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