0001209191-11-034971.txt : 20110616
0001209191-11-034971.hdr.sgml : 20110616
20110616160210
ACCESSION NUMBER: 0001209191-11-034971
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20110614
FILED AS OF DATE: 20110616
DATE AS OF CHANGE: 20110616
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: International Coal Group, Inc.
CENTRAL INDEX KEY: 0001320934
STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE SURFACE MINING [1221]
IRS NUMBER: 202641185
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 300 CORPORATE CENTRE DRIVE
CITY: SCOTT DEPOT
STATE: WV
ZIP: 25560
BUSINESS PHONE: 304-760-2400
MAIL ADDRESS:
STREET 1: 300 CORPORATE CENTRE DRIVE
CITY: SCOTT DEPOT
STATE: WV
ZIP: 25560
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ARCH COAL INC
CENTRAL INDEX KEY: 0001037676
STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE SURFACE MINING [1221]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-32679
FILM NUMBER: 11915214
BUSINESS ADDRESS:
STREET 1: CITY PLACE ONE STE 300
STREET 2: ARCH MINERAL CORP
CITY: ST LOUIS
STATE: MO
ZIP: 63141
BUSINESS PHONE: 3149942700
MAIL ADDRESS:
STREET 1: CITYPLACE ONE SUITE 300
STREET 2: ARCH MINERAL CORP
CITY: CREVE COEUR
STATE: MO
ZIP: 63141
FORMER NAME:
FORMER CONFORMED NAME: ARCH MINERAL CORP
DATE OF NAME CHANGE: 19970411
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Atlas Acquisition Corp.
CENTRAL INDEX KEY: 0001523283
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-32679
FILM NUMBER: 11915213
BUSINESS ADDRESS:
STREET 1: ONE CITYPLACE DRIVE
STREET 2: SUITE 300
CITY: ST. LOUIS
STATE: MO
ZIP: 63141
BUSINESS PHONE: (314) 994-2725
MAIL ADDRESS:
STREET 1: ONE CITYPLACE DRIVE
STREET 2: SUITE 300
CITY: ST. LOUIS
STATE: MO
ZIP: 63141
4
1
c18855_4x0.xml
MAIN DOCUMENT DESCRIPTION
X0303
4
2011-06-14
0001320934
International Coal Group, Inc.
ICO
0001037676
ARCH COAL INC
ONE CITYPLACE DRIVE
SUITE 300
ST. LOUIS
MO
63141
0
0
1
0
0001523283
Atlas Acquisition Corp.
C/O ARCH COAL, INC.
ONE CITYPLACE DRIVE, SUITE 300
ST. LOUIS
MO
63141
0
0
1
0
Common Stock, par value $0.01 per share
2011-06-14
4
P
0
120441395
14.60
A
292157281
I
See Footnote
Common Stock, par value $0.01 per share
2011-06-15
4
P
0
32461919
14.60
A
10
I
See Footnote
This form is a joint filing by Arch Coal, Inc., a Delaware corporation ("Arch"), and Atlas Acquisition Corp., a Delaware corporation and direct wholly owned subsidiary of Arch ("Merger Sub").
Shares of common stock, par value $0.01 per share (the "Shares"), of International Coal Group, Inc. ("ICG") acquired pursuant to the exercise of the "top-up" option (the "Top-Up Option") to purchase additional Shares from ICG pursuant to the Agreement and Plan of Merger, dated as of May 2, 2011 (as amended from time to time, the "Merger Agreement"), by and among Arch, Merger Sub and ICG.
Shares are held by Merger Sub. As Merger Sub is a direct wholly owned subsidiary of Arch, Arch may be deemed to have acquired indirect beneficial ownership of the Shares.
Reflects all of the outstanding Shares of ICG not acquired through either (a) the tender offer effected pursuant to the Merger Agreement or (b) the exercise of the Top-Up Option, which may be deemed to have been acquired by Arch and Merger Sub pursuant to the consummation of the Merger (as defined below).
Following the exercise of the Top-Up Option, Merger Sub was merged with and into ICG, with ICG surviving the merger as a direct wholly owned subsidiary of Arch pursuant to a "short form" merger under Delaware law (the "Merger"). At the effective time of the Merger, all of ICG's previously outstanding Shares held by the reporting persons were canceled. Prior to the Merger, Arch held 10 shares of the common stock, par value $0.01 per share, of Merger Sub, which represented all of the issued and outstanding capital stock of Merger Sub. At the effective time of the Merger, each share of the common stock of Merger Sub was converted into a share of the surviving corporation's common stock.
/s/ Robert G. Jones, Senior Vice President ? Law, General Counsel and Secretary for ARCH COAL, INC.
2011-06-16
/s/ John W. Eaves, President for ALTAS ACQUISITION CORP.
2011-06-16