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Arch Coal Announces Pricing Of $350 Million Senior Secured Second Lien Notes Offering









ST. LOUIS, Dec. 12, 2013 /PRNewswire/ -- Arch Coal, Inc. (NYSE:ACI) today announced the pricing of $350 million aggregate principal amount of its 8.000% Senior Secured Second Lien Notes due 2019 (the "2019 Notes") at an issue price of 100% of principal amount. The offering was upsized to $350 million from the previously announced $300 million due to strong demand. Arch will pay interest on the 2019 Notes on January 15 and July 15 of each year, beginning on July 15, 2014. 

(Logo:  http://photos.prnewswire.com/prnh/20120727/CG47668LOGO)

As previously announced, the 2019 Notes will be secured on a second priority basis, subject to certain exceptions and permitted liens, by the assets of Arch and Arch's subsidiaries that guarantee indebtedness under Arch's existing senior secured credit facility on a first priority basis. Such subsidiaries will guarantee the 2019 Notes on a senior secured basis.

The 2019 Notes will be offered only to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and to non-U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act. The offering is subject to market and other customary conditions. 

Arch intends to use the net proceeds from the offering of the 2019 Notes, together with the net proceeds of a Term Loan B facility it expects to complete substantially concurrently with the closing of the offering of 2019 Notes and cash on hand, to fund the purchase of any and all of its outstanding 8.750% Senior Notes due 2016 (the "2016 Notes") in its previously announced tender offer and consent solicitation (the "Tender Offer") and the redemption of any of the 2016 Notes that remain outstanding if Arch purchases less than all of the outstanding 2016 Notes in the Tender Offer.

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