Arch Resources, Inc. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2025-01-15: Form 8-K; Period of report 2025-01-13; Description 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure; 8.01 Other Events; Details 1.01.
- 2025-01-10: Form 8-K; Period of report 2025-01-09; Description 5.07 Submission of Matters to a Vote of Security Holders; Details 5.07.
- 2025-01-03: Form 8-K; Period of report 2025-01-03; Description 8.01 Other Events; Details 8.01.
- 2024-11-05: Form 8-K; Period of report 2024-11-05; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2025-01-15 | 8-K | 2025-01-13 | 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 1.02 On the Closing Date and in connection with the Merger, Arch terminated all outstanding obligations under (i) the Credit Agreement, dated as of February 8, 2024, by and among Arch, as borrower, the guarantors party thereto, the lenders from time to time party thereto and PNC Bank, National Association, in its capacity as administrative agent, as amended, and (ii) the Credit Agreement, dated as of April 27, 2017, by and among Arch and certain of its subsidiaries, as borrowers, the lenders from time to time party thereto and Regions Bank, in its capacities as administrative agent and as collateral agent, as amended. 2.01 The information set forth in the Introductory Note of this Current Report on Form 8-K is incorporated by reference into this Item 2.01. 3.01 Prior to the completion of the Merger, shares of Arch Common Stock were listed and traded on the NYSE under the trading symbol “ARCH.” Pursuant to the Merger Agreement, the Company notified the NYSE of the Merger and requested that the NYSE withdraw the listing of Arch Common Stock. 3.03 The information set forth in the Introductory Note and Item 3.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.03. 5.01 As a result of the consummation of the Merger, at the Effective Time, Arch became a wholly owned subsidiary of Core, with Core continuing as the surviving entity. 5.02 In accordance with the terms of the Merger Agreement, all of the directors and officers of Arch prior to the Effective Time ceased to be directors and officers of Arch effective as of the Effective Time. 5.03 At the Effective Time, Arch’s Restated Certificate of Incorporation was amended and restated in accordance with the Merger Agreement, and the bylaws of Merger Sub in effect immediately prior to the Effective Time became the bylaws of Arch (subject to certain exceptions as set forth in the Merger Agreement). 7.01 On January 14, 2025, Core issued a press release announcing the completion of the Merger. 8.01 On January 13, 2025, CONSOL purchased an aggregate principal amount of $98.1 million of the outstanding (i) Solid Waste Disposal Facility Revenue Bonds (Arch Resources Project), Series 2020, and (ii) Solid Waste Disposal Facility Revenue Bonds (Arch Resources Project), Series 2021 (together, the “Arch Bonds”), which were issued by the West Virginia Economic Development Authority for the benefit of Arch. | tm252363d1_8k.htm |
| 2025-01-10 | 8-K | 2025-01-09 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 Arch Resources, Inc., a Delaware corporation (the “Company”), held a special meeting of stockholders (the “Special Meeting”) on January 9, 2025 for the Company’s stockholders to vote on the matters described below in connection with the merger of equals transaction contemplated by the Agreement and Plan of Merger, dated as of August 20, 2024 (the “Merger Agreement”), by and among the Company, CONSOL Energy Inc. (“CONSOL”), and Mountain Range Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of CONSOL (“Merger Sub”). | tm252208d1_8k.htm |
| 2025-01-03 | 8-K | 2025-01-03 | 8.01 Other Events | 8.01 As previously disclosed, on August 20, 2024, Arch Resources, Inc., a Delaware corporation (“Arch”), entered into an Agreement and Plan of Merger (as it may be amended from time to time, the “merger agreement”) with CONSOL Energy Inc., a Delaware corporation (“CONSOL”), and Mountain Range Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of CONSOL (“Merger Sub”). | tm251417d1_8k.htm |