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SECURITIES AND EXCHANGE COMMISSION
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 20, 2004 (October 15, 2004)
Arch Coal, Inc.
| Delaware | 1-13105 | 43-0921172 | ||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
One CityPlace Drive, Suite 300, St. Louis, Missouri 63141
(Address of principal executive offices) (Zip code)
Registrant’s telephone number, including area code: (314) 994-2700
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Page 1 of 4 pages.
Exhibit Index begins on page 4.
| Item 2.02. Results of Operations and Financial Condition. | ||||||||
| Item 9.01. Financial Statements and Exhibits. | ||||||||
| SIGNATURES | ||||||||
| EXHIBIT INDEX | ||||||||
| Press Release | ||||||||
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EXPLANATORY NOTE
Arch Coal, Inc. is filing this Form 8-K/A to amend its Form 8-K filed on October 20, 2004 in order to correct the heading over the final two columns of the Arch Western Resources, LLC Reconciliation of Net Income to Adjusted EBITDA presented below.
Item 2.02. Results of Operations and Financial Condition.
On October 15, 2004, Arch Coal, Inc. (“Arch Coal”) issued a press release setting forth Arch Coal’s third quarter 2004 earnings and providing guidance on Arch Coal’s fourth quarter 2004 forecasted results. A copy of Arch Coal’s press release is attached hereto as Exhibit 99.1.
Arch Coal is also providing the following reconciliation of Adjusted EBITDA for its Arch Western Resources, LLC subsidiary:
Arch Western Resources, LLC
Reconciliation of net income to adjusted EBITDA
| Three Months Ended | Nine Months Ended | |||||||||||||||
| September 30 | September 30 | |||||||||||||||
| 2004 | 2003 | 2004 | 2003 | |||||||||||||
| (Amounts in 000’s) | ||||||||||||||||
| Net income | $ | 1,664 | $ | 1,785 | $ | 10,608 | $ | 2,039 | ||||||||
| Cumulative effect of accounting change | — | — | — | 18,278 | ||||||||||||
| Interest expense, net | 9,249 | 8,425 | 27,519 | 21,481 | ||||||||||||
| Depreciation, depletion and amortization — Arch Western Resources | 21,539 | 15,882 | 54,934 | 46,862 | ||||||||||||
| DD&A — Equity interest in Canyon Fuel Company, LLC | 1,505 | 5,299 | 10,359 | 16,618 | ||||||||||||
| Other nonoperating expense | 3,388 | 3,388 | 10,163 | 8,283 | ||||||||||||
| Minority interest | 2,017 | — | 2,017 | — | ||||||||||||
| Adjusted EBITDA | $ | 39,362 | $ | 34,779 | $ | 115,600 | $ | 113,561 | ||||||||
| Reconciliation of net income to income before other nonoperating expense and cumulative effect of accounting change | ||||||||||||||||
| Net income | $ | 1,664 | $ | 1,785 | $ | 10,608 | $ | 2,039 | ||||||||
| Cumulative effect of accounting change | — | — | — | 18,278 | ||||||||||||
| Other nonoperating expense | 2,017 | — | 2,017 | — | ||||||||||||
| Income before other nonoperating expense and cumulative effect of accounting change | $ | 3,681 | $ | 1,785 | $ | 12,625 | $ | 20,317 | ||||||||
The information contained in this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
| Exhibit | ||||
| Number | Description of Exhibit | |||
| 99.1 | Press Release of Arch Coal, Inc. dated October 15, 2004. | |||
Page 2 of 4 pages.
Exhibit Index begins on page 4.
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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 hereunto duly authorized.
| Dated: October 20, 2004 | ARCH COAL, INC. | |||
| By: | /s/ Janet L. Horgan | |||
| Janet L. Horgan | ||||
| Assistant General Counsel and Assistant Secretary | ||||
Page 3 of 4 pages.
Exhibit Index begins on page 4.