UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
April 14, 2008
Date of report (date of earliest event reported)
Foundation Coal Holdings, Inc.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-32331 | 42-1638663 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
999 Corporate Boulevard, Suite 300, Linthicum Heights, MD 21090-2227
(Address of Principal Executive Offices)
410-689-7600
(Registrant’s telephone number, including area code)
Not Applicable
(Former Name or Former address, if Changed Since Last Report)
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 (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
ITEM 1.01 | ENTRY INTO A MATERIAL DEFINITIVE CONTRACT. | 3 | ||
ITEM 2.03 | CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT | 3 | ||
| 4 | ||||
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| Item 1.01 | Entry into a Material Definitive Agreement |
and
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant |
On April 14, 2008, Foundation Wyoming Land Company (“Foundation”), a wholly-owned indirect subsidiary of Foundation Coal Holdings, Inc., received from the United States Bureau of Land Management (“BLM”) a fully executed coal lease on approximately 1,427.77 acres of land, including approximately 255 million tons of low sulfur coal reserves in the Powder River Basin. The lease has a minimum term of 20 years and for so long thereafter as coal is produced in commercial quantities from the leased lands, subject to readjustment of lease terms at the end of the twentieth lease year and each 10-year period thereafter.
Foundation is obligated to make five (5) deferred bonus payments of $36.108 million each. The first payment was made on the date the bid was awarded by the BLM, and successive payments are due each year on the anniversary date of the lease for 4 years beginning in 2009. Production royalties required under the lease will be 12.5% of the value of the coal produced.
A copy of the coal lease will be filed as an exhibit to Foundation Coal Holdings, Inc.’s Report on Form 10-Q for the quarter ended March 31, 2008.
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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.
Date: April 16, 2008
| Foundation Coal Holdings, Inc. |
| /s/ Frank J. Wood |
| Senior Vice President and Chief Financial Officer |
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