Capital Stock

12 Months Ended

Dec. 31, 2023

Capital Stock

Capital Stock

14. Capital Stock

Dividends

The Company declared and paid cash dividends per share during the periods presented below (inclusive of dividends related to restricted stock units):

2023:	Dividends per share		Amount (in thousands)
1st quarter	$	3.11	$	66,902
2nd quarter		2.45		45,011
3rd quarter		3.97		71,877
4th quarter		1.13		22,335
Total cash dividends declared and paid	$	10.66	$	206,125

			Amount
2022:	Dividends per share		(in thousands)
1st quarter	$	0.25	$	3,851
2nd quarter		8.11		150,716
3rd quarter		6.00		110,071
4th quarter		10.75		191,754
Total cash dividends declared and paid	$	25.11	$	456,392

As of December 31, 2023, $792.1 million has been returned as dividends inclusive of the announced dividend on February 15, 2024.

Future dividend declarations will be subject to ongoing Board review and authorization will be based on a number of factors, including business and market conditions, the Company’s future financial performance and other capital priorities.

Share Repurchase Program

During the second quarter of 2022, the Board of Directors increased the remaining outstanding authorization for share repurchases to $500 million. The timing of any future share repurchases, and the ultimate number of shares of common stock to be purchased, will depend on a number of factors, including business and market conditions, future financial performance, and other capital priorities. The shares will be acquired in the open market or through private transactions in accordance with Securities and Exchange Commission requirements. The share repurchase program has no termination date, but may be amended, suspended or discontinued at any time and does not commit the Company to repurchase shares of its common stock. The actual number and value of the shares to be purchased will depend on the performance of the Company’s stock price and other market conditions.

On August 16, 2022, the Inflation Reduction Act of 2022 (“IRA”) was signed into law. This legislation introduces a 1% excise tax on stock repurchases among its key tax provisions. The IRA is effective for years beginning after December 31, 2022.

During 2023, the Company repurchased 989,792 shares at an average price of $124.78 for an aggregate purchase price of approximately $123.5 million. As of December 31, 2023, the Company had repurchased 12,196,627 shares at an average share price of $90.98 per share for an aggregate purchase price of approximately $1,109.7 million since inception of the stock repurchase program, and the remaining authorized amount for stock repurchases under this program is approximately $217.7 million.

Outstanding Warrants

In October 2016, the Company emerged from Chapter 11 which became known as the “Effective Date”. On the Effective Date, the Company entered into a warrant agreement (the “Warrant Agreement”) with American Stock Transfer & Trust Company, LLC as warrant agent and, pursuant to the terms of the Plan, issued warrants (“Warrants”) to purchase up to an aggregate of 1,914,856 shares of Class A Common Stock, par value $0.01 per share, of Arch Resources (the “Class A Common Stock”) to certain holders of claims in the Chapter 11 case. Each Warrant expired on October 5, 2023, and was initially exercisable for one share of Class A Common Stock at an initial exercise price of $57.00 per share. The Warrants were exercisable by a holder paying the exercise price in cash or on a cashless basis, at the election of the holder. The Warrants contained anti-dilution adjustments for stock splits, reverse stock splits, stock dividends, dividends and distributions of cash, other securities or other property, spin-offs and tender and exchange offers by Arch Resources or its subsidiaries to purchase Class A Common Stock at above-market prices.

During 2023, holders of warrants exercised 1,248,226 of the warrants. On October 5, 2023, the remaining warrants expired. There were no warrants outstanding at December 31, 2023.

As provided in ASC 825-20, “Financial Instruments,” the warrants are considered equity because they can only be physically settled in Company shares, can be settled in unregistered shares, the Company has adequate authorized shares to settle the outstanding warrants and each warrant is fixed in terms of settlement to one share of Company stock subject only to remote contingency adjustment factors designed to assure the relative value in terms of shares remains fixed.