeling techniques, such as Black-Scholes, that require the use of inputs, particularly volatility, that are rarely observable. Changes in the unobservable inputs would not have a significant impact on the reported Level 3 fair values at March 31, 2016.

The table below sets forth, by level, the Company’s financial assets and liabilities that are recorded at fair value in the accompanying condensed consolidated balance sheet: 

	March 31, 2016
	Total		Level 1		Level 2		Level 3
	(In thousands)
Assets:
Investments in marketable securities	$	200,513	$	48,792	$	151,721	$	—
Derivatives	7,189		4,487		—		2,702
Total assets	$	207,702	$	53,279	$	151,721	$	2,702
Liabilities:
Derivatives	$	—	$	—	$	—	$	—

The Company’s contracts with its counterparties allow for the settlement of contracts in an asset position with contracts in a liability position in the event of default or termination. For classification purposes, the Company records the net fair value of all the positions with these counterparties as a net asset or liability. Each level in the table above displays the underlying contracts according to their classification in the accompanying Condensed Consolidated Balance Sheet, based on this counterparty netting.

The following table summarizes the change in the fair values of financial instruments categorized as Level 3.

	Three Months Ended March 31, 2016
	(In thousands)
Balance, beginning of period	$	2,432
Realized and unrealized losses recognized in earnings, net	(859		)
Realized and unrealized gains recognized in other comprehensive income, net	—
Purchases	1,362
Issuances	(233		)
Ending balance	$	2,702

Net unrealized losses of $0.6 million were recognized in the Condensed Consolidated Statement of Operations during the three months endedMarch 31,2016 related to Level 3 financial instruments held on March 31, 2016.

Fair Value of Long-Term Debt

At March 31, 2016 and December 31, 2015, the fair value of the Company’s debt, including amounts classified as current, was $712.7 million and $937.1 million, respectively. Fair values are based upon observed prices in an active market, when available, or from valuation models using market information, which fall into Level 2 in the fair value hierarchy.

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Loss Per Common Share

3 Months Ended

Mar. 31, 2016

Earnings Per Share [Abstract]

Loss Per Common Share

Loss Per Common Share

The effect of options, restricted stock and restricted stock units that were excluded from the calculation of diluted weighted average shares outstanding because the exercise price or grant price of the securities exceeded the average market price of the Company's common stock were immaterial for both the three months endedMarch 31, 2016, and 2015, respectively. The weighted average share impacts of options, restricted stock and restricted stock units that were excluded from the calculation of weighted average shares due to the Company's incurring a net loss were immaterial for both the three months endedMarch 31,2016 and 2015, respectively.

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Employee Benefit Plans

3 Months Ended

Mar. 31, 2016

Pension and Other Postretirement Benefit Expense [Abstract]

Employee Benefit Plans

Employee Benefit Plans

The following table details the components of pension benefit costs (credits):

	Three Months Ended March 31,
	2016			2015
	(In thousands)
Service cost	$	—		$	4
Interest cost	3,338			3,570
Expected return on plan assets	(4,538		)	(5,764		)
Amortization of other actuarial losses	757			2,058
Net credit	$	(443	)	$	(132	)

The following table details the components of other postretirement benefit costs (credits):

	Three Months Ended March 31,
	2016			2015
	(In thousands)
Service cost	$	160		$	233
Interest cost	1,134			335
Amortization of prior service credits	(2,673		)	(2,084		)
Amortization of other actuarial losses (gains)	(566		)	(456		)
Net credit	$	(1,945	)	$	(1,972	)

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2016

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

The Company accrues for costs related to contingencies when a loss is probable and the amount is reasonably determinable. Disclosure of contingencies is included in the financial statements when it is at least reasonably possible that a material loss or an additional material loss in excess of amounts already accrued may be incurred.

In addition, the Company is a party to numerous other claims and lawsuits with respect to various matters. As of March 31, 2016 and December 31, 2015, the Company had accrued $2.8 million and $2.8 million, respectively, for all legal matters, of which all amounts are classified as current.  The ultimate resolution of any such legal matter could result in outcomes which may be materially different from amounts the Company has accrued for such matters.

Pursuant to Section 362 of the Bankruptcy Code, the filing of the Bankruptcy Petitions automatically stayed most actions against the Debtors, including actions to collect indebtedness incurred prior to the Petition Date or to exercise control over the Debtors' property. Subject to certain exceptions under the Bankruptcy Code, the filing of the Debtors' Chapter 11 Cases also automatically stayed the continuation of most legal proceedings or the filing of other actions against or on behalf of the Debtors or their property to recover on, collect or secure a claim arising prior to the Petition Date or to exercise control over property of the Debtors' bankruptcy estates, unless and until the Court modifies or lifts the automatic stay as to any such claim. Notwithstanding the general application of the automatic stay described above, governmental authorities may determine to continue actions brought under their police and regulatory powers.

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Segment Information

3 Months Ended

Mar. 31, 2016

Segment Reporting [Abstract]

Segment Information

Segment Information

The Company's reportable business segments are based on the major coal producing basins in which the Company operates and may include a number of mine complexes. The Company manages its coal sales by coal basin, not by individual mining complex. Geology, coal transportation routes to customers, regulatory environments and coal quality or type are characteristic to a basin, and, accordingly, market and contract pricing have developed by coal basin. Mining operations are evaluated based on adjusted EBITDA, as well as on other non-financial measures, such as safety and environmental performance. The Company’s reportable segments are the Powder River Basin (PRB) segment, with operations in Wyoming; and the Appalachia (APP) segment, with operations primarily in West Virginia.  The “Other” category combines other operating segments and includes the Company’s coal mining operations in Colorado and Illinois.

Operating segment results for the three months endedMarch 31,2016 and 2015 are presented below. The Company uses Adjusted EBITDA to assess the operating segments’ performance and to allocate resources. The Company’s management believes that Adjusted EBITDA presents a useful measure of the Company's ability to service existing debt and incur additional debt based on ongoing operations.  Corporate, Other and Eliminations includes the change in fair value of coal derivatives and coal trading activities, net; corporate overhead; land management; other support functions; and the elimination of intercompany transactions. 

	PRB			APP			Other Operating Segments			Corporate, Other and Eliminations			Consolidated
	(in thousands)
Three Months Ended March 31, 2016
Revenues	$	223,122		$	173,618		$	31,366		$	—		$	428,106
Adjusted EBITDA	7,010			7,607			(3,328		)	(21,315		)	(10,026		)
Depreciation, depletion and amortization	32,760			22,329			7,932			678			63,699
Amortization of acquired sales contracts, net	(46		)	(787		)	—			—			(833		)
Capital expenditures	10			3,630			1,961			325			5,926
Three Months Ended March 31, 2015
Revenues	$	391,206		$	223,439		$	62,360		$	—		$	677,005
Adjusted EBITDA	72,062			39,807			1,691			(31,788		)	81,772
Depreciation, depletion and amortization	44,361			50,832			10,055			(374		)	104,874
Amortization of acquired sales contracts, net	(1,285		)	(2,105		)	—			—			(3,390		)
Capital expenditures	16,969			3,385			2,642			(116		)	22,880

A reconciliation of adjusted EBITDA to consolidated loss before income taxes follows:

	Three Months Ended March 31,
	2016			2015
	(In thousands)
Adjusted EBITDA	$	(10,026	)	$	81,772
Depreciation, depletion and amortization	(63,699		)	(104,874		)
Amortization of acquired sales contracts, net	833			3,390
Asset impairment and mine closure costs	(85,520		)	—
Interest expense, net	(43,313		)	(96,879		)
Nonoperating expenses	(6,088		)	—
Loss before income taxes	$	(207,813	)	$	(116,591	)

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Subsequent Events

3 Months Ended

Mar. 31, 2016

Subsequent Events [Abstract]

Subsequent Events

Subsequent Events

Bankruptcy Items

The Company entered into an amendment to the Restructuring Support Agreement on April 26, 2016 (the “RSA Amendment”), which provides for the waiver of the termination event that would have occurred on April 10, 2016 as a result of the Debtors not having obtained Court approval of the assumption of the Restructuring Support Agreement within 90 days of the Petition Date. Following entry into the RSA Amendment, the Debtors are required to obtain Court approval of the assumption of the Restructuring Support Agreement prior to June 10, 2016 or such later date as may be agreed to by the Majority Consenting Lenders under the Restructuring Support Agreement.

The RSA Amendment further waives any termination event arising out of the Debtors’ failure to file the plan of reorganization and accompanying disclosure statement no later than 90 days after the Petition Date, so long as the Debtors: (i) file the plan and disclosure statement no later than May 5, 2016 or such later date as may be agreed to by the Majority Consenting Lenders, and (ii) obtain Court approval of the disclosure statement no later than June 10, 2016.

The RSA Amendment also provides for an extension of the date after which the Debtors and the Majority Consenting Lenders may modify the proposed distributions to holders of unsecured claims if holders of more than $1.6125 billion of unsecured claims against the Debtors have not executed a restructuring support agreement substantially in the form of the Restructuring Support Agreement from April 22, 2016 to June 10, 2016. The Restructuring Support Agreement was further amended on May 5, 2016 to remove the right of holders of unsecured claims to elect to receive a distribution in the form of common stock and warrants issued by the reorganized Debtors.

The Company entered into an amendment to the DIP Credit Agreement, dated as of April 26, 2016, which extended the deadline for the filing of a plan of reorganization and accompanying disclosure statement from April 26, 2016 to May 5, 2016.

On May 5, 2016, the Company filed its plan or reorganization and accompanying disclosure statement with the Court.

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Supplemental Consolidating Financial Information

3 Months Ended

Mar. 31, 2016

Supplemental Condensed Consolidating Financial Information [Abstract]

Supplemental Consolidating Financial Information

Supplemental Consolidating Financial Information

Pursuant to the indentures governing Arch Coal, Inc.’s senior notes, certain wholly-owned subsidiaries of the Company have fully and unconditionally guaranteed the senior notes on a joint and several basis.

The Company and the subsidiaries which are guarantors under the senior notes are Debtors in the Chapter 11 Cases. The following tables present condensed consolidating financial information for (i) the Company (Debtor), (ii) the issuer of the senior notes (Debtor), (iii) the guarantors under the senior notes (Debtor), and (iv) the entities which are not guarantors under the senior notes (Arch Receivable Company, LLC and the Company’s subsidiaries outside the United States) (Non-Debtors). These tables provide substantially the same information as would be presented pursuant to the disclosure requirements of

ASC 852 with respect to condensed combined financial statements of entities in reorganization proceedings.

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidating Statements of Operations

Three Months Ended March 31,2016

	Parent/Issuer			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenues	$	—		$	428,106		$	—		$	—		$	428,106
Costs, expenses and other
Cost of sales (exclusive of items shown separately below)	2,186			417,677			—			(547		)	419,316
Depreciation, depletion and amortization	755			62,944			—			—			63,699
Amortization of acquired sales contracts, net	—			(833		)	—			—			(833		)
Change in fair value of coal derivatives and coal trading activities, net	—			1,210			—			—			1,210
Asset impairment and mine closure costs	3,229			82,291			—			—			85,520
Selling, general and administrative expenses	13,540			5,382			1,272			(368		)	19,826
Other operating (income) expense, net	(1,098		)	(1,151		)	(886		)	915			(2,220		)
	18,612			567,520			386			—			586,518
Loss from investment in subsidiaries	(123,988		)	—			—			123,988			—
Loss from operations	(142,600		)	(139,414		)	(386		)	123,988			(158,412		)
Interest expense, net
Interest expense (contractual interest of $98,565 in 2016)	(66,239		)	(6,365		)	(2,229		)	30,382			(44,451		)
Interest and investment income	7,110			23,292			1,118			(30,382		)	1,138
	(59,129		)	16,927			(1,111		)	—			(43,313		)
Expenses related to proposed debt restructuring	(2,213		)	—			—			—			(2,213		)
Reorganization items, net	(3,875		)	—			—			—			(3,875		)
	(6,088		)	—			—			—			(6,088		)
Income (loss) from continuing operations before income taxes	(207,817		)	(122,487		)	(1,497		)	123,988			(207,813		)
Provision for (benefit from) income taxes	(1,115		)	—			4			—			(1,111		)
Net income (loss)	$	(206,702	)	$	(122,487	)	$	(1,501	)	$	123,988		$	(206,702	)
Total comprehensive income (loss)	$	(205,842	)	$	(123,489	)	$	(1,501	)	$	124,990		$	(205,842	)

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidating Statements of Operations

Three Months Ended March 31,2015

	Parent/Issuer			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenues	$	—		$	677,005		$	—		$	—		$	677,005
Costs, expenses and other
Cost of sales (exclusive of items shown separately below)	7,470			555,686			—			(834		)	562,322
Depreciation, depletion and amortization	1,060			103,812			2			—			104,874
Amortization of acquired sales contracts, net	—			(3,390		)	—			—			(3,390		)
Change in fair value of coal derivatives and coal trading activities, net	—			1,220			—			—			1,220
Selling, general and administrative expenses	15,439			6,243			1,448			(525		)	22,605
Other operating (income) expense, net	3,700			5,278			(1,251		)	1,359			9,086
	27,669			668,849			199			—			696,717
Income from investment in subsidiaries	21,050			—			—			(21,050		)	—
Loss from operations	(6,619		)	8,156			(199		)	(21,050		)	(19,712		)
Interest expense, net
Interest expense	(118,056		)	(6,763		)	(1,275		)	26,842			(99,252		)
Interest and investment income	8,072			19,774			1,369			(26,842		)	2,373
	(109,984		)	13,011			94			—			(96,879		)
Income (loss) from continuing operations before income taxes	(116,603		)	21,167			(105		)	(21,050		)	(116,591		)
Provision for (benefit from) income taxes	(3,408		)	—			12			—			(3,396		)
Net income (loss)	$	(113,195	)	$	21,167		$	(117	)	$	(21,050	)	$	(113,195	)
Total comprehensive income (loss)	$	(109,591	)	$	24,407		$	(117	)	$	(24,290	)	$	(109,591	)

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidating Balance Sheets

March 31, 2016

	Parent/Issuer			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(In thousands)
Assets
Cash and cash equivalents	$	283,309		$	100,432	$	11,657	$	—		$	395,398
Short term investments	198,788			—		—		—			198,788
Restricted cash	—			—		109,650		—			109,650
Receivables	12,756			394		120,359		(4,915		)	128,594
Inventories	—			195,987		—		—			195,987
Other	26,272			29,886		2,555		—			58,713
Total current assets	521,125			326,699		244,221		(4,915		)	1,087,130
Property, plant and equipment, net	7,036			3,479,653		—		420			3,487,109
Investment in subsidiaries	4,729,318			—		—		(4,729,318		)	—
Intercompany receivables	—			2,283,438		—		(2,283,438		)	—
Note receivable from Arch Western	675,000			—		—		(675,000		)	—
Other	38,578			240,872		1,721		—			281,171
Total other assets	5,442,896			2,524,310		1,721		(7,687,756		)	281,171
Total assets	$	5,971,057		$	6,330,662	$	245,942	$	(7,692,251	)	$	4,855,410
Liabilities and Stockholders’ Deficit
Liabilities not subject to compromise
Accounts payable	$	22,369		$	48,446	$	8	$	—		$	70,823
Accrued expenses and other current liabilities	26,357			80,396		752		(4,915		)	102,590
Current maturities of debt	—			—		—		—			—
Total current liabilities	48,726			128,842		760		(4,915		)	173,413
Long-term debt	—			—		—		—			—
Intercompany payables	2,062,135			—		221,302		(2,283,437		)	—
Note payable to Arch Coal	—			675,000		—		(675,000		)	—
Asset retirement obligations	1,024			400,545		—		—			401,569
Accrued pension benefits	4,115			16,531		—		—			20,646
Accrued postretirement benefits other than pension	75,226			14,553		—		—			89,779
Accrued workers’ compensation	9,500			104,282		—		—			113,782
Other noncurrent liabilities	6,502			11,366		155		—			18,023
Total liabilities not subject to compromise	2,207,228			1,351,119		222,217		(2,963,352		)	817,212
Liabilities subject to compromise	5,213,376			273,950							5,487,326
Total liabilities	7,420,604			1,625,069		222,217		(2,963,352		)	6,304,538
Stockholders’ equity (deficit)	(1,449,547		)	4,705,593		23,725		(4,728,899		)	(1,449,128		)
Total liabilities and stockholders’ deficit	$	5,971,057		$	6,330,662	$	245,942	$	(7,692,251	)	$	4,855,410

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidating Balance Sheets

December 31, 2015

	Parent/Issuer			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(In thousands)
Assets
Cash and cash equivalents	$	337,646		$	100,428	$	12,707	$	—		$	450,781
Short term investments	200,192			—		—		—			200,192
Restricted cash	—			—		97,542		—			97,542
Receivables	12,463			3,153		124,581		(4,430		)	135,767
Inventories	—			196,720		—		—			196,720
Other	18,160			38,794		969		—			57,923
Total current assets	568,461			339,095		235,799		(4,430		)	1,138,925
Property, plant and equipment, net	7,747			3,610,869		—		413			3,619,029
Investment in subsidiaries	4,887,905			—		—		(4,887,905		)	—
Intercompany receivables	—			2,253,312		—		(2,253,312		)	—
Note receivable from Arch Western	675,000			—		—		(675,000		)	—
Other	39,302			243,806		819		—			283,927
Total other assets	5,602,207			2,497,118		819		(7,816,217		)	283,927
Total assets	$	6,178,415		$	6,447,082	$	236,618	$	(7,820,234	)	$	5,041,881
Liabilities and Stockholders’ Deficit
Accounts payable	$	8,495		$	119,633	$	3	$	—		$	128,131
Accrued expenses and other current liabilities	162,268			170,575		1,037		(4,430		)	329,450
Current maturities of debt	5,031,603			10,750		—		—			5,042,353
Total current liabilities	5,202,366			300,958		1,040		(4,430		)	5,499,934
Long-term debt	—			30,953		—		—			30,953
Intercompany payables	2,043,308			—		210,005		(2,253,313		)	—
Note payable to Arch Coal	—			675,000		—		(675,000		)	—
Asset retirement obligations	1,005			395,654		—		—			396,659
Accrued pension benefits	12,390			14,983		—		—			27,373
Accrued postretirement benefits other than pension	79,826			19,984		—		—			99,810
Accrued workers’ compensation	24,247			88,023		—		—			112,270
Other noncurrent liabilities	59,976			58,847		348		—			119,171
Total liabilities	7,423,118			1,584,402		211,393		(2,932,743		)	6,286,170
Stockholders’ equity (deficit)	(1,244,703		)	4,862,680		25,225		(4,887,491		)	(1,244,289		)
Total liabilities and stockholders’ deficit	$	6,178,415		$	6,447,082	$	236,618	$	(7,820,234	)	$	5,041,881

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidating Statements of Cash Flows

Three Months Ended March 31,2016

	Parent/Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
	(In thousands)
Cash provided by (used in) operating activities	$	(56,374	)	$	43,335		$	2,941		$	—	$	(10,098	)
Investing Activities
Capital expenditures	(22		)	(5,904		)	—			—		(5,926		)
Additions to prepaid royalties	—			(71		)	—			—		(71		)
Purchases of marketable securities	(55,132		)	—			—			—		(55,132		)
Proceeds from sale or maturity of marketable securities and other investments	56,134			—			—			—		56,134
Investments in and advances to affiliates	—			(2,156		)	—			—		(2,156		)
Withdrawals (deposits) of restricted cash	—			—			(12,108		)	—		(12,108		)
Cash provided by (used) in investing activities	980			(8,131		)	(12,108		)	—		(19,259		)
Financing Activities
Net payments on other debt	(2,658		)	(2,752		)	—			—		(5,410		)
Expenses related to proposed debt restructuring	(2,213		)	—			—			—		(2,213		)
Debt financing costs	(15,222		)	—			(3,181		)	—		(18,403		)
Transactions with affiliates, net	21,150			(32,448		)	11,298			—		—
Cash provided by (used in) financing activities	1,057			(35,200		)	8,117			—		(26,026		)
Increase (decrease) in cash and cash equivalents	(54,337		)	4			(1,050		)	—		(55,383		)
Cash and cash equivalents, beginning of period	337,646			100,428			12,707			—		450,781
Cash and cash equivalents, end of period	$	283,309		$	100,432		$	11,657		$	—	$	395,398

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidating Statements of Cash Flows

Three Months Ended March 31,2015

	Parent/Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
	(In thousands)
Cash provided by (used in) operating activities	$	(114,542	)	$	96,944		$	13,325		$	—	$	(4,273	)
Investing Activities
Capital expenditures	(450		)	(22,430		)	—			—		(22,880		)
Additions to prepaid royalties	—			(213		)	—			—		(213		)
Proceeds from disposals and divestitures	—			46			—			—		46
Purchases of short term investments	(101,793		)	—			—			—		(101,793		)
Proceeds from sales of short term investments	99,914			—			—			—		99,914
Investments in and advances to affiliates	—			(1,843		)	—			—		(1,843		)
Change in restricted cash	—			—			(3,532		)	—		(3,532		)
Cash used in investing activities	(2,329		)	(24,440		)	(3,532		)	—		(30,301		)
Financing Activities												—
Payments on term loan	(4,875		)	—			—			—		(4,875		)
Net payments on other debt	(2,751		)	(2,059		)	—			—		(4,810		)
Transactions with affiliates, net	130,144			(120,373		)	(9,771		)	—		—
Cash provided by (used in) financing activities	122,518			(122,432		)	(9,771		)	—		(9,685		)
Increase (decrease) in cash and cash equivalents	5,647			(49,928		)	22			—		(44,259		)
Cash and cash equivalents, beginning of period	572,185			150,358			11,688			—		734,231
Cash and cash equivalents, end of period	$	577,832		$	100,430		$	11,710		$	—	$	689,972

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Basis of Presentation (Policy)

3 Months Ended

Mar. 31, 2016

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial reporting and U.S. Securities and Exchange Commission regulations. In the opinion of management, all adjustments, consisting of normal, recurring accruals considered necessary for a fair presentation, have been included. Results of operations for the three months endedMarch 31, 2016 are not necessarily indicative of results to be expected for the year ending December 31, 2016. These financial statements should be read in conjunction with the audited financial statements and related notes as of and for the year ended December 31, 2015 included in the Company’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission.

On August 4, 2015 we effected a 1-for-10 reverse stock split of our common stock. Each stockholder's percentage ownership and proportional voting power remained unchanged as a result of the reverse stock split. All applicable share data, per share amounts and related information in the Condensed Consolidated Financial Statements and notes thereto have been adjusted retroactively to give effect to the 1-for-10 reverse stock split.

Filing Under Chapter 11 of the United States Bankruptcy Code

Filing Under Chapter 11 of the United States Bankruptcy Code

On January 11, 2016 (the “Petition Date”), the Company and substantially all of its wholly owned domestic subsidiaries (the “Filing Subsidiaries” and, together with Arch, the “Debtors”) filed voluntary petitions for reorganization (collectively, the “Bankruptcy Petitions”) under Chapter 11 of Title 11 of the U.S. Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Eastern District of Missouri (the “Court”). The Debtor’s Chapter 11 Cases (collectively, the “Chapter 11 Cases”) are being jointly administered under the caption In re Arch Coal, Inc., et al. Case No. 16-40120 (lead case). Each Debtor will continue to operate its business as a “debtor in possession” under the jurisdiction of the Court and in accordance with the applicable provisions of the Bankruptcy Code and the orders of the Court.

The filing of the Bankruptcy Petitions constituted an event of default that accelerated the Company's obligations under the documents governing each of its 7.00% senior notes due 2019, 9.875% senior notes due 2019, 8.00% senior secured second lien notes due 2019, 7.25% senior notes due 2020, 7.25% senior notes due 2021 (together, the “senior notes”) and senior secured first lien term loan due 2018 (the “Existing Credit Agreement”) (collectively with the senior notes, the “Debt Instruments”). Immediately after filing the Bankruptcy Petitions, the Company began notifying all known current or potential creditors of the Debtors of the bankruptcy filings.

Additionally, on the Petition Date, the New York Stock Exchange (the “NYSE”) determined that the Company's stock was no longer suitable for listing pursuant to Section 8.02.01D of the NYSE continued listing standards and trading in the Company’s common stock was suspended on January 11, 2016.   We expect that the existing common stock of the Company will be extinguished upon the Company's emergence from Chapter 11 and existing equity holders will not receive consideration in respect of their equity interests.

On the Petition Date, the Debtors filed a number of motions with the Court generally designed to stabilize their operations and facilitate the Debtors’ transition into Chapter 11. Certain of these motions sought authority from the Court for the Debtors to make payments upon, or otherwise honor, certain pre-petition obligations (e.g., obligations related to certain employee wages, salaries and benefits and certain vendors and other providers essential to the Debtors’ businesses). The Court has entered orders approving the relief sought in these motions, in certain cases on an interim basis.

Pursuant to Section 362 of the Bankruptcy Code, the filing of the Bankruptcy Petitions automatically stayed most actions against the Debtors, including actions to collect indebtedness incurred prior to the Petition Date or to exercise control over the Debtors’ property. Subject to certain exceptions under the Bankruptcy Code, the filing of the Debtors’ Chapter 11 Cases also automatically stayed the continuation of most legal proceedings or the filing of other actions against or on behalf of the Debtors or their property to recover on, collect or secure a claim arising prior to the Petition Date or to exercise control over property of the Debtors’ bankruptcy estates, unless and until the Court modifies or lifts the automatic stay as to any such claim. Notwithstanding the general application of the automatic stay described above, governmental authorities may determine to continue actions brought under their police and regulatory powers.

As required by the Bankruptcy Code, the U.S. Trustee for the Eastern District of Missouri appointed an official committee of unsecured creditors (the “Creditors’ Committee”) on January 25, 2016. The Creditors’ Committee represents all unsecured creditors of the Debtors and has a right to be heard on all matters that come before the Court.

For periods subsequent to filing the Bankruptcy Petitions, the Company will apply the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 852, "Reorganizations", in preparing its consolidated financial statements. ASC 852 requires that financial statements distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. Accordingly, certain revenues, expenses, realized gains and losses and provisions for losses that are realized or incurred in the bankruptcy proceedings have been recorded in a reorganization line item on the Condensed Consolidated Statement of Operations. In addition, the pre-petition obligations that may be impacted by the bankruptcy reorganization process have been classified on the balance sheet as liabilities subject to compromise. These liabilities are reported as the amounts expected to be allowed by the Court, even if they may be settled for lesser amounts.

Restructuring Support Agreement

In connection with the filing of the Bankruptcy Petitions, the Company entered into a Restructuring Support Agreement, dated as of January 10, 2016 (as amended on February 25, 2016, March 28, 2016 and April 26, 2016, the “Restructuring Support Agreement”), among the Debtors and holders of over 50% of the Company's first lien term loans under the Existing Credit Agreement (the “Supporting First Lien Creditors”), providing that the Supporting First Lien Creditors will support a restructuring of the Debtors, subject to the following terms and conditions contemplated therein, among others:

• existing common stock of the Company would likely be extinguished upon the Company's emergence from Chapter 11, and existing equity holders would likely not receive consideration in respect of their equity interests;

• claims against the Debtors arising under the DIP Facility (as defined below) would be paid in full in cash or receive such other treatment as may be consented to by the holders of such claims;

• claims against the Debtors of holders of first lien term loans would be exchanged for (a) a combination of cash and $326.5 million (principal amount) of new first lien debt that would be issued by the reorganized Company and (b) 100% of the common stock of the reorganized Company outstanding on the effective date of the plan, subject to dilution on account of a proposed new management incentive plan and the distribution to unsecured creditors of any new common stock and warrants (as described below);

• first lien term loan deficiency claims (subject to certain exceptions) as well as second lien notes, unsecured notes and general unsecured claims against the Debtors would be exchanged for either (1) common stock in the reorganized Company and warrants or (2) the value of the unencumbered assets of the Company, if any, after giving effect to certain other payments and claims;

• either the Company’s existing accounts receivable securitization facility would be reinstated or a new letter of credit facility would be entered into by the Company, in either case on terms acceptable to Supporting First Lien Creditors holding more than 66 2/3% of the aggregate amount of the first lien term loans held by Supporting First Lien Creditors; and

• the board of directors of the reorganized Company would consist of seven directors, at least one of whom would be independent, including the Company’s Chief Executive Officer and six directors selected by certain of the Company’s first-lien term lenders in consultation with the Company’s Chief Executive Officer.

The Restructuring Support Agreement, if utilized as the basis for a plan of reorganization, is expected to reduce the Company's long-term debt by more than $4.5 billion.

Debtor-In-Possession Financing

On January 21, 2016, the Superpriority Secured Debtor-in-Possession Credit Agreement (as amended on March 4, 2016, March 28, 2016 and April 26, 2016, the “DIP Credit Agreement”) was entered into by and among the Company, as borrower, certain of the Debtors, as guarantors  (the “Guarantors” and, together with the Company, the “Loan Parties”), the lenders from time to time party thereto (the “DIP Lenders”) and Wilmington Trust, National Association, as administrative agent and collateral agent for the DIP Lenders (in such capacities, the “DIP Agent”).

The DIP Credit Agreement, which has been approved by the Court on a final basis, provides for a super-priority senior secured debtor-in-possession credit facility (the “DIP Facility”) consisting of term loans (collectively, the “DIP Term Loan”) in the aggregate principal amount of up to $275 million that may be funded in not more than two draws not later than six months after the effective date of the DIP Facility (such six month period, the “Availability Period”).  Any portion of the DIP Term Loan commitment that has not been funded on or prior to the end of the Availability Period will be permanently cancelled.

The maturity date of the DIP Facility is the earliest of (i) January 31, 2017, (ii) the date of the substantial consummation of a plan of reorganization that is confirmed pursuant to an order of the Court, (iii) the consummation of the sale of all or substantially all of the assets of the Loan Parties pursuant to Section 363 of the Bankruptcy Code and (iv) the date the obligations under the DIP Facility are accelerated pursuant to the terms of the DIP Credit Agreement.  Borrowings under the DIP Facility bear interest at an interest rate per annum equal to, at the Company’s option (i) LIBOR plus 9.00%, subject to a 1.00% LIBOR floor or (ii) the base rate plus 8.00%.

At a hearing held on February 23, 2016 in the Chapter 11 Cases, the Court approved the DIP Facility on a final basis, overruling the objections of the Creditors’ Committee and certain other parties who asserted, among other things, that the DIP Facility was unnecessary and argued that the Debtors should enter into an alternate debtor-in-possession financing facility proposed by certain members of the Creditors’ Committee.

Securitization Agreement

On January 13, 2016, the Company agreed with its securitization financing providers (the “Securitization Financing Providers”) that, subject to certain amendments (the “Amendments”), they will continue the $200 million trade accounts receivable securitization facility provided to Arch Receivable Company, LLC, a non-debtor special-purpose entity that is a wholly owned subsidiary of the Company (“Arch Receivable”) (the “Securitization Facility”).

Pursuant to the Amendments, which have been approved by the Court on a final basis, the Debtors agreed to a revised schedule of fees payable to the administrator and the Securitization Financing Providers.  The cost of an advance backstopping a letter of credit issued under the Securitization Facility is determined by two factors: (a) a program fee of 2.65% per year and payable on each settlement date to each Securitization Financing Provider deemed to have made such an advance and (b) the “discount,” which is calculated based on each Securitization Financing Provider’s costs, including its cost of the issuance and placement of short term promissory notes to fund such an advance.

Going Concern

Going Concern

As a result of extremely challenging current market conditions, the Company believes it will require a significant restructuring of its balance sheet in order to continue as a going concern in the long term. The Company’s ability to continue as a going concern is dependent upon, among other things, improvement in current market conditions, its ability to become profitable and maintain profitability and its ability to successfully implement its Chapter 11 plan strategy. As a result of the Bankruptcy Petitions, the realization of the Debtors’ assets and the satisfaction of liabilities are subject to significant uncertainty. While operating as a debtor-in-possession pursuant to the Bankruptcy Code, the Company may sell or otherwise dispose of or liquidate assets or settle liabilities, subject to the approval of the Court or as otherwise permitted in the ordinary course of business for amounts other than those reflected in the accompanying consolidated financial statements. Further, the Chapter 11 plan is likely to materially change the amounts and classifications of assets and liabilities reported in the Company’s Condensed Consolidated Financial Statements.

The accompanying Condensed Consolidated Financial Statements have been prepared assuming that the Company will continue as a going concern. The Company’s ability to continue as a going concern is contingent upon the Company’s ability to restructure its balance sheet with the various creditor parties; there can be no assurance that these efforts will results in any such agreement. The accompanying consolidated financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

New Accounting Pronouncements

In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2015-03 (“ASU 2015-03”), Simplifying the Presentation of Debt Issuance Costs. ASU 2015-03 requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the carrying amount of that liability, consistent with debt discounts. The company adopted ASU 2015-03 in the first quarter of 2016 as mandated by the standard. Previously reported "other current assets" and "current maturities of debt" have been revised to reflect the retrospective application of the standard.

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Accounting Policies (Tables)

3 Months Ended

Mar. 31, 2016

Accounting Policies [Abstract]

Schedule of New Accounting Pronouncements and Changes in Accounting Principles

The following reflects the retrospective application:

	December 31,
	2015
	(in thousands)
Other current assets, prior to revision	$	104,723
Revision of debt issuance costs	(64,857		)
Other current assets, as revised	$	39,866
Current maturities of debt, prior to revision	$	5,107,210
Revision of debt issuance costs	(64,857		)
Current maturities of debt, as revised	$	5,042,353

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Accumulated Other Comprehensive Income (Tables)

3 Months Ended

Mar. 31, 2016

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Schedule of Accumulated Other Comprehensive Income (Loss)

The following items are included in accumulated other comprehensive income ("AOCI"):

				Pension,
				Postretirement
				and Other						Accumulated
				Post-						Other
	Derivative			Employment			Available-for-			Comprehensive
	Instruments			Benefits			Sale Securities			Income
	(In thousands)
Balance at December 31, 2015	$	325		$	(721	)	$	(1,419	)	$	(1,815	)
Unrealized gains (losses)	1			—			3			4
Amounts reclassified from AOCI	(144		)	(857		)	1,857			856
Balance at March 31, 2016	$	182		$	(1,578	)	$	441		$	(955	)

Schedule of Comprehensive Income Reclassifications

The following amounts were reclassified out of AOCI:

	Amounts Reclassified from AOCI						Line Item in the Condensed Consolidated Statement of Operations
	Three Months Ended March 31,
Details About AOCI Components	2016			2015
	(In thousands)
Derivative instruments	$	226		$	481		Revenues
	(82		)	(174		)	Benefit from income taxes
	$	144		$	307		Net of tax
Pension, postretirement and other post-employment benefits
Amortization of prior service credits (1)	$	2,672		$	2,084
Amortization of actuarial gains (losses), net (1)	(1,334		)	(2,378		)
	1,338			(294		)
	(481		)	105			Benefit from income taxes
	$	857		$	(189	)	Net of tax
Available-for-sale securities	$	(2,895	)	$	(2,797	)	Interest and investment income
	1,038			1,007			Benefit from income taxes
	$	(1,857	)	$	(1,790	)	Net of tax
1 Production-related benefits and workers' compensation costs are included in inventoriable production costs.

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Liabilities Subject to Compromise (Tables)

3 Months Ended

Mar. 31, 2016

Reorganizations [Abstract]

Liabilities Subject to Compromise

Liabilities subject to compromise consists of the following:

	March 31, 2016
	(in thousands)
Previously Reported Balance Sheet Line
Debt	$	5,067,938
Accrued expenses and current liabilities	213,667
Accounts payable	106,590
Noncurrent liabilities	93,709
Accrued pension benefits	5,422
Total Liabilities Subject to Compromise	$	5,487,326

The debt balance included above is net of debt issuance costs of $64.9 million; for additional information on debt, see Note 11, "Debt and Financing Arrangements."

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Inventories (Tables)

3 Months Ended

Mar. 31, 2016

Inventory Disclosure [Abstract]

Inventories

Inventories consist of the following: 

	March 31,		December 31,
	2016		2015
	(In thousands)
Coal	$	85,987	$	85,043
Repair parts and supplies	110,000		111,677
	$	195,987	$	196,720

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Investments in Available-for-Sale Securities (Tables)

3 Months Ended

Mar. 31, 2016

Available-for-sale Securities [Abstract]

Available-for-sale Securities

The Company's investments in available-for-sale marketable securities are as follows:

	March 31, 2016
										Balance Sheet
										Classification
			Gross Unrealized					Fair		Short-Term		Other
	Cost Basis		Gains		Losses			Value		Investments		Assets
	(In thousands)
Available-for-sale:
U.S. government and agency securities	$	47,001	$	66	$	—		$	47,067	$	47,067	$	—
Corporate notes and bonds	$	151,782	$	38	$	(99	)	$	151,721	$	151,721	$	—
Equity securities	1,049		676		—			1,725		—		1,725
Total Investments	$	199,832	$	780	$	(99	)	$	200,513	$	198,788	$	1,725

	December 31, 2015
										Balance Sheet
										Classification
			Gross Unrealized					Fair		Short-Term		Other
	Cost Basis		Gains		Losses			Value		Investments		Assets
	(In thousands)
Available-for-sale:
U.S. government and agency securities	$	10,007	$	—	$	(12	)	$	9,995	$	9,995	$	—
Corporate notes and bonds	$	190,496	$	—	$	(299	)	$	190,197	$	190,197	$	—
Equity securities	3,938		668		(2,888		)	1,718		—		1,718
Total Investments	$	204,441	$	668	$	(3,199	)	$	201,910	$	200,192	$	1,718

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Derivatives (Tables)

3 Months Ended

Mar. 31, 2016

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Price Risk Derivatives

At March 31, 2016, the Company held derivatives for risk management purposes that are expected to settle in the following years:

(Tons in thousands)	2016
Coal sales	325
Coal purchases	225

Disclosure of Fair Value of Derivatives

The fair value and location of derivatives reflected in the accompanying Condensed Consolidated Balance Sheets are as follows:

	March 31, 2016								December 31, 2015
Fair Value of Derivatives	Asset			Liability					Asset			Liability
(In thousands)	Derivative			Derivative					Derivative			Derivative
Derivatives Designated as Hedging Instruments
Coal	$	2		$	—				$	4		$	(20	)
Derivatives Not Designated as Hedging Instruments
Heating oil -- diesel purchases	1,173			—					1,017			—
Coal -- held for trading purposes	76,276			(71,370		)			110,653			(104,814		)
Coal -- risk management	1,531			(681		)			3,912			(1,947		)
Natural gas	61			(11		)			494			(247		)
Foreign currency	208			—					—			—
Total	79,249			(72,062		)			116,076			(107,008		)
Total derivatives	79,251			(72,062		)			116,080			(107,028		)
Effect of counterparty netting	(72,062		)	72,062					(107,028		)	107,028
Net derivatives as classified in the balance sheets	$	7,189		$	—		$	7,189	$	9,052		$	—		$	9,052

		March 31, 2016		December 31, 2015
Net derivatives as reflected on the balance sheets (in thousands)
Heating oil and foreign currency	Other current assets	$	1,381	$	1,017
Coal and natural gas	Coal derivative assets	5,808		8,035
	Accrued expenses and other current liabilities	—		—
		$	7,189	$	9,052

Effects of Derivatives on Measures of Financial Performance

The effects of derivatives on measures of financial performance are as follows:

Derivatives used in Cash Flow Hedging Relationships (in thousands)

Three Months Ended March 31,

		Gain (Loss) Recognized in Other Comprehensive Income(Effective Portion)						Gains (Losses) Reclassified from Other Comprehensive Income into Income (Effective Portion)
		2016			2015			2016			2015
Coal sales	(1)	$	13		$	10,265		$	1,369		$	882
Coal purchases	(2)	(11		)	(4,738		)	(1,143		)	(401		)
Totals		$	2		$	5,527		$	226		$	481

No ineffectiveness or amounts excluded from effectiveness testing relating to the Company’s cash flow hedging relationships were recognized in the results of operations in the three month periods ended March 31, 2016 and 2015.  

Derivatives Not Designated as Hedging Instruments (in thousands)

Three Months Ended March 31,

		Gain (Loss) Recognized
		2016			2015
Coal — unrealized	(3)	$	(1,115	)	$	(411	)
Coal — realized	(4)	$	163		$	1,091
Natural gas  — unrealized	(3)	$	(469	)	$	159
Heating oil — diesel purchases	(4)	$	(443	)	$	(2,365	)
Foreign currency	(4)	$	(171	)	$	—

____________________________________________________________

Location in statement of operations:

(1) — Revenues

(2) — Cost of sales

(3) — Change in fair value of coal derivatives and coal trading activities, net

(4) — Other operating (income) expense, net

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Accrued Expenses and Other Current Liabilities (Tables)

3 Months Ended

Mar. 31, 2016

Payables and Accruals [Abstract]

Schedule of Accrued Liabilities

Accrued expenses and other current liabilities consist of the following:

	March 31,			December 31,
	2016			2015
	(In thousands)
Payroll and employee benefits	$	52,458		$	58,423
Taxes other than income taxes	97,361			104,755
Interest	127,773			119,785
Acquired sales contracts	543			3,852
Workers’ compensation	15,429			16,875
Asset retirement obligations	13,788			13,795
Other	8,905			11,965
	$	316,257		$	329,450
Less: liabilities subject to compromise	(213,667		)	—
	$	102,590		$	329,450

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Debt and Financing Arrangements (Tables)

3 Months Ended

Mar. 31, 2016

Debt Disclosure [Abstract]

Debt

	March 31,			December 31,
	2016			2015
	(In thousands)
Term loan due 2018 ($1.9 billion face value)	$	1,875,429		$	1,875,429
7.00% senior notes due 2019 at par	1,000,000			1,000,000
9.875% senior notes due 2019 ($375.0 million face value)	365,600			365,600
8.00% senior secured notes due 2019 at par	350,000			350,000
7.25% senior notes due 2020 at par	500,000			500,000
7.25% senior notes due 2021 at par	1,000,000			1,000,000
Other	41,766			47,134
Debt issuance costs	(64,857		)	(64,857		)
	5,067,938			5,073,306
Less: liabilities subject to compromise	5,067,938			—
Less: current maturities of debt	—			5,042,353
Long-term debt	$	—		$	30,953

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Fair Value Measurements (Tables)

3 Months Ended

Mar. 31, 2016

Fair Value Disclosures [Abstract]

Summary of Financial Assets and Liabilities Accounted for at Fair Value

The table below sets forth, by level, the Company’s financial assets and liabilities that are recorded at fair value in the accompanying condensed consolidated balance sheet: 

	March 31, 2016
	Total		Level 1		Level 2		Level 3
	(In thousands)
Assets:
Investments in marketable securities	$	200,513	$	48,792	$	151,721	$	—
Derivatives	7,189		4,487		—		2,702
Total assets	$	207,702	$	53,279	$	151,721	$	2,702
Liabilities:
Derivatives	$	—	$	—	$	—	$	—

Summary of Change in the Fair Values of Financial Instruments Categorized as Level 3

The following table summarizes the change in the fair values of financial instruments categorized as Level 3.

	Three Months Ended March 31, 2016
	(In thousands)
Balance, beginning of period	$	2,432
Realized and unrealized losses recognized in earnings, net	(859		)
Realized and unrealized gains recognized in other comprehensive income, net	—
Purchases	1,362
Issuances	(233		)
Ending balance	$	2,702

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Employee Benefit Plans (Tables)

3 Months Ended

Mar. 31, 2016

Pension and Other Postretirement Benefit Expense [Abstract]

Pension Benefit Costs

The following table details the components of pension benefit costs (credits):

	Three Months Ended March 31,
	2016			2015
	(In thousands)
Service cost	$	—		$	4
Interest cost	3,338			3,570
Expected return on plan assets	(4,538		)	(5,764		)
Amortization of other actuarial losses	757			2,058
Net credit	$	(443	)	$	(132	)

The following table details the components of other postretirement benefit costs (credits):

	Three Months Ended March 31,
	2016			2015
	(In thousands)
Service cost	$	160		$	233
Interest cost	1,134			335
Amortization of prior service credits	(2,673		)	(2,084		)
Amortization of other actuarial losses (gains)	(566		)	(456		)
Net credit	$	(1,945	)	$	(1,972	)

XML

Segment Information (Tables)

3 Months Ended

Mar. 31, 2016

Segment Reporting [Abstract]

Schedule of Operating Segment Results

	PRB			APP			Other Operating Segments			Corporate, Other and Eliminations			Consolidated
	(in thousands)
Three Months Ended March 31, 2016
Revenues	$	223,122		$	173,618		$	31,366		$	—		$	428,106
Adjusted EBITDA	7,010			7,607			(3,328		)	(21,315		)	(10,026		)
Depreciation, depletion and amortization	32,760			22,329			7,932			678			63,699
Amortization of acquired sales contracts, net	(46		)	(787		)	—			—			(833		)
Capital expenditures	10			3,630			1,961			325			5,926
Three Months Ended March 31, 2015
Revenues	$	391,206		$	223,439		$	62,360		$	—		$	677,005
Adjusted EBITDA	72,062			39,807			1,691			(31,788		)	81,772
Depreciation, depletion and amortization	44,361			50,832			10,055			(374		)	104,874
Amortization of acquired sales contracts, net	(1,285		)	(2,105		)	—			—			(3,390		)
Capital expenditures	16,969			3,385			2,642			(116		)	22,880

Reconciliation Statement of Segment Income from Operations to Consolidated Income Before Income Taxes

A reconciliation of adjusted EBITDA to consolidated loss before income taxes follows:

	Three Months Ended March 31,
	2016			2015
	(In thousands)
Adjusted EBITDA	$	(10,026	)	$	81,772
Depreciation, depletion and amortization	(63,699		)	(104,874		)
Amortization of acquired sales contracts, net	833			3,390
Asset impairment and mine closure costs	(85,520		)	—
Interest expense, net	(43,313		)	(96,879		)
Nonoperating expenses	(6,088		)	—
Loss before income taxes	$	(207,813	)	$	(116,591	)

XML

Supplemental Consolidating Financial Information (Tables)

3 Months Ended

Mar. 31, 2016

Supplemental Condensed Consolidating Financial Information [Abstract]

Schedule of Condensed Consolidating Statements of Income

Condensed Consolidating Statements of Operations

Three Months Ended March 31,2016

	Parent/Issuer			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenues	$	—		$	428,106		$	—		$	—		$	428,106
Costs, expenses and other
Cost of sales (exclusive of items shown separately below)	2,186			417,677			—			(547		)	419,316
Depreciation, depletion and amortization	755			62,944			—			—			63,699
Amortization of acquired sales contracts, net	—			(833		)	—			—			(833		)
Change in fair value of coal derivatives and coal trading activities, net	—			1,210			—			—			1,210
Asset impairment and mine closure costs	3,229			82,291			—			—			85,520
Selling, general and administrative expenses	13,540			5,382			1,272			(368		)	19,826
Other operating (income) expense, net	(1,098		)	(1,151		)	(886		)	915			(2,220		)
	18,612			567,520			386			—			586,518
Loss from investment in subsidiaries	(123,988		)	—			—			123,988			—
Loss from operations	(142,600		)	(139,414		)	(386		)	123,988			(158,412		)
Interest expense, net
Interest expense (contractual interest of $98,565 in 2016)	(66,239		)	(6,365		)	(2,229		)	30,382			(44,451		)
Interest and investment income	7,110			23,292			1,118			(30,382		)	1,138
	(59,129		)	16,927			(1,111		)	—			(43,313		)
Expenses related to proposed debt restructuring	(2,213		)	—			—			—			(2,213		)
Reorganization items, net	(3,875		)	—			—			—			(3,875		)
	(6,088		)	—			—			—			(6,088		)
Income (loss) from continuing operations before income taxes	(207,817		)	(122,487		)	(1,497		)	123,988			(207,813		)
Provision for (benefit from) income taxes	(1,115		)	—			4			—			(1,111		)
Net income (loss)	$	(206,702	)	$	(122,487	)	$	(1,501	)	$	123,988		$	(206,702	)
Total comprehensive income (loss)	$	(205,842	)	$	(123,489	)	$	(1,501	)	$	124,990		$	(205,842	)

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidating Statements of Operations

Three Months Ended March 31,2015

	Parent/Issuer			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
	(In thousands)
Revenues	$	—		$	677,005		$	—		$	—		$	677,005
Costs, expenses and other
Cost of sales (exclusive of items shown separately below)	7,470			555,686			—			(834		)	562,322
Depreciation, depletion and amortization	1,060			103,812			2			—			104,874
Amortization of acquired sales contracts, net	—			(3,390		)	—			—			(3,390		)
Change in fair value of coal derivatives and coal trading activities, net	—			1,220			—			—			1,220
Selling, general and administrative expenses	15,439			6,243			1,448			(525		)	22,605
Other operating (income) expense, net	3,700			5,278			(1,251		)	1,359			9,086
	27,669			668,849			199			—			696,717
Income from investment in subsidiaries	21,050			—			—			(21,050		)	—
Loss from operations	(6,619		)	8,156			(199		)	(21,050		)	(19,712		)
Interest expense, net
Interest expense	(118,056		)	(6,763		)	(1,275		)	26,842			(99,252		)
Interest and investment income	8,072			19,774			1,369			(26,842		)	2,373
	(109,984		)	13,011			94			—			(96,879		)
Income (loss) from continuing operations before income taxes	(116,603		)	21,167			(105		)	(21,050		)	(116,591		)
Provision for (benefit from) income taxes	(3,408		)	—			12			—			(3,396		)
Net income (loss)	$	(113,195	)	$	21,167		$	(117	)	$	(21,050	)	$	(113,195	)
Total comprehensive income (loss)	$	(109,591	)	$	24,407		$	(117	)	$	(24,290	)	$	(109,591	)

Schedule of Condensed Consolidating Balance Sheets

Condensed Consolidating Balance Sheets

March 31, 2016

	Parent/Issuer			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(In thousands)
Assets
Cash and cash equivalents	$	283,309		$	100,432	$	11,657	$	—		$	395,398
Short term investments	198,788			—		—		—			198,788
Restricted cash	—			—		109,650		—			109,650
Receivables	12,756			394		120,359		(4,915		)	128,594
Inventories	—			195,987		—		—			195,987
Other	26,272			29,886		2,555		—			58,713
Total current assets	521,125			326,699		244,221		(4,915		)	1,087,130
Property, plant and equipment, net	7,036			3,479,653		—		420			3,487,109
Investment in subsidiaries	4,729,318			—		—		(4,729,318		)	—
Intercompany receivables	—			2,283,438		—		(2,283,438		)	—
Note receivable from Arch Western	675,000			—		—		(675,000		)	—
Other	38,578			240,872		1,721		—			281,171
Total other assets	5,442,896			2,524,310		1,721		(7,687,756		)	281,171
Total assets	$	5,971,057		$	6,330,662	$	245,942	$	(7,692,251	)	$	4,855,410
Liabilities and Stockholders’ Deficit
Liabilities not subject to compromise
Accounts payable	$	22,369		$	48,446	$	8	$	—		$	70,823
Accrued expenses and other current liabilities	26,357			80,396		752		(4,915		)	102,590
Current maturities of debt	—			—		—		—			—
Total current liabilities	48,726			128,842		760		(4,915		)	173,413
Long-term debt	—			—		—		—			—
Intercompany payables	2,062,135			—		221,302		(2,283,437		)	—
Note payable to Arch Coal	—			675,000		—		(675,000		)	—
Asset retirement obligations	1,024			400,545		—		—			401,569
Accrued pension benefits	4,115			16,531		—		—			20,646
Accrued postretirement benefits other than pension	75,226			14,553		—		—			89,779
Accrued workers’ compensation	9,500			104,282		—		—			113,782
Other noncurrent liabilities	6,502			11,366		155		—			18,023
Total liabilities not subject to compromise	2,207,228			1,351,119		222,217		(2,963,352		)	817,212
Liabilities subject to compromise	5,213,376			273,950							5,487,326
Total liabilities	7,420,604			1,625,069		222,217		(2,963,352		)	6,304,538
Stockholders’ equity (deficit)	(1,449,547		)	4,705,593		23,725		(4,728,899		)	(1,449,128		)
Total liabilities and stockholders’ deficit	$	5,971,057		$	6,330,662	$	245,942	$	(7,692,251	)	$	4,855,410

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidating Balance Sheets

December 31, 2015

	Parent/Issuer			Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(In thousands)
Assets
Cash and cash equivalents	$	337,646		$	100,428	$	12,707	$	—		$	450,781
Short term investments	200,192			—		—		—			200,192
Restricted cash	—			—		97,542		—			97,542
Receivables	12,463			3,153		124,581		(4,430		)	135,767
Inventories	—			196,720		—		—			196,720
Other	18,160			38,794		969		—			57,923
Total current assets	568,461			339,095		235,799		(4,430		)	1,138,925
Property, plant and equipment, net	7,747			3,610,869		—		413			3,619,029
Investment in subsidiaries	4,887,905			—		—		(4,887,905		)	—
Intercompany receivables	—			2,253,312		—		(2,253,312		)	—
Note receivable from Arch Western	675,000			—		—		(675,000		)	—
Other	39,302			243,806		819		—			283,927
Total other assets	5,602,207			2,497,118		819		(7,816,217		)	283,927
Total assets	$	6,178,415		$	6,447,082	$	236,618	$	(7,820,234	)	$	5,041,881
Liabilities and Stockholders’ Deficit
Accounts payable	$	8,495		$	119,633	$	3	$	—		$	128,131
Accrued expenses and other current liabilities	162,268			170,575		1,037		(4,430		)	329,450
Current maturities of debt	5,031,603			10,750		—		—			5,042,353
Total current liabilities	5,202,366			300,958		1,040		(4,430		)	5,499,934
Long-term debt	—			30,953		—		—			30,953
Intercompany payables	2,043,308			—		210,005		(2,253,313		)	—
Note payable to Arch Coal	—			675,000		—		(675,000		)	—
Asset retirement obligations	1,005			395,654		—		—			396,659
Accrued pension benefits	12,390			14,983		—		—			27,373
Accrued postretirement benefits other than pension	79,826			19,984		—		—			99,810
Accrued workers’ compensation	24,247			88,023		—		—			112,270
Other noncurrent liabilities	59,976			58,847		348		—			119,171
Total liabilities	7,423,118			1,584,402		211,393		(2,932,743		)	6,286,170
Stockholders’ equity (deficit)	(1,244,703		)	4,862,680		25,225		(4,887,491		)	(1,244,289		)
Total liabilities and stockholders’ deficit	$	6,178,415		$	6,447,082	$	236,618	$	(7,820,234	)	$	5,041,881

Schedule of Condensed Consolidating Statements of Cash Flows

Condensed Consolidating Statements of Cash Flows

Three Months Ended March 31,2016

	Parent/Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
	(In thousands)
Cash provided by (used in) operating activities	$	(56,374	)	$	43,335		$	2,941		$	—	$	(10,098	)
Investing Activities
Capital expenditures	(22		)	(5,904		)	—			—		(5,926		)
Additions to prepaid royalties	—			(71		)	—			—		(71		)
Purchases of marketable securities	(55,132		)	—			—			—		(55,132		)
Proceeds from sale or maturity of marketable securities and other investments	56,134			—			—			—		56,134
Investments in and advances to affiliates	—			(2,156		)	—			—		(2,156		)
Withdrawals (deposits) of restricted cash	—			—			(12,108		)	—		(12,108		)
Cash provided by (used) in investing activities	980			(8,131		)	(12,108		)	—		(19,259		)
Financing Activities
Net payments on other debt	(2,658		)	(2,752		)	—			—		(5,410		)
Expenses related to proposed debt restructuring	(2,213		)	—			—			—		(2,213		)
Debt financing costs	(15,222		)	—			(3,181		)	—		(18,403		)
Transactions with affiliates, net	21,150			(32,448		)	11,298			—		—
Cash provided by (used in) financing activities	1,057			(35,200		)	8,117			—		(26,026		)
Increase (decrease) in cash and cash equivalents	(54,337		)	4			(1,050		)	—		(55,383		)
Cash and cash equivalents, beginning of period	337,646			100,428			12,707			—		450,781
Cash and cash equivalents, end of period	$	283,309		$	100,432		$	11,657		$	—	$	395,398

Arch Coal, Inc. and Subsidiaries

(Debtor-in-Possession)

Condensed Consolidating Statements of Cash Flows

Three Months Ended March 31,2015

	Parent/Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
	(In thousands)
Cash provided by (used in) operating activities	$	(114,542	)	$	96,944		$	13,325		$	—	$	(4,273	)
Investing Activities
Capital expenditures	(450		)	(22,430		)	—			—		(22,880		)
Additions to prepaid royalties	—			(213		)	—			—		(213		)
Proceeds from disposals and divestitures	—			46			—			—		46
Purchases of short term investments	(101,793		)	—			—			—		(101,793		)
Proceeds from sales of short term investments	99,914			—			—			—		99,914
Investments in and advances to affiliates	—			(1,843		)	—			—		(1,843		)
Change in restricted cash	—			—			(3,532		)	—		(3,532		)
Cash used in investing activities	(2,329		)	(24,440		)	(3,532		)	—		(30,301		)
Financing Activities												—
Payments on term loan	(4,875		)	—			—			—		(4,875		)
Net payments on other debt	(2,751		)	(2,059		)	—			—		(4,810		)
Transactions with affiliates, net	130,144			(120,373		)	(9,771		)	—		—
Cash provided by (used in) financing activities	122,518			(122,432		)	(9,771		)	—		(9,685		)
Increase (decrease) in cash and cash equivalents	5,647			(49,928		)	22			—		(44,259		)
Cash and cash equivalents, beginning of period	572,185			150,358			11,688			—		734,231
Cash and cash equivalents, end of period	$	577,832		$	100,430		$	11,710		$	—	$	689,972

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Basis of Presentation (Narrative) (Details) $ in Millions	Jan. 21, 2016 USD ($) draw	Jan. 13, 2016 USD ($) factor	Jan. 10, 2016 USD ($)	Aug. 04, 2015	Mar. 31, 2016	Dec. 31, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Reverse stock split, conversion ratio				0.1
Debt Instrument [Line Items]
Holder's of first lien term loan (percent)			50.00%
Stock subject to dilution (percent)			100.00%
Decrease in long-term debt			$ 4,500.0
DIP, amount arranged	$ 275.0
Number of withdrawals allowed | draw	2
Period of availability	6 months
Securitized accounts receivable		$ 200.0
Number of factors required to determine cost of advance backstopping a letter of credit issued under the securitization facility | factor		2
Program fees		2.65%
Holder's of First Lien creditors (percent)			66.666%
London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Basis spread on variable rate (percent)	9.00%
Base Rate [Member]
Debt Instrument [Line Items]
Basis spread on variable rate (percent)	8.00%
Interest Rate Floor [Member] | London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Basis spread on variable rate (percent)	1.00%
7.00% Senior Notes Due 2019 [Member]
Debt Instrument [Line Items]
Senior notes interest rate (percent)					7.00%	7.00%
9.875% Senior Notes Due 2019 [Member]
Debt Instrument [Line Items]
Senior notes interest rate (percent)					9.875%	9.875%
8.00% Senior Secured Notes due 2019 [Member]
Debt Instrument [Line Items]
Senior notes interest rate (percent)					8.00%	8.00%
7.25% Senior Notes Due 2020 [Member]
Debt Instrument [Line Items]
Senior notes interest rate (percent)					7.25%	7.25%
7.25% Senior Notes Due 2021 [Member]
Debt Instrument [Line Items]
Senior notes interest rate (percent)					7.25%	7.25%
Amount of Pre-petition obligations to be settled in cash			$ 326.5

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Accounting Policies (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Debt issuance costs	$ (64,857)	$ (64,857)
Accounting Standards Update 03-2015 [Member] | Other Current Assets [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Debt issuance costs	39,866
Accounting Standards Update 03-2015 [Member] | Other Current Assets [Member] | Scenario, Previously Reported [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Debt issuance costs	104,723
Accounting Standards Update 03-2015 [Member] | Other Current Assets [Member] | Restatement Adjustment [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Debt issuance costs	(64,857)
Accounting Standards Update 03-2015 [Member] | Long-term Debt, Current [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Debt issuance costs	5,042,353
Accounting Standards Update 03-2015 [Member] | Long-term Debt, Current [Member] | Scenario, Previously Reported [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Debt issuance costs	5,107,210
Accounting Standards Update 03-2015 [Member] | Long-term Debt, Current [Member] | Restatement Adjustment [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Debt issuance costs	$ (64,857)

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Accumulated Other Comprehensive Income (Schedule of Accumulated Other Comprehensive Income (Loss)) (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2016 USD ($)
Accumulated Other Comprenhensive Income (Loss) [Roll Forward]
Balance at December 31, 2015	$ (1,815)
Unrealized gains (losses)	4
Amounts reclassified from AOCI	856
Balance at March 31, 2016	(955)
Derivative Instruments [Member]
Accumulated Other Comprenhensive Income (Loss) [Roll Forward]
Balance at December 31, 2015	325
Unrealized gains (losses)	1
Amounts reclassified from AOCI	(144)
Balance at March 31, 2016	182
Pension, Postretirement and Other Postemployment Benefits [Member]
Accumulated Other Comprenhensive Income (Loss) [Roll Forward]
Balance at December 31, 2015	(721)
Unrealized gains (losses)	0
Amounts reclassified from AOCI	(857)
Balance at March 31, 2016	(1,578)
Available-for-Sale Securities [Member]
Accumulated Other Comprenhensive Income (Loss) [Roll Forward]
Balance at December 31, 2015	(1,419)
Unrealized gains (losses)	3
Amounts reclassified from AOCI	1,857
Balance at March 31, 2016	$ 441

XML

Accumulated Other Comprehensive Income (Schedule of Reclassifications) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Accumulated Other Comprehensive Income (Loss) [Line Items]
Revenues	$ 428,106	$ 677,005
Benefit from income taxes	1,111	3,396
Net loss	(206,702)	(113,195)
Reclassification out of Accumulated Other Comprehensive Income [Member] | Derivative Instruments [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Revenues	226	481
Benefit from income taxes	(82)	(174)
Net loss	144	307
Reclassification out of Accumulated Other Comprehensive Income [Member] | Pension, Postretirement and Other Postemployment Benefits [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Amortization of prior service credits	2,672	2,084
Amortization of actuarial gains (losses), net	(1,334)	(2,378)
Other Comprehensive (Income) Loss, Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, before Tax	1,338	(294)
Benefit from income taxes	(481)	105
Net of tax	857	(189)
Reclassification out of Accumulated Other Comprehensive Income [Member] | Available-for-Sale Securities [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Benefit from income taxes	1,038	1,007
Net loss	(1,857)	(1,790)
Interest and investment income	$ (2,895)	$ (2,797)

XML

Reorganization items, net (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Discontinued Operations and Disposal Groups [Abstract]
Reorganization items, net	$ (3,875)	$ 0
Professional fee expense	(17,800)
Non-cash gains on rejected contracts	13,900
Payments for reorganization items	$ 1,500

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Liabilities Subject to Compromise (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Restructuring Cost and Reserve [Line Items]
Debt	$ 5,067,938	$ 0
Accrued expenses and current liabilities	213,667
Accounts payable	106,590
Noncurrent liabilities	93,709
Accrued pension benefits	5,422
Liabilities Subject to Compromise	5,487,326	0
Debt issuance costs	$ (64,857)	$ (64,857)

XML

Asset Impairments and Mine Closure Costs (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Restructuring Cost and Reserve [Line Items]
Asset impairment and mine closure costs	$ 85,520	$ 0
Other-than-temporary-impairment charge on an available-for-sale security	2,900
KENTUCKY
Restructuring Cost and Reserve [Line Items]
Impaired coal reserves and surface land	74,100
Severance expense	5,100
Royalty Agreements [Member]
Restructuring Cost and Reserve [Line Items]
Impairment charge	$ 3,400

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Inventories (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Inventory Disclosure [Abstract]
Coal	$ 85,987	$ 85,043
Repair parts and supplies	110,000	111,677
Inventories	195,987	196,720
Allowance for slow-moving and obsolete inventories	$ 6,400	$ 6,000

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Investments in Available-for-Sale Securities (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Schedule of Available-for-sale Securities [Line Items]
Debt Securities, Current	$ 198,788	$ 200,192
Total Investments, Cost Basis	199,832	204,441
Total Investments, Accumulated Gross Unrealized Gains	780	668
Total Investments, Accumulated Gross Unrealized Losses	(99)	(3,199)
Total Investments	200,513	201,910
Short-term Investments [Member]
Schedule of Available-for-sale Securities [Line Items]
Total Investments, Current	198,788	200,192
Other Assets [Member]
Schedule of Available-for-sale Securities [Line Items]
Total Investments, Noncurrent	1,725	1,718
US Government and Agency Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Debt Securities, Cost Basis	47,001	10,007
Debt Securities, Accumulated Gross Unrealized Gains	66	0
Debt Securities, Accumulated Gross Unrealized Losses	0	(12)
Debt Securities	47,067	9,995
US Government and Agency Securities [Member] | Short-term Investments [Member]
Schedule of Available-for-sale Securities [Line Items]
Debt Securities, Current	47,067	9,995
US Government and Agency Securities [Member] | Other Assets [Member]
Schedule of Available-for-sale Securities [Line Items]
Debt Securities, Noncurrent	0	0
Corporate Notes and Bonds [Member]
Schedule of Available-for-sale Securities [Line Items]
Debt Securities, Cost Basis	151,782	190,496
Debt Securities, Accumulated Gross Unrealized Gains	38	0
Debt Securities, Accumulated Gross Unrealized Losses	(99)	(299)
Debt Securities	151,721	190,197
Corporate Notes and Bonds [Member] | Short-term Investments [Member]
Schedule of Available-for-sale Securities [Line Items]
Debt Securities, Current	151,721	190,197
Corporate Notes and Bonds [Member] | Other Assets [Member]
Schedule of Available-for-sale Securities [Line Items]
Debt Securities, Noncurrent	0	0
Equity Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Equity Securities, Cost Basis	1,049	3,938
Equity Securities, Accumulated Gross Unrealized Gains	676	668
Equity Securities, Accumulated Gross Unrealized Losses	0	(2,888)
Equity securities	1,725	1,718
Equity Securities [Member] | Short-term Investments [Member]
Schedule of Available-for-sale Securities [Line Items]
Equity Securities, Current	0	0
Equity Securities [Member] | Other Assets [Member]
Schedule of Available-for-sale Securities [Line Items]
Equity Securities, Noncurrent	$ 1,725	$ 1,718

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Investments in Available-for-Sale Securities (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Dec. 31, 2015
Available-for-sale Securities [Abstract]
Unrealized losses owned for less than 12 months	$ 78.5	$ 184.6
Unrealized losses owned for greater than 12 months	8.0	$ 15.8
Other-than-temporary-impairment charge on an available-for-sale security	$ 2.9

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Derivatives (Narrative) (Details) gal in Millions, $ in Millions	3 Months Ended		9 Months Ended
	Mar. 31, 2016 USD ($) gal $ / option	Mar. 31, 2015 USD ($)	Dec. 31, 2016 USD ($)	Dec. 31, 2017 $ / option	Dec. 31, 2015 USD ($)
Derivative [Line Items]
Current liability for the obligation to return cash collateral | $	$ 0.9				$ 1.7
Net unrealized and realized gains (losses) related to trading portfolio | $	$ 0.1	$ (1.0)
Scenario, Forecast [Member]
Derivative [Line Items]
Value of trading portfolio realized | $			$ 4.9
Not Designated as Hedging Instrument [Member] | Heating Oil [Member]
Derivative [Line Items]
Percent of expected requirements covered	42.00%
Derivative, average price risk option strike price | $ / option	1.30
Quantities under derivative contracts	16.5
Not Designated as Hedging Instrument [Member] | Diesel Purchases [Member]
Derivative [Line Items]
Percent of expected requirements covered	66.00%
Derivative, average price risk option strike price | $ / option	2.26
Not Designated as Hedging Instrument [Member] | Diesel Purchases [Member] | Scenario, Forecast [Member]
Derivative [Line Items]
Percent of expected requirements covered				5.00%
Derivative, average price risk option strike price | $ / option				1.40
Not Designated as Hedging Instrument [Member] | Diesel Purchases [Member] | Heating Oil [Member]
Derivative [Line Items]
Quantities under derivative contracts	29.0
Not Designated as Hedging Instrument [Member] | Diesel Purchases [Member] | Minimum [Member]
Derivative [Line Items]
Gallons of diesel fuel purchased annually	50.0
Not Designated as Hedging Instrument [Member] | Diesel Purchases [Member] | Maximum [Member]
Derivative [Line Items]
Gallons of diesel fuel purchased annually	55.0

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Derivatives (Schedule of Price Risk Derivatives) (Details) - Year One, Remainder [Member] T in Thousands	Mar. 31, 2016 T
Coal sales [Member]
Derivative [Line Items]
Derivatives Held	325
Coal purchases [Member]
Derivative [Line Items]
Derivatives Held	225

XML

Derivatives (Disclosure Of Fair Value Of Derivatives) (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Derivative [Line Items]
Derivative Asset, Fair Value, Gross Liability	$ (72,062)	$ (107,028)
Derivative Liability, Fair Value, Gross Asset	72,062	107,028
Derivative Asset	7,189	9,052
Derivative Liability	0	0
Net derivatives as classified in the balance sheet	7,189	9,052
Not Designated as Hedging Instrument [Member]
Derivative [Line Items]
Price Risk Derivative Instruments Not Designated as Hedging Instruments Asset, at Fair Value	79,249	116,076
Price Risk Derivative Instruments Not Designated as Hedging Instruments Liability, at Fair Value	(72,062)	(107,008)
Not Designated as Hedging Instrument [Member] | Coal Contract [Member]
Derivative [Line Items]
Derivative Assets	76,276	110,653
Derivative Liabilities	(71,370)	(104,814)
Heating Oil-Diesel Purchases [Member] | Not Designated as Hedging Instrument [Member]
Derivative [Line Items]
Price Risk Derivative Instruments Not Designated as Hedging Instruments Asset, at Fair Value	1,173	1,017
Price Risk Derivative Instruments Not Designated as Hedging Instruments Liability, at Fair Value	0	0
Coal Contract [Member] | Designated as Hedging Instrument [Member]
Derivative [Line Items]
Derivative Assets	2	4
Derivative Liabilities	0	(20)
Coal Contract [Member] | Not Designated as Hedging Instrument [Member]
Derivative [Line Items]
Price Risk Derivative Instruments Not Designated as Hedging Instruments Asset, at Fair Value	1,531	3,912
Price Risk Derivative Instruments Not Designated as Hedging Instruments Liability, at Fair Value	(681)	(1,947)
Natural Gas [Member] | Not Designated as Hedging Instrument [Member]
Derivative [Line Items]
Price Risk Derivative Instruments Not Designated as Hedging Instruments Asset, at Fair Value	61	494
Price Risk Derivative Instruments Not Designated as Hedging Instruments Liability, at Fair Value	(11)	(247)
Foreign Currency [Member] | Not Designated as Hedging Instrument [Member]
Derivative [Line Items]
Price Risk Derivative Instruments Not Designated as Hedging Instruments Asset, at Fair Value	208	0
Price Risk Derivative Instruments Not Designated as Hedging Instruments Liability, at Fair Value	0	0
Price Risk Derivative [Member]
Derivative [Line Items]
Derivative Assets	79,251	116,080
Derivative Liabilities	$ (72,062)	$ (107,028)

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Derivatives (Net Derivatives As Reflected On The Balance Sheets) (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Derivatives, Fair Value [Line Items]
Net derivatives as classified in the balance sheet	$ 7,189	$ 9,052
Heating Oil [Member] | Other Current Assets [Member]
Derivatives, Fair Value [Line Items]
Net derivatives as classified in the balance sheet	1,381	1,017
Coal Contract [Member] | Coal Derivative Assets [Member]
Derivatives, Fair Value [Line Items]
Net derivatives as classified in the balance sheet	5,808	8,035
Coal Contract [Member] | Accrued expenses and other current liabilities [Member]
Derivatives, Fair Value [Line Items]
Net derivatives as classified in the balance sheet	$ 0	$ 0

XML

Derivatives (Effects Of Derivatives On Measures Of Financial Performance) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Designated as Hedging Instrument [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain (Loss) Recognized in Other Comprehensive Income(Effective Portion)	$ 2	$ 5,527
Gains (Losses) Reclassified from Other Comprehensive Income into Income (Effective Portion)	226	481
Designated as Hedging Instrument [Member] | Coal Contract [Member] | Coal sales [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain (Loss) Recognized in Other Comprehensive Income(Effective Portion)	13	10,265
Designated as Hedging Instrument [Member] | Coal Contract [Member] | Coal sales [Member] | Sales Revenue, Net [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gains (Losses) Reclassified from Other Comprehensive Income into Income (Effective Portion)	1,369	882
Designated as Hedging Instrument [Member] | Coal Contract [Member] | Coal purchases [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain (Loss) Recognized in Other Comprehensive Income(Effective Portion)	(11)	(4,738)
Designated as Hedging Instrument [Member] | Coal Contract [Member] | Coal purchases [Member] | Cost of Sales [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gains (Losses) Reclassified from Other Comprehensive Income into Income (Effective Portion)	(1,143)	(401)
Not Designated as Hedging Instrument [Member] | Coal Contract [Member] | Change in Fair Value of Coal Derivatives and Coal Trading Activity, Net [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Unrealized Gain (Loss) on Derivatives	(1,115)	(411)
Not Designated as Hedging Instrument [Member] | Coal Contract [Member] | Other Operating Income (Expense) [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Realized Gain (Loss) on Derivatives	163	1,091
Not Designated as Hedging Instrument [Member] | Natural Gas [Member] | Change in Fair Value of Coal Derivatives and Coal Trading Activity, Net [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Unrealized Gain (Loss) on Derivatives	(469)	159
Not Designated as Hedging Instrument [Member] | Heating Oil-Diesel Purchases [Member] | Other Operating Income (Expense) [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Heating oil realized and unrealized gains and losses	(443)	(2,365)
Not Designated as Hedging Instrument [Member] | Foreign Currency [Member] | Other Operating Income (Expense) [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Heating oil realized and unrealized gains and losses	$ (171)	$ 0

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Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Payables and Accruals [Abstract]
Payroll and employee benefits	$ 52,458	$ 58,423
Taxes other than income taxes	97,361	104,755
Interest	127,773	119,785
Acquired sales contracts	543	3,852
Workers’ compensation	15,429	16,875
Asset retirement obligations	13,788	13,795
Other	8,905	11,965
Accrued Liabilities, Current, Not Subject To Compromise	316,257	329,450
Less: liabilities subject to compromise	(213,667)	0
Accrued Liabilities, Current	$ 102,590	$ 329,450

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Debt and Financing Arrangements - Long term Debt (Details) - USD ($)	Mar. 31, 2016	Dec. 31, 2015
Debt Instrument [Line Items]
Other	$ 41,766,000	$ 47,134,000
Debt issuance costs	(64,857,000)	(64,857,000)
Total	5,067,938,000	5,073,306,000
Less: liabilities subject to compromise	5,067,938,000	0
Less: current maturities of debt	0	5,042,353,000
Long-term debt	0	30,953,000
Loans Payable [Member]
Debt Instrument [Line Items]
Term loan due 2018 ($1.9 billion face value)	1,875,429,000	1,875,429,000
Debt instrument, face amount	1,900,000,000	1,900,000,000
7.00% Senior Notes Due 2019 [Member]
Debt Instrument [Line Items]
Senior notes	$ 1,000,000,000	$ 1,000,000,000
Senior notes interest rate (percent)	7.00%	7.00%
9.875% Senior Notes Due 2019 [Member]
Debt Instrument [Line Items]
Senior notes	$ 365,600,000	$ 365,600,000
Senior notes interest rate (percent)	9.875%	9.875%
Debt instrument, face amount	$ 375,000,000	$ 375,000,000
8.00% Senior Notes Due 2019 [Member]
Debt Instrument [Line Items]
Senior notes	$ 350,000,000	350,000,000
Senior notes interest rate (percent)	8.00%
7.25% Senior Notes Due 2020 [Member]
Debt Instrument [Line Items]
Senior notes	$ 500,000,000	$ 500,000,000
Senior notes interest rate (percent)	7.25%	7.25%
7.25% Senior Notes Due 2021 [Member]
Debt Instrument [Line Items]
Senior notes	$ 1,000,000,000	$ 1,000,000,000
Senior notes interest rate (percent)	7.25%	7.25%

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Debt and Financing Arrangements - Narrative (Details)	Jan. 21, 2016 USD ($) draw	Jan. 13, 2016 USD ($) factor	Mar. 31, 2016	Dec. 31, 2015
Line of Credit Facility [Line Items]
Securitized accounts receivable		$ 200,000,000
Number of factors required to determine cost of advance backstopping a letter of credit issued under the securitization facility | factor		2
Program fees		2.65%
DIP, amount arranged	$ 275,000,000
Number of withdrawals allowed | draw	2
Period of availability	6 months
DIP, Carve-out for claims	$ 75,000,000
DIP, prior to entry of final order	300,000,000
DIP, following the entry of final order	500,000,000
DIP, customary prepayments, proceeds from sale or disposition of non-ordinary course asset	50,000,000
DIP, customary prepayments, proceeds from sale or disposition of non-ordinary course asset, individual sale, maximum	7,500,000
DIP, customary prepayments, proceeds from any casualty event	$ 50,000,000
London Interbank Offered Rate (LIBOR) [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate (percent)	9.00%
London Interbank Offered Rate (LIBOR) [Member] | Interest Rate Floor [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate (percent)	1.00%
Base Rate [Member]
Line of Credit Facility [Line Items]
Basis spread on variable rate (percent)	8.00%
7.00% Senior Notes Due 2019 [Member]
Line of Credit Facility [Line Items]
Senior notes interest rate (percent)			7.00%	7.00%
9.875% Senior Notes Due 2019 [Member]
Line of Credit Facility [Line Items]
Senior notes interest rate (percent)			9.875%	9.875%
8.00% Senior Secured Notes due 2019 [Member]
Line of Credit Facility [Line Items]
Senior notes interest rate (percent)			8.00%	8.00%
7.25% Senior Notes Due 2020 [Member]
Line of Credit Facility [Line Items]
Senior notes interest rate (percent)			7.25%	7.25%
7.25% Senior Notes Due 2021 [Member]
Line of Credit Facility [Line Items]
Senior notes interest rate (percent)			7.25%	7.25%

XML

Income Taxes (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Valuation Allowance [Line Items]
Benefit from income taxes	$ (1,111)	$ (3,396)
Valuation Allowance, Operating Loss Carryforwards [Member] | Domestic Tax Authority [Member]
Valuation Allowance [Line Items]
Valuation allowance	96,100
Change in amount of valuation allowance		45,300
Valuation Allowance, Operating Loss Carryforwards [Member] | State and Local Jurisdiction [Member]
Valuation Allowance [Line Items]
Valuation allowance	$ 4,500
Change in amount of valuation allowance		$ 2,600

XML

Fair Value Measurements (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Dec. 31, 2015
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Fair value of senior notes and other long-term debt, including amounts classified as current	$ 712.7	$ 937.1
Level 3 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Net unrealized gains (losses) related to level 3 financial instruments	$ (0.6)

XML

Fair Value Measurements (Summary Of Financial Assets And Liabilities Accounted For At Fair Value) (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Assets:
Investments in marketable securities	$ 200,513	$ 201,910
Derivatives	7,189	$ 9,052
Total assets	207,702
Liabilities:
Derivatives	0
Level 1 [Member]
Assets:
Investments in marketable securities	48,792
Derivatives	4,487
Total assets	53,279
Liabilities:
Derivatives	0
Level 2 [Member]
Assets:
Investments in marketable securities	151,721
Total assets	151,721
Liabilities:
Derivatives	0
Level 3 [Member]
Assets:
Investments in marketable securities	0
Derivatives	2,702
Total assets	2,702
Liabilities:
Derivatives	$ 0

XML

Fair Value Measurements (Summary Of Change In The Fair Values Of Financial Instruments Categorized As Level 3) (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2016 USD ($)
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance, beginning of period	$ 2,432
Realized and unrealized losses recognized in earnings, net	(859)
Realized and unrealized gains recognized in other comprehensive income, net	0
Purchases	1,362
Issuances	(233)
Ending balance	$ 2,702

XML

Employee Benefit Plans (Pension And Other Postretirement Benefit Costs) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Pension Plans, Defined Benefit [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	$ 0	$ 4
Interest cost	3,338	3,570
Expected return on plan assets	(4,538)	(5,764)
Amortization of other actuarial losses (gains)	757	2,058
Net benefit cost (credit)	(443)	(132)
Other Postretirement Benefit Plans, Defined Benefit [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	160	233
Interest cost	1,134	335
Amortization of prior service credits	(2,673)	(2,084)
Amortization of other actuarial losses (gains)	(566)	(456)
Net benefit cost (credit)	$ (1,945)	$ (1,972)

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Commitments and Contingencies (Narrative) (Details) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Commitments and Contingencies Disclosure [Abstract]
Amount accrued	$ 2.8	$ 2.8

XML

Segment Information (Schedule Of Operating Segment Results) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Segment Reporting Information [Line Items]
Revenues	$ 428,106	$ 677,005
Adjusted EBITDA	(10,026)	81,772
Depreciation, depletion and amortization	63,699	104,874
Amortization of acquired sales contracts, net	(833)	(3,390)
Capital expenditures	5,926	22,880
Operating Segments [Member] | PRB [Member]
Segment Reporting Information [Line Items]
Revenues	223,122	391,206
Adjusted EBITDA	7,010	72,062
Depreciation, depletion and amortization	32,760	44,361
Amortization of acquired sales contracts, net	(46)	(1,285)
Capital expenditures	10	16,969
Operating Segments [Member] | APP [Member]
Segment Reporting Information [Line Items]
Revenues	173,618	223,439
Adjusted EBITDA	7,607	39,807
Depreciation, depletion and amortization	22,329	50,832
Amortization of acquired sales contracts, net	(787)	(2,105)
Capital expenditures	3,630	3,385
Operating Segments [Member] | Other Segments [Member]
Segment Reporting Information [Line Items]
Revenues	31,366	62,360
Adjusted EBITDA	(3,328)	1,691
Depreciation, depletion and amortization	7,932	10,055
Amortization of acquired sales contracts, net	0	0
Capital expenditures	1,961	2,642
Intersegment Eliminations [Member] | Corporate, Other and Eliminations [Member]
Segment Reporting Information [Line Items]
Revenues	0	0
Adjusted EBITDA	(21,315)	(31,788)
Depreciation, depletion and amortization	678	(374)
Amortization of acquired sales contracts, net	0	0
Capital expenditures	$ 325	$ (116)

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Segment Information (Reconciliation Statement Of Segment Income from Operations To Consolidated Income Before Income Taxes) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Segment Reporting [Abstract]
Adjusted EBITDA	$ (10,026)	$ 81,772
Depreciation, depletion and amortization	(63,699)	(104,874)
Amortization of acquired sales contracts, net	833	3,390
Asset impairment and mine closure costs	(85,520)	0
Interest expense, net	(43,313)	(96,879)
Nonoperating expenses	(6,088)	0
Loss before income taxes	$ (207,813)	$ (116,591)

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Subsequent Events (Narrative) (Details) $ in Millions	1 Months Ended
	May. 10, 2016 USD ($)
Subsequent Event [Member]
Subsequent Event [Line Items]
RSA amendment maximum amount of proposed distributions to unsecured claims	$ 1,612.5

XML

Supplemental Consolidating Financial Information (Schedule Of Condensed Consolidating Statements Of Operations) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Condensed Financial Statements, Captions [Line Items]
Revenues	$ 428,106	$ 677,005
Costs, expenses and other
Cost of sales (exclusive of items shown separately below)	419,316	562,322
Depreciation, depletion and amortization	63,699	104,874
Amortization of acquired sales contracts, net	(833)	(3,390)
Change in fair value of coal derivatives and coal trading activities, net	1,210	1,220
Asset impairment and mine closure costs	85,520	0
Selling, general and administrative expenses	19,826	22,605
Other operating (income) expense, net	(2,220)	9,086
Total operating expenses	586,518	696,717
Loss from investment in subsidiaries	0	0
Loss from operations	(158,412)	(19,712)
Interest expense, net
Interest expense (contractual interest of $98,565 in 2016)	(44,451)	(99,252)
Interest and investment income	1,138	2,373
Interest expense, net	(43,313)	(96,879)
Nonoperating expense
Expenses related to proposed debt restructuring	(2,213)	0
Reorganization items, net	(3,875)	0
Nonoperating income (expense)	(6,088)	0
Loss before income taxes	(207,813)	(116,591)
Provision for (benefit from) income taxes	(1,111)	(3,396)
Net loss	(206,702)	(113,195)
Total comprehensive income (loss)	(205,842)	(109,591)
Contractual interest	98,565
Parent/Issuer [Member]
Condensed Financial Statements, Captions [Line Items]
Revenues	0	0
Costs, expenses and other
Cost of sales (exclusive of items shown separately below)	2,186	7,470
Depreciation, depletion and amortization	755	1,060
Amortization of acquired sales contracts, net	0	0
Change in fair value of coal derivatives and coal trading activities, net	0	0
Asset impairment and mine closure costs	3,229
Selling, general and administrative expenses	13,540	15,439
Other operating (income) expense, net	(1,098)	3,700
Total operating expenses	18,612	27,669
Loss from investment in subsidiaries	(123,988)	21,050
Loss from operations	(142,600)	(6,619)
Interest expense, net
Interest expense (contractual interest of $98,565 in 2016)	(66,239)	(118,056)
Interest and investment income	7,110	8,072
Interest expense, net	(59,129)	(109,984)
Nonoperating expense
Expenses related to proposed debt restructuring	(2,213)
Reorganization items, net	(3,875)
Nonoperating income (expense)	(6,088)
Loss before income taxes	(207,817)	(116,603)
Provision for (benefit from) income taxes	(1,115)	(3,408)
Net loss	(206,702)	(113,195)
Total comprehensive income (loss)	(205,842)	(109,591)
Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Revenues	428,106	677,005
Costs, expenses and other
Cost of sales (exclusive of items shown separately below)	417,677	555,686
Depreciation, depletion and amortization	62,944	103,812
Amortization of acquired sales contracts, net	(833)	(3,390)
Change in fair value of coal derivatives and coal trading activities, net	1,210	1,220
Asset impairment and mine closure costs	82,291
Selling, general and administrative expenses	5,382	6,243
Other operating (income) expense, net	(1,151)	5,278
Total operating expenses	567,520	668,849
Loss from investment in subsidiaries	0	0
Loss from operations	(139,414)	8,156
Interest expense, net
Interest expense (contractual interest of $98,565 in 2016)	(6,365)	(6,763)
Interest and investment income	23,292	19,774
Interest expense, net	16,927	13,011
Nonoperating expense
Expenses related to proposed debt restructuring	0
Reorganization items, net	0
Nonoperating income (expense)	0
Loss before income taxes	(122,487)	21,167
Provision for (benefit from) income taxes	0	0
Net loss	(122,487)	21,167
Total comprehensive income (loss)	(123,489)	24,407
Non-Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Revenues	0	0
Costs, expenses and other
Cost of sales (exclusive of items shown separately below)	0	0
Depreciation, depletion and amortization	0	2
Amortization of acquired sales contracts, net	0	0
Change in fair value of coal derivatives and coal trading activities, net	0	0
Asset impairment and mine closure costs	0
Selling, general and administrative expenses	1,272	1,448
Other operating (income) expense, net	(886)	(1,251)
Total operating expenses	386	199
Loss from investment in subsidiaries	0	0
Loss from operations	(386)	(199)
Interest expense, net
Interest expense (contractual interest of $98,565 in 2016)	(2,229)	(1,275)
Interest and investment income	1,118	1,369
Interest expense, net	(1,111)	94
Nonoperating expense
Expenses related to proposed debt restructuring	0
Reorganization items, net	0
Nonoperating income (expense)	0
Loss before income taxes	(1,497)	(105)
Provision for (benefit from) income taxes	4	12
Net loss	(1,501)	(117)
Total comprehensive income (loss)	(1,501)	(117)
Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Revenues	0	0
Costs, expenses and other
Cost of sales (exclusive of items shown separately below)	(547)	(834)
Depreciation, depletion and amortization	0	0
Amortization of acquired sales contracts, net	0	0
Change in fair value of coal derivatives and coal trading activities, net	0	0
Asset impairment and mine closure costs	0
Selling, general and administrative expenses	(368)	(525)
Other operating (income) expense, net	915	1,359
Total operating expenses	0	0
Loss from investment in subsidiaries	123,988	(21,050)
Loss from operations	123,988	(21,050)
Interest expense, net
Interest expense (contractual interest of $98,565 in 2016)	30,382	26,842
Interest and investment income	(30,382)	(26,842)
Interest expense, net	0	0
Nonoperating expense
Expenses related to proposed debt restructuring	0
Reorganization items, net	0
Nonoperating income (expense)	0
Loss before income taxes	123,988	(21,050)
Provision for (benefit from) income taxes	0	0
Net loss	123,988	(21,050)
Total comprehensive income (loss)	$ 124,990	$ (24,290)

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Supplemental Consolidating Financial Information (Schedule Of Condensed Consolidating Balance Sheets) (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015	Mar. 31, 2015	Dec. 31, 2014
Assets
Cash and cash equivalents	$ 395,398	$ 450,781	$ 689,972	$ 734,231
Short term investments	198,788	200,192
Restricted cash	109,650	97,542
Receivables	128,594	135,767
Inventories	195,987	196,720
Other	58,713	57,923
Total current assets	1,087,130	1,138,925
Property, plant and equipment, net	3,487,109	3,619,029
Investment in subsidiaries	0	0
Intercompany receivables	0	0
Note receivable from Arch Western	0	0
Other	281,171	283,927
Total other assets	281,171	283,927
Total assets	4,855,410	5,041,881
Liabilities and Stockholders’ Equity
Accounts payable	70,823	128,131
Accrued expenses and other current liabilities	102,590	329,450
Current maturities of debt	0	5,042,353
Total current liabilities	173,413	5,499,934
Long-term debt	0	30,953
Intercompany payables	0	0
Note payable to Arch Coal	0	0
Asset retirement obligations	401,569	396,659
Accrued pension benefits	20,646	27,373
Accrued postretirement benefits other than pension	89,779	99,810
Accrued workers’ compensation	113,782	112,270
Other noncurrent liabilities	18,023	119,171
Total liabilities not subject to compromise	817,212	6,286,170
Liabilities subject to compromise	5,487,326	0
Total liabilities	6,304,538	6,286,170
Stockholders' equity	(1,449,128)	(1,244,289)
Total liabilities and stockholders’ deficit	4,855,410	5,041,881
Parent/Issuer [Member]
Assets
Cash and cash equivalents	283,309	337,646	577,832	572,185
Short term investments	198,788	200,192
Restricted cash	0	0
Receivables	12,756	12,463
Inventories	0	0
Other	26,272	18,160
Total current assets	521,125	568,461
Property, plant and equipment, net	7,036	7,747
Investment in subsidiaries	4,729,318	4,887,905
Intercompany receivables	0	0
Note receivable from Arch Western	675,000	675,000
Other	38,578	39,302
Total other assets	5,442,896	5,602,207
Total assets	5,971,057	6,178,415
Liabilities and Stockholders’ Equity
Accounts payable	22,369	8,495
Accrued expenses and other current liabilities	26,357	162,268
Current maturities of debt	0	5,031,603
Total current liabilities	48,726	5,202,366
Long-term debt	0	0
Intercompany payables	2,062,135	2,043,308
Note payable to Arch Coal	0	0
Asset retirement obligations	1,024	1,005
Accrued pension benefits	4,115	12,390
Accrued postretirement benefits other than pension	75,226	79,826
Accrued workers’ compensation	9,500	24,247
Other noncurrent liabilities	6,502	59,976
Total liabilities not subject to compromise	2,207,228
Liabilities subject to compromise	5,213,376
Total liabilities	7,420,604	7,423,118
Stockholders' equity	(1,449,547)	(1,244,703)
Total liabilities and stockholders’ deficit	5,971,057	6,178,415
Guarantor Subsidiaries [Member]
Assets
Cash and cash equivalents	100,432	100,428	100,430	150,358
Short term investments	0	0
Restricted cash	0	0
Receivables	394	3,153
Inventories	195,987	196,720
Other	29,886	38,794
Total current assets	326,699	339,095
Property, plant and equipment, net	3,479,653	3,610,869
Investment in subsidiaries	0	0
Intercompany receivables	2,283,438	2,253,312
Note receivable from Arch Western	0	0
Other	240,872	243,806
Total other assets	2,524,310	2,497,118
Total assets	6,330,662	6,447,082
Liabilities and Stockholders’ Equity
Accounts payable	48,446	119,633
Accrued expenses and other current liabilities	80,396	170,575
Current maturities of debt	0	10,750
Total current liabilities	128,842	300,958
Long-term debt	0	30,953
Intercompany payables	0	0
Note payable to Arch Coal	675,000	675,000
Asset retirement obligations	400,545	395,654
Accrued pension benefits	16,531	14,983
Accrued postretirement benefits other than pension	14,553	19,984
Accrued workers’ compensation	104,282	88,023
Other noncurrent liabilities	11,366	58,847
Total liabilities not subject to compromise	1,351,119
Liabilities subject to compromise	273,950
Total liabilities	1,625,069	1,584,402
Stockholders' equity	4,705,593	4,862,680
Total liabilities and stockholders’ deficit	6,330,662	6,447,082
Non-Guarantor Subsidiaries [Member]
Assets
Cash and cash equivalents	11,657	12,707	11,710	11,688
Short term investments	0	0
Restricted cash	109,650	97,542
Receivables	120,359	124,581
Inventories	0	0
Other	2,555	969
Total current assets	244,221	235,799
Property, plant and equipment, net	0
Investment in subsidiaries	0	0
Intercompany receivables	0	0
Note receivable from Arch Western	0	0
Other	1,721	819
Total other assets	1,721	819
Total assets	245,942	236,618
Liabilities and Stockholders’ Equity
Accounts payable	8	3
Accrued expenses and other current liabilities	752	1,037
Current maturities of debt	0	0
Total current liabilities	760	1,040
Long-term debt	0	0
Intercompany payables	221,302	210,005
Note payable to Arch Coal	0	0
Asset retirement obligations	0	0
Accrued pension benefits	0	0
Accrued postretirement benefits other than pension	0	0
Accrued workers’ compensation	0	0
Other noncurrent liabilities	155	348
Total liabilities not subject to compromise	222,217
Total liabilities	222,217	211,393
Stockholders' equity	23,725	25,225
Total liabilities and stockholders’ deficit	245,942	236,618
Eliminations [Member]
Assets
Cash and cash equivalents	0	0	$ 0	$ 0
Short term investments	0	0
Restricted cash	0	0
Receivables	(4,915)	(4,430)
Inventories	0	0
Other	0	0
Total current assets	(4,915)	(4,430)
Property, plant and equipment, net	420	413
Investment in subsidiaries	(4,729,318)	(4,887,905)
Intercompany receivables	(2,283,438)	(2,253,312)
Note receivable from Arch Western	(675,000)	(675,000)
Other	0	0
Total other assets	(7,687,756)	(7,816,217)
Total assets	(7,692,251)	(7,820,234)
Liabilities and Stockholders’ Equity
Accounts payable	0	0
Accrued expenses and other current liabilities	(4,915)	(4,430)
Current maturities of debt	0	0
Total current liabilities	(4,915)	(4,430)
Long-term debt	0	0
Intercompany payables	(2,283,437)	(2,253,313)
Note payable to Arch Coal	(675,000)	(675,000)
Asset retirement obligations	0	0
Accrued pension benefits	0	0
Accrued postretirement benefits other than pension	0	0
Accrued workers’ compensation	0	0
Other noncurrent liabilities	0	0
Total liabilities not subject to compromise	(2,963,352)
Total liabilities	(2,963,352)	(2,932,743)
Stockholders' equity	(4,728,899)	(4,887,491)
Total liabilities and stockholders’ deficit	$ (7,692,251)	$ (7,820,234)

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Supplemental Consolidating Financial Information (Schedule Of Condensed Consolidating Statements Of Cash Flows) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Condensed Financial Statements, Captions [Line Items]
Cash provided by (used in) operating activities	$ (10,098)	$ (4,273)
Investing Activities
Capital expenditures	(5,926)	(22,880)
Additions to prepaid royalties	(71)	(213)
Proceeds from disposals and divestitures	0	46
Purchases of marketable securities	(55,132)	(101,793)
Proceeds from sale or maturity of marketable securities and other investments	56,134	99,914
Investments in and advances to affiliates	(2,156)	(1,843)
Change in restricted cash	(12,108)	(3,532)
Cash used in investing activities	(19,259)	(30,301)
Financing Activities
Payments on term loan	0	(4,875)
Net payments on other debt	(5,410)	(4,810)
Expenses related to proposed debt restructuring	(2,213)	0
Debt financing costs	(18,403)	0
Transactions with affiliates, net	0	0
Cash used in financing activities	(26,026)	(9,685)
Decrease in cash and cash equivalents	(55,383)	(44,259)
Cash and cash equivalents, beginning of period	450,781	734,231
Cash and cash equivalents, end of period	395,398	689,972
Parent/Issuer [Member]
Condensed Financial Statements, Captions [Line Items]
Cash provided by (used in) operating activities	(56,374)	(114,542)
Investing Activities
Capital expenditures	(22)	(450)
Additions to prepaid royalties	0	0
Proceeds from disposals and divestitures		0
Purchases of marketable securities	(55,132)	(101,793)
Proceeds from sale or maturity of marketable securities and other investments	56,134	99,914
Investments in and advances to affiliates		0
Change in restricted cash	0	0
Cash used in investing activities	980	(2,329)
Financing Activities
Payments on term loan		(4,875)
Net payments on other debt	(2,658)	(2,751)
Expenses related to proposed debt restructuring	(2,213)
Debt financing costs	(15,222)
Transactions with affiliates, net	21,150	130,144
Cash used in financing activities	1,057	122,518
Decrease in cash and cash equivalents	(54,337)	5,647
Cash and cash equivalents, beginning of period	337,646	572,185
Cash and cash equivalents, end of period	283,309	577,832
Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Cash provided by (used in) operating activities	43,335	96,944
Investing Activities
Capital expenditures	(5,904)	(22,430)
Additions to prepaid royalties	(71)	(213)
Proceeds from disposals and divestitures		46
Purchases of marketable securities	0	0
Proceeds from sale or maturity of marketable securities and other investments	0	0
Investments in and advances to affiliates	(2,156)	(1,843)
Change in restricted cash	0	0
Cash used in investing activities	(8,131)	(24,440)
Financing Activities
Payments on term loan		0
Net payments on other debt	(2,752)	(2,059)
Expenses related to proposed debt restructuring	0
Debt financing costs	0
Transactions with affiliates, net	(32,448)	(120,373)
Cash used in financing activities	(35,200)	(122,432)
Decrease in cash and cash equivalents	4	(49,928)
Cash and cash equivalents, beginning of period	100,428	150,358
Cash and cash equivalents, end of period	100,432	100,430
Non-Guarantor Subsidiaries [Member]
Condensed Financial Statements, Captions [Line Items]
Cash provided by (used in) operating activities	2,941	13,325
Investing Activities
Capital expenditures	0	0
Additions to prepaid royalties	0	0
Proceeds from disposals and divestitures		0
Purchases of marketable securities	0	0
Proceeds from sale or maturity of marketable securities and other investments	0	0
Investments in and advances to affiliates	0	0
Change in restricted cash	(12,108)	(3,532)
Cash used in investing activities	(12,108)	(3,532)
Financing Activities
Payments on term loan		0
Net payments on other debt	0	0
Expenses related to proposed debt restructuring	0
Debt financing costs	(3,181)
Transactions with affiliates, net	11,298	(9,771)
Cash used in financing activities	8,117	(9,771)
Decrease in cash and cash equivalents	(1,050)	22
Cash and cash equivalents, beginning of period	12,707	11,688
Cash and cash equivalents, end of period	11,657	11,710
Eliminations [Member]
Condensed Financial Statements, Captions [Line Items]
Cash provided by (used in) operating activities	0	0
Investing Activities
Capital expenditures	0	0
Additions to prepaid royalties	0	0
Proceeds from disposals and divestitures		0
Purchases of marketable securities	0	0
Proceeds from sale or maturity of marketable securities and other investments	0	0
Investments in and advances to affiliates	0	0
Change in restricted cash	0	0
Cash used in investing activities	0	0
Financing Activities
Payments on term loan		0
Net payments on other debt	0	0
Expenses related to proposed debt restructuring	0
Debt financing costs	0
Transactions with affiliates, net	0	0
Cash used in financing activities	0	0
Decrease in cash and cash equivalents	0	0
Cash and cash equivalents, beginning of period	0	0
Cash and cash equivalents, end of period	$ 0	$ 0