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Share Name | Share Symbol | Market | Type |
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Arch Resources Inc | NYSE:ARCH | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
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4.49 | 2.83% | 162.88 | 162.11 | 157.50 | 159.03 | 158,088 | 01:00:00 |
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( X )
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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( )
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
(State or other jurisdiction
of incorporation or organization)
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43-0921172
(I.R.S. Employer
Identification Number)
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One CityPlace Drive, Ste. 300, St. Louis, Missouri
(Address of principal executive offices)
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63141
(Zip code)
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Title of Each Class
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Name of Each Exchange on Which Registered
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Common Stock, $.01 par value
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New York Stock Exchange
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Large accelerated filer
x
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Accelerated filer
¨
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Non-accelerated filer
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(Do not check if a smaller reporting company)
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Smaller reporting company
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Emerging growth company
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Page
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3
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•
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our recent emergence from Chapter 11 bankruptcy protection;
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market demand for coal and electricity;
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geologic conditions, weather and other inherent risks of coal mining that are beyond our control;
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competition, both within our industry and with producers of competing energy sources;
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excess production and production capacity;
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our ability to acquire or develop coal reserves in an economically feasible manner;
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inaccuracies in our estimates of our coal reserves;
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availability and price of mining and other industrial supplies;
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availability of skilled employees and other workforce factors;
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disruptions in the quantities of coal produced by our contract mine operators;
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our ability to collect payments from our customers;
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defects in title or the loss of a leasehold interest;
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railroad, barge, truck and other transportation performance and costs;
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our ability to successfully integrate the operations that we acquire;
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our ability to secure new coal supply arrangements or to renew existing coal supply arrangements;
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our relationships with, and other conditions affecting our customers;
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the deferral of contracted shipments of coal by our customers;
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our ability to service our outstanding indebtedness;
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our ability to comply with the restrictions imposed by our Term Loan Agreement, our Securitization Facility, Inventory-Based Revolving Credit Facility, other financing arrangements or any subsequent financing or credit facilities;
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the availability and cost of surety bonds;
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our ability to manage the market and other risks associated with certain trading and other asset optimization strategies;
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4
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the effects of foreign and domestic trade policies, actions or disputes on the level of trade among the countries and regions in which we operate, the competitiveness of our exports, or our ability to export;
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terrorist attacks, military action or war;
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our ability to obtain and renew various permits, including permits authorizing the disposition of certain mining waste;
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existing and future legislation and regulations affecting both our coal mining operations and our customers’ coal usage, governmental policies and taxes, including those aimed at reducing emissions of elements such as mercury, sulfur dioxides, nitrogen oxides, particulate matter or greenhouse gases;
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the accuracy of our estimates of reclamation and other mine closure obligations;
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the existence of hazardous substances or other environmental contamination on property owned or used by us;
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our ability to continue as a going concern; and
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other factors, including those discussed in “Legal Proceedings”, set forth in Item 3 of this report and “Risk Factors,” set forth in Item 1A of this report.
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5
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6
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7
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8
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9
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10
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11
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12
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13
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Tons Sold
(1)
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Predecessor
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Successor
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Mining Complex
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Captive Mines
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Mining Equipment
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Railroad
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2015
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Jan1-Oct1, 2016
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Oct2-Dec31, 2016
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2017
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Total Cost of Property, Plant and Equipment at December 31, 2017
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Total Assigned Recoverable Reserves
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(Million tons)
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($ millions)
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(Million tons)
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Powder River Basin:
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Black Thunder
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S
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D, S
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UP/BN
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99.5
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49.0
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18.9
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70.5
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$
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266.7
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896.4
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Coal Creek
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S
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D, S
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UP/BN
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7.8
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5.5
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2.7
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9.0
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43.5
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128.4
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Metallurgical:
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Mountain Laurel
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U
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LW, CM
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CSX
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2.0
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1.2
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0.4
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1.5
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25.2
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21.1
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Beckley
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U
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CM
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CSX
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0.9
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0.7
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0.3
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1.0
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38.7
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25.4
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Sentinel
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U
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CM
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CSX
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0.9
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0.8
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0.3
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1.5
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37.5
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4.7
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Leer
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U
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LW, CM
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CSX
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2.9
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3.1
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1.0
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3.2
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217.0
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30.8
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Other Thermal:
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West Elk
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U
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LW, CM
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UP
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5.1
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2.4
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1.6
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4.9
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38.6
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53.1
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Viper
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U
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CM
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—
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2.1
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1.3
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0.3
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1.7
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25.0
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34.6
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Coal‑Mac
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S
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L, E
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NS/CSX
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2.4
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1.5
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0.5
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2.4
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30.8
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22.7
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Totals
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123.6
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65.5
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26.0
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95.7
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$
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723.0
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1,217.2
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S = Surface mine
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D = Dragline
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UP = Union Pacific Railroad
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U = Underground mine
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L = Loader/truck
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CSX = CSX Transportation
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S = Shovel/truck
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BN = Burlington Northern‑Santa Fe Railway
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E = Excavator/truck
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NS = Norfolk Southern Railroad
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LW = Longwall
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CM = Continuous miner
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HW = Highwall miner
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(1)
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Tons of coal we purchased from third parties that were not processed through our loadout facilities are not included in the amounts shown in the table above.
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14
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15
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16
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17
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18
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19
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20
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21
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•
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Acid Rain.
Title IV of the Clean Air Act, promulgated in 1990, imposed a two‑phase reduction of sulfur dioxide emissions by electric utilities. Phase II became effective in 2000 and applies to all coal‑fueled power plants with a capacity of more than 25‑megawatts. Generally, the affected power plants have sought to comply with these requirements by switching to lower sulfur fuels, installing pollution control devices, reducing electricity generating levels or purchasing or trading sulfur dioxide emissions allowances. Although we cannot accurately predict the future effect of this Clean Air Act provision on our operations, we believe that implementation of Phase II has been factored into the pricing of the coal market.
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Particulate Matter.
The Clean Air Act requires the EPA to set national ambient air quality standards, which we refer to as NAAQS, for certain pollutants associated with the combustion of coal, including sulfur dioxide, particulate matter, nitrogen oxides and ozone. Areas that are not in compliance with these standards, referred to as non‑attainment areas, must take steps to reduce emissions levels. For example, NAAQS currently exist for particulate matter measuring 10 micrometers in diameter or smaller (PM10) and for fine particulate matter measuring 2.5 micrometers in diameter or smaller (PM2.5), and the EPA revised the PM2.5 NAAQS on December 14, 2012, making it more stringent. The states were required to make recommendations on nonattainment designations for the new NAAQS in late 2013. The EPA issued final designations for most areas of the country in 2012 and made some revisions in 2015. Individual states must now identify the sources of emissions and develop emission reduction plans. These plans may be state‑specific or regional in scope. Under the Clean Air Act, individual states have up to 12 years from the date of designation to secure emissions reductions from sources contributing to the problem. Future regulation and enforcement of the new PM2.5 standard, as well as future revisions of PM standards, will affect many power plants, especially coal‑fueled power plants, and all plants in non‑attainment areas.
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Ozone.
On October 26, 2015, the EPA published a final rule revising the existing primary and secondary NAAQS for ozone, reducing them to 70ppb on an 8-hour average. On November 17, 2016, the EPA issued a proposed implementation rule on non-attainment area classification an state implementation plans (SIPS). Significant additional emission control expenditures will likely be required at certain coal‑fueled power plants to meet the new stricter NAAQS. Nitrogen oxides, which are a byproduct of coal combustion, are classified as an ozone precursor. As a result, emissions control requirements for new and expanded coal‑fueled power plants and industrial boilers will continue to become more demanding in the years ahead. A suit challenging the EPA’s 2015 Ozone NAAQS,
Murray Energy Corp. v. EPA
, is currently pending in the United States Court of Appeals for the District of Columbia, which we refer to as the D.C. Circuit. However, on April 11, 2017, the D.C. Circuit granted the EPA’s motion, which cites President Trump’s March 28, 2017 Energy Independence Executive Order, to indefinitely delay any decision on the challenges. The EPA did not meet the October 1, 2017 deadline for designating non-attainment areas but, on November 6, 2017, issued final designations for areas in the United States representing approximately 85% of the U.S. counties that would take effect sixty days after the notice is
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22
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NOx SIP Call.
The Nitrogen Oxides State Implementation Plan (NOx SIP) Call program was established by the EPA in October 1998 to reduce the transport of ozone on prevailing winds from the Midwest and South to states in the Northeast, which said that they could not meet federal air quality standards because of migrating pollution. The program was designed to reduce nitrous oxide emissions by one million tons per year in 22 eastern states and the District of Columbia. Phase II reductions were required by May 2007. As a result of the program, many power plants were required to install additional emission control measures, such as selective catalytic reduction devices. Installation of additional emission control measures has made it more costly to operate coal‑fueled power plants, which could make coal a less attractive fuel.
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Interstate Transport.
The EPA finalized the Clean Air Interstate Rule, which we refer to as CAIR, in March 2005. CAIR called for power plants in 28 Eastern states and the District of Columbia to reduce emission levels of sulfur dioxide and nitrous oxide, which could lead to non-attainment of PM2.5 and ozone NAAQS in downwind states (interstate transport), pursuant to a cap and trade program similar to the system now in effect for acid deposition control. In July 2008, in
State of North Carolina v. EPA
and consolidated cases, the D.C. Circuit disagreed with the EPA’s reading of the Clean Air Act and vacated CAIR in its entirety. In December 2008, the D.C. Circuit revised its remedy and remanded the rule to the EPA. The EPA proposed a revised transport rule on August 2, 2010 (75 Fed. Reg. 45209) to address attainment of the 1997 ozone NAAQS and the 2006 PM2.5 NAAQS. The rule was finalized as the Cross State Air Pollution Rule (CSAPR) on July 6, 2011, with compliance required for SO2 reductions beginning January 1, 2012 and compliance with NOx reductions required by May 1, 2012. Numerous appeals of the rule were filed and, on August 21, 2012, the D.C. Circuit vacated the rule, leaving the EPA to continue implementation of the CAIR. Controls required under the CAIR, especially in conjunction with other rules may have affected the market for coal inasmuch as multiple existing coal fired units were being retired rather than having required controls installed.
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Mercury.
In February 2008, the D.C. Circuit vacated the EPA’s Clean Air Mercury Rule (CAMR), which was promulgated to reduce mercury emissions from coal-fired power plants and remanded it to the EPA for reconsideration. In response, the EPA announced an Electric Generating Unit (EGU) Mercury and Air Toxics Standard (MATS) on December 16, 2011. The MATS was finalized April 16, 2012, and required compliance for most plants by 2015. In addition, before the court decision vacating the CAMR, some states had either adopted the CAMR or adopted state‑specific rules to regulate mercury emissions from power plants that are more stringent than the CAMR. MATS compliance, coupled with state mercury and air toxics laws and other factors have required many plants to install costly controls, re-fire with natural gas or to retire, which may adversely affect the demand for coal.
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23
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•
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Regional Haze.
The EPA has initiated a regional haze program designed to protect and improve visibility at and around national parks, national wilderness areas and international parks, particularly those located in the southwest and southeast United States. Under the Regional Haze Rule, affected states were required to submit regional haze SIPs by December 17, 2007, that, among other things, were to identify facilities that would have to reduce emissions and comply with stricter emission limitations. The vast majority of states failed to submit their plans by December 17, 2007, and the EPA issued a Finding of Failure to Submit plans on January 15, 2009 (74 Fed. Reg. 2392). The EPA had taken no enforcement action against states to finalize implementation plans and was slowly dealing with the state Regional Haze SIPs that were submitted, which resulted in the National Parks Conservation Association commencing litigation in the D.C. Circuit on August 3, 2012, against the EPA for failure to enforce the rule
(National Parks Conservation Act v. EPA, D.C. Cir)
. Industry groups, including the Utility Air Regulatory Group have intervened
(Utility Air Regulatory Group v. EPA. D.C. Cir 12‑1342, 8/6/2012
).
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•
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New Source Review.
A number of pending regulatory changes and court actions are affecting the scope of the EPA’s new source review program, which under certain circumstances requires existing coal‑fueled power plants to install the more stringent air emissions control equipment required of new plants. The new source review program is continually revised and such revisions may impact demand for coal nationally.
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24
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25
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•
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Water Discharge.
Section 402 of the Clean Water Act creates a process for establishing effluent limitations for discharges to streams that are protective of water quality standards through the National Pollutant Discharge Elimination System, which we refer to as the NPDES, or an equally stringent program delegated to a state regulatory agency. Regular monitoring, reporting and compliance with performance standards are preconditions for the issuance and renewal of NPDES permits that govern discharges into waters of the United States, especially on selenium, sulfate and specific conductance. Discharges that exceed the limits specified under NPDES permits can lead to the imposition of penalties, and persistent non‑compliance could lead to significant penalties, compliance costs and delays in coal production. In addition, the imposition of future restrictions on the discharge of certain pollutants into waters of the United States could increase the difficulty of obtaining and complying with NPDES permits, which could impose additional time and cost burdens on our operations. You should see Item 3, “Legal Proceedings,” for more information about certain regulatory actions pertaining to our operations.
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26
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•
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Dredge and Fill Permits.
Many mining activities, such as the development of refuse impoundments, fresh water impoundments, refuse fills, valley fills, and other similar structures, may result in impacts to waters of the United States, including wetlands, streams and, in certain instances, man‑made conveyances that have a hydrologic connection to such streams or wetlands. Under the Clean Water Act, coal companies are required to obtain a Section 404 permit from the Army Corps of Engineers, which we refer to as the Corps, prior to conducting such mining activities. The Corps is authorized to issue general “nationwide” permits for specific categories of activities that are similar in nature and that are determined to have minimal adverse effects on the environment. Permits issued pursuant to Nationwide Permit 21, which we refer to as NWP 21, generally authorize the disposal of dredged and fill material from surface coal mining activities into waters of the United States, subject to certain restrictions. Since March 2007, permits under NWP 21 were reissued for a five‑year period with new provisions intended to strengthen environmental protections. There must be appropriate mitigation in accordance with nationwide general permit conditions rather than less restricted state‑required mitigation requirements, and permit holders must receive explicit authorization from the Corps before proceeding with proposed mining activities.
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27
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28
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29
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Name
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Age
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Position
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Kenneth D. Cochran
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57
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Mr. Cochran has served as our Senior Vice President-Operations since August 2012. From May 2011 to August 2012, Mr. Cochran served as Group President of our western operations, which included Thunder Basin Coal Company, the Arch Western Bituminous Group, Arch of Wyoming and the Otter Creek development, and served as President and General Manager of Thunder Basin Coal Company from 2005 to April 2011. Prior to joining Arch Coal in 2005, Mr. Cochran spent 20 years with TXU Corporation. Mr. Cochran currently serves on the board of Knight Hawk Holdings, LLC.
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John T. Drexler
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48
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Mr. Drexler has served as our Senior Vice President and Chief Financial Officer since 2008. Mr. Drexler served as our Vice President-Finance and Accounting from 2006 to 2008. From 2005 to 2006, Mr. Drexler served as our Director of Planning and Forecasting. Prior to 2005, Mr. Drexler held several other positions within our finance and accounting department.
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John W. Eaves
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60
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Mr. Eaves has served as our Chief Executive Officer since 2012. Mr. Eaves served as our Chairman of the Board from 2015 to 2016 and our President and Chief Operating Officer from 2006 to 2012. From 2002 to 2006, Mr. Eaves served as our Executive Vice President and Chief Operating Officer. Mr. Eaves currently serves on the boards of the National Association of Manufacturers, the National Mining Association and CF Industries Holdings, Inc. Mr. Eaves was previously a director of Advanced Emissions Solutions, Inc. and former chairman of the National Coal Council.
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Robert G. Jones
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61
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Mr. Jones has served as our Senior Vice President-Law, General Counsel and Secretary since 2008. Mr. Jones served as Vice President-Law, General Counsel and Secretary from 2000 to 2008.
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Allen R. Kelley
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57
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Mr. Kelley was appointed Vice President-Human Resources in March 2014. From 2008 to March 2014, Mr. Kelley served as our Vice President-Enterprise Risk Management. From 2005 to 2008, Mr. Kelley served as our Director of Internal Audit. Prior to 2005, Mr. Kelley held various finance and accounting positions within the corporate and operations functions of Arch Coal, Inc.
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Paul A. Lang
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57
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Mr. Lang was elected our President and Chief Operating Officer in April 2015. He has served as our Executive Vice President and Chief Operating Officer since April 2012 and as our Executive Vice President-Operations from August 2011 to April 2012. Mr. Lang served as Senior Vice President-Operations from 2006 through August 2011, as President of Western Operations from 2005 through 2006 and President and General Manager of Thunder Basin Coal Company from 1998 to 2005. Mr. Lang is a director of Knight Hawk Holdings, LLC. Mr. Lang also served on the development board of the Mining Department of the Missouri University of Science & Technology, and is the former chairman of the University of Wyoming’s School of Energy Resources Council.
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Deck S. Slone
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54
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Mr. Slone has served as our Senior Vice President-Strategy and Public Policy since June 2012. Mr. Slone served as our Vice President-Government, Investor and Public Affairs from 2008 to June 2012. Mr. Slone served as our Vice President-Investor Relations and Public Affairs from 2001 to 2008. Mr. Slone is the Vice Chair of the National Coal Council, the immediate past co-chair of the Carbon Utilization Research Council, and the Chair of the National Mining Association’s Energy Policy Task Force.
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John A. Ziegler, Jr.
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51
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Mr. Ziegler was appointed Chief Commercial Officer in March 2014. Mr. Ziegler served as our Vice President-Human Resources from April 2012 to March 2014. From October 2011 to April 2012, Mr. Ziegler served as our Senior Director-Compensation and Benefits. From 2005 to October 2011 Mr. Ziegler served as Vice President-Contract Administration, President of Sales, then finally Senior Vice President, Sales and Marketing and Marketing Administration. Mr. Ziegler joined Arch Coal in 2002 as Director-Internal Audit. Prior to joining Arch Coal, Mr. Ziegler held various finance and accounting positions with bioMerieux and Ernst & Young.
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30
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31
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Assigned reserves
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Recoverable reserves designated for mining by a specific operation.
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Bituminous coal
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Coal used primarily to generate electricity and to make coke for the steel industry with a heat value ranging between 10,500 and 15,500 Btus per pound.
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Btu
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A measure of the energy required to raise the temperature of one pound of water one degree of Fahrenheit.
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Coking coal
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Coal used to produce coke, the primary source of carbon used in steelmaking.
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Compliance coal
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Coal which, when burned, emits 1.2 pounds or less of sulfur dioxide per million Btus, requiring no blending or other sulfur dioxide reduction technologies in order to comply with the requirements of the Clean Air Act.
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Continuous miner
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A machine used in underground mining to cut coal from the seam and load it onto conveyors or into shuttle cars in a continuous operation.
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Dragline
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A large machine used in surface mining to remove the overburden, or layers of earth and rock, covering a coal seam. The dragline has a large bucket, suspended by cables from the end of a long boom, which is able to scoop up large amounts of overburden as it is dragged across the excavation area and redeposit the overburden in another area.
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Hard coal
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Coal of gross calorific value greater than 5700 kcal/kg on an ashfree but moist basis and further disaggregated into anthracite, coking coal and other bituminous coal.
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Lignite Coal
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Coal with the lowest carbon content and a heat value ranging between 4,000 and 8,300 Btus per pound.
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Longwall mining
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One of two major underground coal mining methods, generally employing two rotating drums pulled mechanically back and forth across a long face of coal.
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Low‑sulfur coal
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Coal which, when burned, emits 1.6 pounds or less of sulfur dioxide per million Btus.
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Metallurgical coal
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Coal used in steel production either as coking coal or pulverized coal injection (PCI).
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Preparation plant
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A facility used for crushing, sizing and washing coal to remove impurities and to prepare it for use by a particular customer.
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Probable reserves
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Reserves for which quantity and grade and/or quality are computed from information similar to that used for proven reserves, but the sites for inspection, sampling and measurement are farther apart or are otherwise less adequately spaced.
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Proven reserves
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Reserves for which (a) quantity is computed from dimensions revealed in outcrops, trenches, workings or drill holes; grade and/or quality are computed from the results of detailed sampling and (b) the sites for inspection, sampling and measurement are spaced so closely and the geologic character is so well defined that size, shape, depth and mineral content of reserves are well established.
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Pulverized coal injection coal (PCI)
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Coal that is introduced directly into the blast furnace as a source of energy and carbon in the steelmaking process.
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Reclamation
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The restoration of land and environmental values to a mining site after the coal is extracted. The process commonly includes “recontouring” or shaping the land to its approximate original appearance, restoring topsoil and planting native grass and ground covers.
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Recoverable reserves
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The amount of proven and probable reserves that can actually be recovered from the reserve base taking into account all mining and preparation losses involved in producing a saleable product using existing methods and under current law.
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Reserves
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That part of a mineral deposit which could be economically and legally extracted or produced at the time of the reserve determination.
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Subbituminous coal
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Coal used primarily to generate electricity with a heat value ranging between 8,300 and 13,000 Btus per pound.
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Room‑and‑pillar mining
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One of two major underground coal mining methods, utilizing continuous miners creating a network of “rooms” within a coal seam, leaving behind “pillars” of coal used to support the roof of a mine.
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Unassigned reserves
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Recoverable reserves that have not yet been designated for mining by a specific operation.
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32
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•
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the domestic and foreign supply of and demand for coal;
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•
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the domestic and foreign demand for electricity and steel;
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•
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the quantity and quality of coal available from competitors;
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•
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competition for production of electricity from non-coal sources, including the price and availability of alternative fuels;
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•
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domestic and foreign air emission standards for coal-fueled power plants and the ability of coal-fueled power plants to meet these standards;
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•
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adverse weather, climatic or other natural conditions, including unseasonable weather patterns;
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•
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domestic and foreign economic conditions, including economic slowdowns and the exchange rate of U.S. dollars for foreign currency;
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•
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domestic and foreign legislative, regulatory and judicial developments, environmental regulatory changes or changes in energy policy and energy conservation measures that would adversely affect the coal industry, such as legislation limiting carbon emissions or providing for increased funding and incentives for alternative energy sources;
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•
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the proximity to, capacity of and cost of transportation and port facilities;
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•
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market price fluctuations for sulfur dioxide or nitric oxide emission allowances; and
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•
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technological advancements, including those related to alternative energy sources, those intended to convert coal-to-liquids or gas and those aimed at capturing, using and storing carbon dioxide.
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33
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34
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•
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poor mining conditions resulting from geological, hydrologic or other conditions that may cause instability of highwalls or spoil piles or cause damage to nearby infrastructure or mine personnel;
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•
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a major incident at the mine site that causes all or part of the operations of the mine to cease for some period of time;
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•
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mining, processing and plant equipment failures and unexpected maintenance problems;
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•
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adverse weather and natural disasters, such as heavy rains or snow, flooding and other natural events affecting operations, transportation or customers;
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•
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the unavailability of raw materials, equipment (including heavy mobile equipment) or other critical supplies such as tires, explosives, fuel, lubricants and other consumables of the type, quantity and/or size needed to meet production expectations;
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•
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unexpected or accidental surface subsidence from underground mining;
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•
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accidental mine water discharges, fires, explosions or similar mining accidents;
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•
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delays or closures by third-party transportation on coal shipments; and
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•
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competition and/or conflicts with other natural resource extraction activities and production within our operating areas, such as coalbed methane extraction or oil and gas development.
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35
|
36
|
•
|
quality of the coal;
|
•
|
geological and mining conditions, which may not be fully identified by available exploration data and/or may differ from our experiences in areas where we currently mine;
|
•
|
the percentage of coal ultimately recoverable;
|
•
|
the assumed effects of regulation, including the issuance of required permits, taxes, including severance and excise taxes and royalties, and other payments to governmental agencies;
|
•
|
assumptions concerning the timing for the development of the reserves;
|
•
|
assumptions concerning physical access to the reserves; and
|
•
|
assumptions concerning equipment and productivity, future coal prices, operating costs, including for critical supplies such as fuel, tires and explosives, capital expenditures and development and reclamation costs.
|
37
|
38
|
39
|
40
|
41
|
•
|
limitations on land use;
|
•
|
mine permitting and licensing requirements;
|
•
|
reclamation and restoration of mining properties after mining is completed and required surety bonds or other instruments to secure those reclamation and restoration obligations;
|
•
|
management of materials generated by mining operations;
|
•
|
the storage, treatment and disposal of wastes;
|
•
|
remediation of contaminated soil and groundwater;
|
•
|
air quality standards;
|
•
|
water pollution;
|
•
|
protection of human health, plant‑life and wildlife, including endangered or threatened species;
|
•
|
protection of wetlands;
|
•
|
the discharge of materials into the environment;
|
•
|
the effects of mining on surface water and groundwater quality and availability; and
|
•
|
the management of electrical equipment containing polychlorinated biphenyls.
|
42
|
43
|
44
|
45
|
|
Total Assigned Recoverable Reserves
|
|
|
|
As Received Btus per lb. (1)
|
|
|
|
||||||||||||||||||
|
|
|
Sulfur Content (lbs. per million Btus)
|
|
Mining Method
|
Past Reserve Estimates
|
||||||||||||||||||||
|
|
|
Reserve Control
|
|
Under-
|
|||||||||||||||||||||
|
Proven
|
Probable
|
<1.2
|
1.2-2.5
|
>2.5
|
Leased
|
Owned
|
Surface
|
ground
|
2015
|
|
2016
|
|
|||||||||||||
Wyoming
|
1,025
|
|
1,019
|
|
6
|
|
963
|
|
62
|
|
—
|
|
8,832
|
|
1,025
|
|
|
1,025
|
|
—
|
|
1,318
|
|
1,115
|
|
|
Colorado
|
53
|
|
47
|
|
6
|
|
53
|
|
—
|
|
—
|
|
11,476
|
|
53
|
|
—
|
|
—
|
|
53
|
|
53
|
|
56
|
|
Central App.
|
69
|
|
59
|
|
10
|
|
25
|
|
44
|
|
—
|
|
13,076
|
|
62
|
|
7
|
|
22
|
|
47
|
|
35
|
|
70
|
|
Northern App.
|
35
|
|
32
|
|
3
|
|
—
|
|
35
|
|
—
|
|
13,018
|
|
5
|
|
30
|
|
—
|
|
35
|
|
40
|
|
48
|
|
Illinois
|
35
|
|
20
|
|
15
|
|
—
|
|
—
|
|
35
|
|
10,737
|
|
30
|
|
5
|
|
—
|
|
35
|
|
37
|
|
38
|
|
Total
|
1,217
|
|
1,177
|
|
40
|
|
1,041
|
|
141
|
|
35
|
|
9,365
|
|
1,175
|
|
42
|
|
1,047
|
|
170
|
|
1,483
|
|
1,327
|
|
(1)
|
As received Btus per lb. includes the weight of moisture in the coal on an as sold basis.
|
|
Total Unassigned Recoverable Reserves
|
|
|
|
|
|
|
|
|
|||||||||||||
|
|
|
Sulfur Content
|
|
|
Mining Method
|
||||||||||||||||
|
|
|
(lbs. per million Btus)
|
As Received
|
Reserve Control
|
|
Under‑
|
|||||||||||||||
|
Proven
|
Probable
|
<1.2
|
1.2-2.5
|
>2.5
|
Btus per lb.
(1)
|
Leased
|
Owned
|
Surface
|
ground
|
||||||||||||
Wyoming
|
290
|
|
244
|
|
46
|
|
242
|
|
48
|
|
—
|
|
8,446
|
|
290
|
|
—
|
|
290
|
|
—
|
|
Colorado
|
28
|
|
22
|
|
6
|
|
28
|
|
—
|
|
—
|
|
11,339
|
|
28
|
|
—
|
|
—
|
|
28
|
|
Central App.
|
51
|
|
44
|
|
7
|
|
14
|
|
24
|
|
13
|
|
12,482
|
|
2
|
|
49
|
|
33
|
|
18
|
|
Northern App.
|
198
|
|
115
|
|
83
|
|
—
|
|
195
|
|
3
|
|
13,009
|
|
9
|
|
189
|
|
—
|
|
198
|
|
Illinois
|
285
|
|
189
|
|
96
|
|
—
|
|
—
|
|
285
|
|
11,162
|
|
59
|
|
226
|
|
3
|
|
282
|
|
Total
|
852
|
|
614
|
|
238
|
|
284
|
|
267
|
|
301
|
|
10,753
|
|
388
|
|
464
|
|
326
|
|
526
|
|
(1)
|
As received Btus per lb. includes the weight of moisture in the coal on an as sold basis.
|
46
|
47
|
48
|
|
High
|
|
Low
|
|
Dividends per common share
|
||||||
Year Ended December 31, 2017
|
|
|
|
|
|
||||||
First quarter
|
$
|
79.27
|
|
|
$
|
63.24
|
|
|
$
|
—
|
|
Second quarter
|
77.59
|
|
|
60.13
|
|
|
0.35
|
|
|||
Third quarter
|
81.09
|
|
|
67.39
|
|
|
0.35
|
|
|||
Fourth quarter
|
94.57
|
|
|
68.95
|
|
|
0.35
|
|
|||
|
|
|
|
|
|
||||||
Year Ended December 31, 2016
|
|
|
|
|
|
||||||
First quarter
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Second quarter
|
—
|
|
|
—
|
|
|
—
|
|
|||
Third quarter
|
—
|
|
|
—
|
|
|
—
|
|
|||
Fourth quarter (from October 5, 2016)
|
86.47
|
|
|
59.05
|
|
|
—
|
|
49
|
|
10/5/2016
|
10/16
|
11/16
|
12/16
|
1/17
|
2/17
|
3/17
|
4/17
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||
Arch Coal, Inc.
|
100.00
|
|
116.48
|
|
123.86
|
|
123.89
|
|
114.27
|
|
114.06
|
|
109.43
|
|
111.49
|
|
S&P Midcap 400
|
100.00
|
|
97.32
|
|
105.12
|
|
107.42
|
|
109.22
|
|
112.08
|
|
111.65
|
|
112.58
|
|
Peer Group
|
100.00
|
|
90.38
|
|
110.03
|
|
99.01
|
|
93.25
|
|
84.56
|
|
89.55
|
|
78.93
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
5/17
|
6/17
|
7/17
|
8/17
|
9/17
|
10/17
|
11/17
|
12/17
|
||||||||
Arch Coal, Inc.
|
112.88
|
|
108.94
|
|
121.33
|
|
127.97
|
|
114.94
|
|
122.44
|
|
132.87
|
|
149.93
|
|
S&P Midcap 400
|
112.03
|
|
113.85
|
|
114.85
|
|
113.09
|
|
117.52
|
|
120.18
|
|
124.59
|
|
124.87
|
|
Peer Group
|
74.35
|
|
75.91
|
|
83.97
|
|
72.58
|
|
84.44
|
|
81.29
|
|
83.65
|
|
87.92
|
|
50
|
2017:
|
Total Number of Shares Purchased
|
Average Price Paid per Share
|
Total Number of Shares Purchased as Part of Publicly Announced Program
|
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plan (in thousands)
|
||||||
1st quarter
|
—
|
|
$
|
—
|
|
—
|
|
$
|
—
|
|
2nd quarter
|
710,701
|
|
$
|
71.82
|
|
710,701
|
|
448,957
|
|
|
3rd quarter
|
2,208,133
|
|
$
|
75.49
|
|
2,208,133
|
|
282,272
|
|
|
4th quarter
|
1,058,381
|
|
$
|
79.73
|
|
1,058,381
|
|
197,892
|
|
|
Total shares repurchased
|
3,977,215
|
|
$
|
75.96
|
|
3,977,215
|
|
|
51
|
|
Successor
|
Predecessor
|
||||||||||||||||
(In thousands, except per share data)
|
Year Ended December 31, 2017
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
Year Ended December 31, 2015
|
Year Ended December 31, 2014
|
Year Ended December 31, 2013
|
||||||||||||
Statement of Operations Data:
|
|
(1)
|
(1)
|
(2)
|
|
(3)
|
||||||||||||
Revenues
|
$
|
2,324,623
|
|
$
|
575,688
|
|
$
|
1,398,709
|
|
$
|
2,573,260
|
|
$
|
2,937,119
|
|
$
|
3,014,357
|
|
Asset impairment and mine closure costs
|
—
|
|
—
|
|
129,267
|
|
2,628,303
|
|
24,113
|
|
220,879
|
|
||||||
Goodwill impairment
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
265,423
|
|
||||||
Income (loss) from operations
|
232,396
|
|
46,118
|
|
(257,138
|
)
|
(2,865,063
|
)
|
(149,531
|
)
|
(663,141
|
)
|
||||||
Interest expense
|
(26,905
|
)
|
(11,241
|
)
|
(135,888
|
)
|
(397,979
|
)
|
(390,946
|
)
|
(381,267
|
)
|
||||||
Non-operating expenses
|
(4,945
|
)
|
(759
|
)
|
1,627,828
|
|
(27,910
|
)
|
—
|
|
(42,921
|
)
|
||||||
Income (loss) from continuing operations
|
238,450
|
|
33,449
|
|
1,242,081
|
|
(2,913,142
|
)
|
(558,353
|
)
|
(745,228
|
)
|
||||||
Net income (loss) attributable to Arch Coal
|
238,450
|
|
33,449
|
|
1,242,081
|
|
(2,913,142
|
)
|
(558,353
|
)
|
(641,832
|
)
|
||||||
Basic earnings (loss) per common share
|
$
|
10.05
|
|
$
|
1.34
|
|
$
|
58.33
|
|
$
|
(136.86
|
)
|
$
|
(26.31
|
)
|
$
|
(30.26
|
)
|
Diluted earnings (loss) per common share
|
$
|
9.84
|
|
$
|
1.31
|
|
$
|
58.28
|
|
$
|
(136.86
|
)
|
$
|
(26.31
|
)
|
$
|
(30.26
|
)
|
Balance Sheet Data:
|
|
|
|
|
|
|
||||||||||||
Total assets
|
$
|
1,979,632
|
|
$
|
2,136,597
|
|
$
|
2,123,829
|
|
$
|
5,041,881
|
|
$
|
8,346,362
|
|
$
|
8,896,571
|
|
Working capital
|
496,913
|
|
566,391
|
|
522,465
|
|
(4,361,009
|
)
|
1,023,357
|
|
1,293,849
|
|
||||||
Current maturities of debt
|
15,783
|
|
11,038
|
|
6,662
|
|
5,042,353
|
|
12,191
|
|
14,419
|
|
||||||
Long-term debt, less current maturities
|
310,134
|
|
351,841
|
|
353,272
|
|
30,953
|
|
5,064,818
|
|
5,043,454
|
|
||||||
Other long-term obligations
|
669,552
|
|
725,948
|
|
786,015
|
|
755,283
|
|
695,881
|
|
717,174
|
|
||||||
Noncurrent deferred income tax liability
|
—
|
|
—
|
|
—
|
|
—
|
|
422,809
|
|
413,546
|
|
||||||
Arch Coal stockholders’ equity
|
665,865
|
|
746,577
|
|
687,483
|
|
(1,244,289
|
)
|
1,668,154
|
|
2,253,249
|
|
||||||
Cash Flow Data:
|
|
|
|
|
|
|
||||||||||||
Cash provided by (used in) operating activities
|
396,473
|
|
84,192
|
|
(228,218
|
)
|
(44,367
|
)
|
(33,582
|
)
|
55,742
|
|
||||||
Depreciation, depletion and amortization, including amortization of sales contracts, net
|
176,449
|
|
33,400
|
|
190,853
|
|
370,534
|
|
405,561
|
|
438,247
|
|
||||||
Capital expenditures
|
59,205
|
|
15,214
|
|
82,434
|
|
119,024
|
|
147,286
|
|
296,984
|
|
||||||
Net proceeds from the issuance of long term debt
|
298,500
|
|
—
|
|
—
|
|
—
|
|
(4,519
|
)
|
623,511
|
|
||||||
Payments to retire debt, including redemption premium
|
325,684
|
|
—
|
|
—
|
|
—
|
|
—
|
|
628,660
|
|
||||||
Purchases of treasury stock
|
301,512
|
|
|
|
|
|
|
|||||||||||
Dividend payments
|
24,369
|
|
—
|
|
—
|
|
—
|
|
2,123
|
|
25,475
|
|
||||||
Operating Data:
|
|
|
|
|
|
|
||||||||||||
Tons sold
|
98,218
|
|
26,812
|
|
67,128
|
|
127,632
|
|
134,360
|
|
139,607
|
|
||||||
Tons produced
|
96,686
|
|
26,619
|
|
66,658
|
|
126,820
|
|
132,614
|
|
136,613
|
|
||||||
Tons purchased from third parties
|
1,532
|
|
193
|
|
481
|
|
1,287
|
|
1,182
|
|
2,925
|
|
52
|
(1)
|
Our 2016 results were impacted by the filing of bankruptcy, subsequent emergence and the application of fresh start accounting. See Note 3 to the Consolidated Financial Statements, “Emergence from Bankruptcy and Fresh Start Accounting” for additional information.
|
(2)
|
Our results in 2015 were impacted by further weakening of both the thermal and metallurgical coal markets. We incurred $2.6 billion of mine closure and asset impairment charges during the year; for additional information see Note 6 to the Consolidated Financial Statements, “Impairment Charges and Mine Closure Costs.”
|
(3)
|
As part of a strategy to divest non-core thermal coal assets, on August 16, 2013, we sold Canyon Fuel Company, LLC (“Canyon Fuel”) to Bowie Resources, LLC for $423 million. Canyon Fuel operated the Sufco and Skyline longwall mining complexes and the Dugout Canyon continuous miner operation in Utah. We recognized a gain on the sale of Canyon Fuel, net of tax, of $77.0 million during the third quarter of 2013.
|
53
|
|
|
Successor
|
||||||
|
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
||||
|
|
(In thousands)
|
||||||
Coal sales
|
|
$
|
2,324,623
|
|
|
$
|
575,688
|
|
Tons sold
|
|
98,218
|
|
|
26,812
|
|
|
|
Successor
|
|||||||
|
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
|||||
|
|
(In thousands)
|
|||||||
Cost of sales (exclusive of items shown separately below)
|
|
$
|
1,843,093
|
|
|
$
|
470,644
|
|
|
Depreciation, depletion and amortization
|
|
122,464
|
|
|
32,604
|
|
|||
Accretion on asset retirement obligations
|
|
30,209
|
|
|
7,634
|
|
|||
Amortization of sales contracts, net
|
|
53,985
|
|
|
796
|
|
|||
Change in fair value of coal derivatives and coal trading activities, net
|
|
7,222
|
|
|
396
|
|
|||
Selling, general and administrative expenses
|
149,314
|
|
86,821
|
|
|
22,836
|
|
||
Gain on sale of Lone Mountain Processing, Inc.
|
|
(21,297
|
)
|
|
—
|
|
|||
Other operating (income) expense, net
|
|
(30,270
|
)
|
|
(5,340
|
)
|
|||
Total costs, expenses and other
|
|
$
|
2,092,227
|
|
|
$
|
529,570
|
|
54
|
|
Successor
|
||||||
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
||||
|
(In thousands)
|
||||||
Net loss resulting from early retirement of debt and debt restructuring
|
$
|
(2,547
|
)
|
|
$
|
—
|
|
Reorganization income (loss), net
|
$
|
(2,398
|
)
|
|
$
|
(759
|
)
|
Total nonoperating expense
|
$
|
(4,945
|
)
|
|
$
|
(759
|
)
|
55
|
|
Successor
|
||||||
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
||||
|
(In thousands)
|
||||||
Provision for (benefit from) income taxes
|
$
|
(35,255
|
)
|
|
$
|
1,156
|
|
56
|
|
Successor
|
||||||
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
||||
Powder River Basin
|
|
|
|
|
|||
Tons sold (in thousands)
|
80,604
|
|
|
21,824
|
|
||
Coal sales per ton sold
|
$
|
12.49
|
|
|
$
|
12.41
|
|
Cash cost per ton sold
|
$
|
10.53
|
|
|
$
|
9.88
|
|
Cash margin per ton sold
|
$
|
1.96
|
|
|
$
|
2.53
|
|
Adjusted EBITDAR (in thousands)
|
$
|
158,882
|
|
|
$
|
55,765
|
|
Metallurgical
|
|
|
|
|
|||
Tons sold (in thousands)
|
8,192
|
|
|
2,442
|
|
||
Coal sales per ton sold
|
$
|
90.17
|
|
|
$
|
65.61
|
|
Cash cost per ton sold
|
$
|
60.76
|
|
|
$
|
52.98
|
|
Cash margin per ton sold
|
$
|
29.41
|
|
|
$
|
12.63
|
|
Adjusted EBITDAR (in thousands)
|
$
|
243,616
|
|
|
$
|
30,819
|
|
Other Thermal
|
|
|
|
|
|||
Tons sold (in thousands)
|
9,205
|
|
|
2,510
|
|
||
Coal sales per ton sold
|
$
|
34.85
|
|
|
$
|
34.01
|
|
Cash cost per ton sold
|
$
|
24.20
|
|
|
$
|
21.79
|
|
Cash margin per ton sold
|
$
|
10.65
|
|
|
$
|
12.22
|
|
Adjusted EBITDAR (in thousands)
|
$
|
102,006
|
|
|
$
|
31,159
|
|
57
|
|
|
Predecessor
|
||||||
|
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||
|
|
(In thousands)
|
||||||
Coal sales
|
|
$
|
1,398,709
|
|
|
$
|
2,573,260
|
|
Tons sold
|
|
67,128
|
|
|
127,632
|
|
58
|
|
|
Predecessor
|
|||||||
|
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
|||||
|
|
(In thousands)
|
|||||||
Cost of sales (exclusive of items shown separately below)
|
|
$
|
1,264,464
|
|
|
$
|
2,172,753
|
|
|
Depreciation, depletion and amortization
|
|
191,581
|
|
|
379,345
|
|
|||
Accretion on asset retirement obligations
|
|
24,321
|
|
|
33,680
|
|
|||
Amortization of sales contracts, net
|
|
(728
|
)
|
|
(8,811
|
)
|
|||
Change in fair value of coal derivatives and coal trading activities, net
|
|
2,856
|
|
|
(1,583
|
)
|
|||
Asset impairment and mine closure costs
|
|
129,267
|
|
|
2,628,303
|
|
|||
Losses from disposed operations resulting from Patriot Coal bankruptcy
|
149,314
|
|
—
|
|
|
116,343
|
|
||
Selling, general and administrative expenses
|
|
59,343
|
|
|
98,783
|
|
|||
Other operating (income) expense, net
|
|
(15,257
|
)
|
|
19,510
|
|
|||
Total costs, expenses and other
|
|
$
|
1,655,847
|
|
|
$
|
5,438,323
|
|
59
|
|
Predecessor
|
||||||
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||
|
(In thousands)
|
||||||
Net loss resulting from early retirement of debt and debt restructuring
|
$
|
(2,213
|
)
|
|
$
|
(27,910
|
)
|
Reorganization income (loss), net
|
1,630,041
|
|
|
—
|
|
||
Total non-operating (expense) benefit
|
$
|
1,627,828
|
|
|
$
|
(27,910
|
)
|
|
Predecessor
|
||||||
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||
|
(In thousands)
|
||||||
Benefit from income taxes
|
$
|
(4,626
|
)
|
|
$
|
(373,380
|
)
|
60
|
|
Predecessor
|
||||||
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||
Powder River Basin
|
|
|
|
|
|||
Tons sold (in thousands)
|
54,911
|
|
|
108,481
|
|
||
Coal sales per ton sold
|
$
|
13.01
|
|
|
$
|
13.15
|
|
Cash cost per ton sold
|
$
|
10.95
|
|
|
$
|
10.54
|
|
Cash margin per ton sold
|
$
|
2.06
|
|
|
$
|
2.61
|
|
Adjusted EBITDAR (in thousands)
|
$
|
113,185
|
|
|
$
|
281,039
|
|
Metallurgical
|
|
|
|
|
|||
Tons sold (in thousands)
|
6,692
|
|
|
8,352
|
|
||
Coal sales per ton sold
|
$
|
53.15
|
|
|
$
|
66.62
|
|
Cash cost per ton sold
|
$
|
51.40
|
|
|
$
|
58.36
|
|
Cash margin per ton sold
|
$
|
1.75
|
|
|
$
|
8.26
|
|
Adjusted EBITDAR (in thousands)
|
$
|
11,851
|
|
|
$
|
70,450
|
|
Other Thermal
|
|
|
|
|
|||
Tons sold (in thousands)
|
5,181
|
|
|
9,764
|
|
||
Coal sales per ton sold
|
$
|
36.16
|
|
|
$
|
37.32
|
|
Cash cost per ton sold
|
$
|
30.28
|
|
|
$
|
28.01
|
|
Cash margin per ton sold
|
$
|
5.88
|
|
|
$
|
9.31
|
|
Adjusted EBITDAR (in thousands)
|
$
|
31,448
|
|
|
$
|
42,734
|
|
61
|
|
Successor
|
||||||||||||||
Year Ended December 31, 2017
|
Powder River Basin
|
Metallurgical
|
Other Thermal
|
Idle and Other
|
Consolidated
|
||||||||||
(In thousands)
|
|
|
|
|
|
||||||||||
GAAP Revenues in the consolidated statements of operations
|
$
|
1,024,197
|
|
$
|
887,839
|
|
$
|
396,504
|
|
$
|
16,083
|
|
$
|
2,324,623
|
|
Less: Adjustments to reconcile to Non-GAAP Segment coal sales revenue
|
|
|
|
|
|
||||||||||
Coal risk management derivative settlements classified in "other income"
|
—
|
|
—
|
|
200
|
|
—
|
|
200
|
|
|||||
Coal sales revenues from idled or otherwise disposed operations not included in segments
|
—
|
|
—
|
|
—
|
|
15,061
|
|
15,061
|
|
|||||
Transportation costs
|
17,437
|
|
149,212
|
|
75,491
|
|
1,022
|
|
243,162
|
|
|||||
Non-GAAP Segment coal sales revenues
|
$
|
1,006,760
|
|
$
|
738,627
|
|
$
|
320,813
|
|
$
|
—
|
|
$
|
2,066,200
|
|
Tons sold
|
80,604
|
|
8,192
|
|
9,205
|
|
|
|
|||||||
Coal sales per ton sold
|
$
|
12.49
|
|
$
|
90.17
|
|
$
|
34.85
|
|
|
|
||||
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
62
|
|
|
|
|
|
|
||||||||||
|
Successor
|
||||||||||||||
October 2 through December 31, 2016
|
Powder River Basin
|
Metallurgical
|
Other Thermal
|
Idle and Other
|
Consolidated
|
||||||||||
(In thousands)
|
|
|
|
|
|
||||||||||
GAAP Revenues in the consolidated statements of operations
|
$
|
275,703
|
|
$
|
200,377
|
|
$
|
97,382
|
|
$
|
2,226
|
|
$
|
575,688
|
|
Less: Adjustments to reconcile to Non-GAAP Segment coal sales revenue
|
|
|
|
|
|
||||||||||
Coal risk management derivative settlements classified in "other income"
|
—
|
|
—
|
|
(112
|
)
|
—
|
|
(112
|
)
|
|||||
Coal sales revenues from idled or otherwise disposed operations not included in segments
|
—
|
|
—
|
|
—
|
|
2,181
|
|
2,181
|
|
|||||
Transportation costs
|
4,826
|
|
40,170
|
|
12,130
|
|
45
|
|
57,171
|
|
|||||
Non-GAAP Segment coal sales revenues
|
$
|
270,877
|
|
$
|
160,207
|
|
$
|
85,364
|
|
$
|
—
|
|
$
|
516,448
|
|
Tons sold
|
21,824
|
|
2,442
|
|
2,510
|
|
|
|
|||||||
Coal sales per ton sold
|
$
|
12.41
|
|
$
|
65.61
|
|
$
|
34.01
|
|
|
|
||||
|
Predecessor
|
||||||||||||||
January 1 through October 1, 2016
|
Powder River Basin
|
Metallurgical
|
Other Thermal
|
Idle and Other
|
Consolidated
|
||||||||||
(In thousands)
|
|
|
|
|
|
||||||||||
GAAP Revenues in the consolidated statements of operations
|
$
|
726,747
|
|
$
|
437,069
|
|
$
|
213,052
|
|
$
|
21,841
|
|
$
|
1,398,709
|
|
Less: Adjustments to reconcile to Non-GAAP Segment coal sales revenue
|
|
|
|
|
|
||||||||||
Coal risk management derivative settlements classified in "other income"
|
—
|
|
—
|
|
448
|
|
—
|
|
448
|
|
|||||
Coal sales revenues from idled or otherwise disposed operations not included in segments
|
—
|
|
—
|
|
—
|
|
19,368
|
|
19,368
|
|
|||||
Transportation costs
|
12,559
|
|
81,390
|
|
25,252
|
|
2,473
|
|
121,674
|
|
|||||
Non-GAAP Segment coal sales revenues
|
$
|
714,188
|
|
$
|
355,679
|
|
$
|
187,352
|
|
$
|
—
|
|
$
|
1,257,219
|
|
Tons sold
|
54,911
|
|
6,692
|
|
5,181
|
|
|
|
|||||||
Coal sales per ton sold
|
$
|
13.01
|
|
$
|
53.15
|
|
$
|
36.16
|
|
|
|
||||
|
Predecessor
|
||||||||||||||
Year Ended December 31, 2015
|
Powder River Basin
|
Metallurgical
|
Other Thermal
|
Idle and Other
|
Consolidated
|
||||||||||
(In thousands)
|
|
|
|
|
|
||||||||||
GAAP Revenues in the consolidated statements of operations
|
$
|
1,448,440
|
|
$
|
637,941
|
|
$
|
428,809
|
|
$
|
58,070
|
|
$
|
2,573,260
|
|
Less: Adjustments to reconcile to Non-GAAP Segment coal sales revenue
|
|
|
|
|
|
||||||||||
Coal risk management derivative settlements classified in "other income"
|
—
|
|
—
|
|
(3,231
|
)
|
—
|
|
(3,231
|
)
|
|||||
Coal sales revenues from idled or otherwise disposed operations not included in segments
|
—
|
|
—
|
|
—
|
|
48,126
|
|
48,126
|
|
|||||
Transportation costs
|
22,137
|
|
81,554
|
|
67,598
|
|
9,944
|
|
181,233
|
|
|||||
Non-GAAP Segment coal sales revenues
|
$
|
1,426,303
|
|
$
|
556,387
|
|
$
|
364,442
|
|
$
|
—
|
|
$
|
2,347,132
|
|
Tons sold
|
108,481
|
|
8,352
|
|
9,764
|
|
|
|
|||||||
Coal sales per ton sold
|
$
|
13.15
|
|
$
|
66.62
|
|
$
|
37.32
|
|
|
|
63
|
|
Successor
|
||||||||||||||
Year Ended December 31, 2017
|
Powder River Basin
|
Metallurgical
|
Other Thermal
|
Idle and Other
|
Consolidated
|
||||||||||
(In thousands)
|
|
|
|
|
|
||||||||||
GAAP Cost of sales in the consolidated statements of operations
|
$
|
863,836
|
|
$
|
646,911
|
|
$
|
298,229
|
|
$
|
34,118
|
|
$
|
1,843,093
|
|
Less: Adjustments to reconcile to Non-GAAP Segment cash cost of coal sales
|
|
|
|
|
|
||||||||||
Diesel fuel risk management derivative settlements classified in "other income"
|
(2,645
|
)
|
—
|
|
—
|
|
—
|
|
(2,645
|
)
|
|||||
Transportation costs
|
17,437
|
|
149,212
|
|
75,491
|
|
1,022
|
|
243,162
|
|
|||||
Cost of coal sales from idled or otherwise disposed operations not included in segments
|
—
|
|
—
|
|
—
|
|
28,065
|
|
28,065
|
|
|||||
Other (operating overhead, certain actuarial, etc.)
|
—
|
|
—
|
|
—
|
|
5,031
|
|
5,031
|
|
|||||
Non-GAAP Segment cash cost of coal sales
|
849,044
|
|
497,699
|
|
222,738
|
|
—
|
|
1,569,480
|
|
|||||
Tons sold
|
80,604
|
|
8,192
|
|
9,205
|
|
|
|
|||||||
Cash Cost Per Ton Sold
|
$
|
10.53
|
|
$
|
60.76
|
|
$
|
24.20
|
|
|
|
||||
|
Successor
|
||||||||||||||
October 2 through December 31, 2016
|
Powder River Basin
|
Metallurgical
|
Other Thermal
|
Idle and Other
|
Consolidated
|
||||||||||
(In thousands)
|
|
|
|
|
|
||||||||||
GAAP Cost of sales in the consolidated statements of operations
|
$
|
220,714
|
|
$
|
169,532
|
|
$
|
66,811
|
|
$
|
13,586
|
|
$
|
470,644
|
|
Less: Adjustments to reconcile to Non-GAAP Segment cash cost of coal sales
|
|
|
|
|
|
||||||||||
Diesel fuel risk management derivative settlements classified in "other income"
|
363
|
|
—
|
|
—
|
|
—
|
|
363
|
|
|||||
Transportation costs
|
4,825
|
|
40,171
|
|
12,130
|
|
45
|
|
57,171
|
|
|||||
Cost of coal sales from idled or otherwise disposed operations not included in segments
|
—
|
|
—
|
|
—
|
|
5,853
|
|
5,853
|
|
|||||
Fresh start coal inventory fair value adjustment
|
—
|
|
—
|
|
—
|
|
7,345
|
|
7,345
|
|
|||||
Other (operating overhead, certain actuarial, etc.)
|
—
|
|
—
|
|
—
|
|
344
|
|
344
|
|
|||||
Non-GAAP Segment cash cost of coal sales
|
$
|
215,526
|
|
$
|
129,361
|
|
$
|
54,681
|
|
$
|
—
|
|
$
|
399,568
|
|
Tons sold
|
21,824
|
|
2,442
|
|
2,510
|
|
|
|
|||||||
Cash Cost Per Ton Sold
|
$
|
9.88
|
|
$
|
52.98
|
|
$
|
21.79
|
|
|
|
||||
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
64
|
|
|
|
|
|
|
||||||||||
|
Predecessor
|
||||||||||||||
January 1 through October 1, 2016
|
Powder River Basin
|
Metallurgical
|
Other Thermal
|
Idle and Other
|
Consolidated
|
||||||||||
(In thousands)
|
|
|
|
|
|
||||||||||
GAAP Cost of sales in the consolidated statements of operations
|
$
|
610,734
|
|
$
|
425,345
|
|
$
|
181,872
|
|
$
|
46,513
|
|
$
|
1,264,464
|
|
Less: Adjustments to reconcile to Non-GAAP Segment cash cost of coal sales
|
|
|
|
|
|
||||||||||
Diesel fuel risk management derivative settlements classified in "other income"
|
(3,361
|
)
|
—
|
|
(276
|
)
|
(59
|
)
|
(3,696
|
)
|
|||||
Transportation costs
|
12,560
|
|
81,389
|
|
25,253
|
|
2,472
|
|
121,674
|
|
|||||
Cost of coal sales from idled or otherwise disposed operations not included in segments
|
—
|
|
—
|
|
—
|
|
42,513
|
|
42,513
|
|
|||||
Other (operating overhead, certain actuarial, etc.)
|
—
|
|
—
|
|
—
|
|
1,587
|
|
1,587
|
|
|||||
Non-GAAP Segment cash cost of coal sales
|
$
|
601,535
|
|
$
|
343,956
|
|
$
|
156,895
|
|
$
|
—
|
|
$
|
1,102,386
|
|
Tons sold
|
54,911
|
|
6,692
|
|
5,181
|
|
|
|
|||||||
Cash Cost Per Ton Sold
|
$
|
10.95
|
|
$
|
51.40
|
|
$
|
30.28
|
|
|
|
||||
|
Predecessor
|
||||||||||||||
Year Ended December 31, 2015
|
Powder River Basin
|
Metallurgical
|
Other Thermal
|
Idle and Other
|
Consolidated
|
||||||||||
(In thousands)
|
|
|
|
|
|
||||||||||
GAAP Cost of sales in the consolidated statements of operations
|
$
|
1,157,258
|
|
$
|
568,971
|
|
$
|
340,738
|
|
$
|
105,785
|
|
$
|
2,172,753
|
|
Less: Adjustments to reconcile to Non-GAAP Segment cash cost of coal sales
|
|
|
|
|
|
||||||||||
Diesel fuel risk management derivative settlements classified in "other income"
|
(7,750
|
)
|
—
|
|
(332
|
)
|
(80
|
)
|
(8,162
|
)
|
|||||
Transportation costs
|
22,137
|
|
81,553
|
|
67,598
|
|
9,945
|
|
181,233
|
|
|||||
Cost of coal sales from idled or otherwise disposed operations not included in segments
|
—
|
|
—
|
|
—
|
|
79,290
|
|
79,290
|
|
|||||
Other (operating overhead, certain actuarial, etc.)
|
—
|
|
—
|
|
—
|
|
16,630
|
|
16,630
|
|
|||||
Non-GAAP Segment cash cost of coal sales
|
$
|
1,142,871
|
|
$
|
487,418
|
|
$
|
273,472
|
|
$
|
—
|
|
$
|
1,903,762
|
|
Tons sold
|
108,481
|
|
8,352
|
|
9,764
|
|
|
|
|||||||
Cash Cost Per Ton Sold
|
$
|
10.54
|
|
$
|
58.36
|
|
$
|
28.01
|
|
|
|
65
|
|
|
Successor
|
Predecessor
|
||||||||||||
|
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||||||
(In thousands)
|
|
|
|
|
|
|
|
||||||||
Net income (loss)
|
|
$
|
238,450
|
|
|
$
|
33,449
|
|
$
|
1,242,081
|
|
|
$
|
(2,913,142
|
)
|
Income tax benefit (provision)
|
|
(35,255
|
)
|
|
1,156
|
|
(4,626
|
)
|
|
(373,380
|
)
|
||||
Interest expense, net
|
|
24,256
|
|
|
10,754
|
|
133,235
|
|
|
393,549
|
|
||||
Depreciation, depletion and amortization
|
|
122,464
|
|
|
32,604
|
|
191,581
|
|
|
379,345
|
|
||||
Accretion on asset retirement obligations
|
|
30,209
|
|
|
7,634
|
|
24,321
|
|
|
33,680
|
|
||||
Amortization of sales contracts, net
|
|
53,985
|
|
|
796
|
|
(728
|
)
|
|
(8,811
|
)
|
||||
Asset impairment and mine closure costs
|
|
—
|
|
|
—
|
|
129,267
|
|
|
2,628,303
|
|
||||
Losses from disposed operations resulting from Patriot Coal bankruptcy
|
|
—
|
|
|
—
|
|
—
|
|
|
116,343
|
|
||||
Gain on sale of Lone Mountain Processing, Inc.
|
|
(21,297
|
)
|
|
—
|
|
—
|
|
|
—
|
|
||||
Net loss resulting from early retirement of debt and debt restructuring
|
|
2,547
|
|
|
—
|
|
2,213
|
|
|
27,910
|
|
||||
Reorganization items, net
|
|
2,398
|
|
|
759
|
|
(1,630,041
|
)
|
|
—
|
|
||||
Fresh start coal inventory fair value adjustment
|
|
—
|
|
|
7,345
|
|
—
|
|
|
—
|
|
||||
Adjusted EBITDAR
|
|
417,757
|
|
|
94,497
|
|
87,303
|
|
|
283,797
|
|
||||
EBITDAR from idled or otherwise disposed operations
|
|
9,113
|
|
|
2,795
|
|
14,514
|
|
|
23,605
|
|
||||
Selling, general and administrative expenses
|
|
86,821
|
|
|
22,836
|
|
59,343
|
|
|
98,783
|
|
||||
Other
|
|
(9,187
|
)
|
|
(2,385
|
)
|
(4,676
|
)
|
|
(11,962
|
)
|
||||
Segment Adjusted EBITDAR from coal operations
|
|
$
|
504,504
|
|
|
$
|
117,743
|
|
$
|
156,484
|
|
|
$
|
394,223
|
|
66
|
67
|
|
|
Successor
|
Predecessor
|
||||||||||||
|
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||||||
(In thousands)
|
|
|
|
|
|
|
|
||||||||
Cash provided by (used in):
|
|
|
|
|
|
|
|
|
|
||||||
Operating activities
|
|
$
|
396,473
|
|
|
$
|
84,192
|
|
$
|
(228,218
|
)
|
|
$
|
(44,367
|
)
|
Investing activities
|
|
(59,802
|
)
|
|
17,984
|
|
15,134
|
|
|
(180,341
|
)
|
||||
Financing activities
|
|
(368,656
|
)
|
|
2,709
|
|
(37,210
|
)
|
|
(58,742
|
)
|
68
|
69
|
|
Payments Due by Period
|
||||||||||||||||||
|
2018
|
|
2019-2020
|
|
2021-2022
|
|
after 2022
|
|
Total
|
||||||||||
|
(Dollars in thousands)
|
||||||||||||||||||
Long-term debt, including related interest
|
$
|
32,287
|
|
|
$
|
52,224
|
|
|
$
|
40,023
|
|
|
$
|
299,854
|
|
|
$
|
424,388
|
|
Operating leases
|
5,936
|
|
|
6,914
|
|
|
4,010
|
|
|
8,292
|
|
|
25,152
|
|
|||||
Coal lease rights
|
3,582
|
|
|
12,879
|
|
|
14,219
|
|
|
34,371
|
|
|
65,051
|
|
|||||
Coal purchase obligations
|
11,207
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11,207
|
|
|||||
Unconditional purchase obligations
|
85,947
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
85,947
|
|
|||||
Total contractual obligations
|
$
|
138,959
|
|
|
$
|
72,017
|
|
|
$
|
58,252
|
|
|
$
|
342,517
|
|
|
$
|
611,745
|
|
70
|
|
|
|
|
|
Workers’
|
|
|
|
|
||||||||||
|
Reclamation
|
|
Lease
|
|
Compensation
|
|
|
|
|
||||||||||
|
Obligations
|
|
Obligations
|
|
Obligations
|
|
Other
|
|
Total
|
||||||||||
|
(Dollars in thousands)
|
||||||||||||||||||
Surety bonds
|
$
|
531,735
|
|
|
$
|
31,244
|
|
|
$
|
17,334
|
|
|
$
|
6,029
|
|
|
$
|
586,342
|
|
Letters of credit
|
7,428
|
|
|
—
|
|
|
94,499
|
|
|
1,354
|
|
|
103,281
|
|
|||||
Cash on deposit with others
|
2,596
|
|
|
—
|
|
|
11,132
|
|
|
—
|
|
|
13,728
|
|
71
|
72
|
•
|
The expected long-term rate of return on plan assets is an assumption reflecting the average rate of earnings expected on the funds invested or to be invested to provide for the benefits included in the projected benefit obligation. We establish the expected long-term rate of return at the beginning of each fiscal year based upon historical returns and projected returns on the underlying mix of invested assets. The pension plan’s investment targets are
39%
equity and
61%
fixed income securities. Investments are rebalanced on a periodic basis to approximate these targeted guidelines. The long-term rate of return assumptions are less than the plan’s actual life-to-date returns. The impact of lowering the expected long-term rate of return on plan assets 0.5% for
2017
would have been an increase in expense of approximately
$1.3 million
.
|
•
|
The discount rate represents our estimate of the interest rate at which pension benefits could be effectively settled. Assumed discount rates are used in the measurement of the projected, accumulated and vested benefit obligations and the service and interest cost components of the net periodic pension cost. The determination of the discount rate was updated from our actuary’s proprietary Yield Curve model, under which the expected benefit payments of the plan are matched against a series of spot rates from a market basket of high quality fixed income securities. The impact of lowering the discount rate 0.5% for
2017
would have been an decrease in expense of approximately
$0.9 million
.
|
73
|
•
|
Remeasurement of deferred taxes: deferred tax assets and liabilities attributable to the U.S. were remeasured from 35% to the reduced tax rate of 21%. The provisional amount related to the remeasurement of certain deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future was
$330.9 million
of income tax expense, with an offsetting valuation allowance adjustment. Finalization of the remeasurement of deferred taxes will occur upon finalization of 2017 taxable income and attribute carryback claims.
|
•
|
One-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings: The provisional amount of income tax expense related to the mandatory deemed repatriation of foreign earnings was
$1.5 million
based on cumulative foreign earnings of
$4.2 million
. The deemed repatriation tax is completely offset with net operating loss carryforwards, with an offsetting valuation allowance adjustment. Finalization of 2017 earnings and profits calculations and receipt of further guidance in the form of Notices or Regulations may change the provisional calculation.
|
•
|
Elimination of the corporate AMT regime: Existing AMT credits as of December 31, 2017 will be refunded over the next four years. The refund may be subject to a sequestration reduction rate of approximately 6.6%. The Company has provisionally determined that it will receive a refund of existing AMT credits of approximately
$22.4 million
after an estimated sequestration reduction of $1.5 million. The valuation allowance previously recorded against these credits has been released and a tax benefit of
$22.4 million
was recorded. The Company’s accounting policy regarding the balance sheet presentation of the AMT credits is to record the balance as a deferred tax asset until a return is filed claiming a refund of a portion of the credit, at which time the amount will be presented as a tax receivable. Finalization of the AMT credit balance will occur upon finalization of 2017 taxable income and attribute carryback claims as well as the receipt of further guidance in the form of Notices or Regulations.
|
•
|
Elimination of executive compensation exemptions: The Act made changes to the $1 million limit on deductible compensation paid to certain “covered” employees. The Act eliminated exemptions for qualified performance based compensation and compensation paid after termination and expanded the number of employees to which the limit applies. The Company recorded a provisional amount of $0.2 million of tax expense, with an offsetting valuation allowance adjustment. The Act contains transitional rules, the implementation of which is uncertain at this time. The Company is still analyzing related aspects of the Act including the impact of the transitional rules. The provisional amount detailed above may change when further guidance is released that addresses these rules.
|
74
|
75
|
|
|
2018
|
|||||
|
|
Tons
|
|
$ per ton
|
|||
Metallurgical
|
|
(in millions)
|
|
|
|
||
Committed, Priced Coking
|
|
1.7
|
|
|
$
|
103.96
|
|
Committed, Unpriced Coking
|
|
2.6
|
|
|
|
||
|
|
|
|
|
|||
Committed, Priced Thermal
|
|
0.5
|
|
|
$
|
30.43
|
|
Committed, Unpriced Thermal
|
|
—
|
|
|
|
||
|
|
|
|
|
|||
Powder River Basin
|
|
|
|
|
|
|
|
Committed, Priced
|
|
62.1
|
|
|
$
|
11.95
|
|
Committed, Unpriced
|
|
2.3
|
|
|
|
||
|
|
|
|
|
|||
Other Thermal
|
|
|
|
||||
Committed, Priced
|
|
7.7
|
|
|
$
|
36.88
|
|
Committed, Unpriced
|
|
—
|
|
|
|
76
|
77
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
|
ITEM 11.
|
EXECUTIVE COMPENSATION.
|
ITEM 12.
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.
|
78
|
ITEM 15.
|
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.
|
|
Schedule
|
|
Page
|
Valuation and Qualifying Accounts
|
ITEM 16.
|
FORM 10-K SUMMARY.
|
79
|
|
|
Description
|
2.1
|
|
|
2.2
|
|
|
3.1
|
|
|
3.2
|
|
|
4.1
|
|
|
4.2
|
|
|
4.3
|
|
|
10.1
|
|
|
10.2
|
|
|
10.3
|
|
|
10.4
|
|
|
10.5
|
|
|
10.6
|
|
|
10.7
|
|
|
10.8
|
|
|
10.9
|
|
|
10.10
|
|
|
10.11
|
|
80
|
10.12
|
|
|
10.13
|
|
|
10.14
|
|
Coal Lease Agreement dated as of March 31, 1992, among Allegheny Land Company, as lessee, and UAC and Phoenix Coal Corporation, as lessors, and related guarantee (incorporated herein by reference to the Current Report on Form 8-K filed by Ashland Coal, Inc. on April 6, 1992).
|
10.15
|
|
Federal Coal Lease dated as of January 24, 1996 between the U.S. Department of the Interior and the Thunder Basin Coal Company (incorporated herein by reference to Exhibit 10.20 to Arch Coal’s Annual Report on Form 10-K for the year ended December 31, 1998).
|
10.16
|
|
Federal Coal Lease Readjustment dated as of November 1, 1967 between the U.S. Department of the Interior and the Thunder Basin Coal Company (incorporated herein by reference to Exhibit 10.21 to Arch Coal’s Annual Report on Form 10-K for the year ended December 31, 1998).
|
10.17
|
|
Federal Coal Lease effective as of May 1, 1995 between the U.S. Department of the Interior and Mountain Coal Company (incorporated herein by reference to Exhibit 10.22 to Arch Coal’s Annual Report on Form 10-K for the year ended December 31, 1998).
|
10.18
|
|
Federal Coal Lease dated as of January 1, 1999 between the Department of the Interior and Ark Land Company (incorporated herein by reference to Exhibit 10.23 to Arch Coal’s Annual Report on Form 10-K for the year ended December 31, 1998).
|
10.19
|
|
|
10.20
|
|
|
10.21
|
|
|
10.22*
|
|
|
10.23*
|
|
|
10.24*
|
|
|
10.25
|
|
|
10.26*
|
|
|
10.27*
|
|
|
10.28*
|
|
|
10.29*
|
|
|
10.30*
|
|
|
10.31
|
|
|
10.32
|
|
81
|
10.33
|
|
|
21.1
|
|
|
23.1
|
|
|
23.2
|
|
|
24.1
|
|
|
31.1
|
|
|
31.2
|
|
|
32.1
|
|
|
32.2
|
|
|
95.1
|
|
|
101
|
|
Interactive Data File (Form 10-K for the year ended December 31, 2017 filed in XBRL). The financial information contained in the XBRL-related documents is ''unaudited" and "unreviewed."
|
82
|
|
Arch Coal, Inc.
|
|
/s/ John W. Eaves
|
|
John W. Eaves
Chief Executive Officer, Director
|
|
February 23, 2018
|
83
|
|
Signatures
|
|
|
Capacity
|
|
|
Date
|
|
|
/s/ John W. Eaves
|
|
|
|||||||
John W. Eaves
|
Chief Executive Officer, Director (Principal Executive Officer)
|
February 23, 2018
|
|||||||
|
|
|
|||||||
/s/ John T. Drexler
|
|
|
|||||||
John T. Drexler
|
Senior Vice President and Chief Financial Officer (Principal Financial Officer)
|
February 23, 2018
|
|||||||
|
|
|
|||||||
/s/ John W. Lorson
|
|
|
|||||||
John W. Lorson
|
Vice President and Chief Accounting Officer (Principal Accounting Officer)
|
February 23, 2018
|
|||||||
|
|
|
|||||||
*
|
|
|
|||||||
James N. Chapman
|
Chairman
|
February 23, 2018
|
|||||||
|
|
|
|||||||
*
|
|
|
|||||||
Patrick J. Bartels, Jr.
|
Director
|
February 23, 2018
|
|||||||
|
|
|
|||||||
*
|
|
|
|||||||
Sherman K. Edmiston III
|
Director
|
February 23, 2018
|
|||||||
|
|
|
|||||||
*
|
|
|
|||||||
Patrick A. Kriegshauser
|
Director
|
February 23, 2018
|
|||||||
|
|
|
|||||||
*
|
|
|
|||||||
Richard A. Navarre
|
Director
|
February 23, 2018
|
|||||||
|
|
|
|||||||
*
|
|
|
|||||||
Scott D. Vogel
|
Director
|
February 23, 2018
|
|||||||
|
|
|
|
84
|
*By
|
/s/ Robert G. Jones
|
|
|
||||||
|
Robert G. Jones,
Attorney-in-Fact
|
|
|
85
|
|
|
Consolidated Statements of Operations:
|
|
|
|
Consolidated Statements of Comprehensive Income (loss):
|
|
|
|
|
|
Consolidated Statements of Cash Flows:
|
|
|
|
Consolidated Statements of Stockholders’ Equity (Deficit):
|
|
|
|
|
|
|
|
F- 1
|
F- 2
|
F- 3
|
F- 4
|
Arch Coal, Inc. and Subsidiaries
Consolidated Statements of Operations
(in thousands, except per share data)
|
|||||||||||||||
|
|
Successor
|
Predecessor
|
||||||||||||
|
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Revenues
|
|
$
|
2,324,623
|
|
|
$
|
575,688
|
|
$
|
1,398,709
|
|
|
$
|
2,573,260
|
|
Costs, expenses and other operating
|
|
|
|
|
|
|
|
|
|
||||||
Cost of sales (exclusive of items shown separately below)
|
|
1,843,093
|
|
|
470,644
|
|
1,264,464
|
|
|
2,172,753
|
|
||||
Depreciation, depletion and amortization
|
|
122,464
|
|
|
32,604
|
|
191,581
|
|
|
379,345
|
|
||||
Accretion on asset retirement obligations
|
|
30,209
|
|
|
7,634
|
|
24,321
|
|
|
33,680
|
|
||||
Amortization of sales contracts, net
|
|
53,985
|
|
|
796
|
|
(728
|
)
|
|
(8,811
|
)
|
||||
Change in fair value of coal derivatives and coal trading activities, net
|
|
7,222
|
|
|
396
|
|
2,856
|
|
|
(1,583
|
)
|
||||
Asset impairment and mine closure costs
|
|
—
|
|
|
—
|
|
129,267
|
|
|
2,628,303
|
|
||||
Losses from disposed operations resulting from Patriot Coal bankruptcy
|
|
—
|
|
|
—
|
|
—
|
|
|
116,343
|
|
||||
Selling, general and administrative expenses
|
|
86,821
|
|
|
22,836
|
|
59,343
|
|
|
98,783
|
|
||||
Gain on sale of Lone Mountain Processing, Inc.
|
|
(21,297
|
)
|
|
—
|
|
—
|
|
|
—
|
|
||||
Other operating (income) expense, net
|
|
(30,270
|
)
|
|
(5,340
|
)
|
(15,257
|
)
|
|
19,510
|
|
||||
|
|
2,092,227
|
|
|
529,570
|
|
1,655,847
|
|
|
5,438,323
|
|
||||
Income (loss) from operations
|
|
232,396
|
|
|
46,118
|
|
(257,138
|
)
|
|
(2,865,063
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Interest expense, net
|
|
|
|
|
|
|
|
||||||||
Interest expense
|
|
(26,905
|
)
|
|
(11,241
|
)
|
(135,888
|
)
|
|
(397,979
|
)
|
||||
Interest and investment income
|
|
2,649
|
|
|
487
|
|
2,653
|
|
|
4,430
|
|
||||
|
|
(24,256
|
)
|
|
(10,754
|
)
|
(133,235
|
)
|
|
(393,549
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Income (loss) before nonoperating expenses
|
|
208,140
|
|
|
35,364
|
|
(390,373
|
)
|
|
(3,258,612
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Nonoperating income (expense)
|
|
|
|
|
|
|
|
||||||||
Net loss resulting from early retirement of debt and debt restructuring
|
|
(2,547
|
)
|
|
—
|
|
(2,213
|
)
|
|
(27,910
|
)
|
||||
Reorganization income (loss), net
|
|
(2,398
|
)
|
|
(759
|
)
|
1,630,041
|
|
|
—
|
|
||||
|
|
(4,945
|
)
|
|
(759
|
)
|
1,627,828
|
|
|
(27,910
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Income (loss) before income taxes
|
|
203,195
|
|
|
34,605
|
|
1,237,455
|
|
|
(3,286,522
|
)
|
||||
Provision for (benefit from) income taxes
|
|
(35,255
|
)
|
|
1,156
|
|
(4,626
|
)
|
|
(373,380
|
)
|
||||
Net income (loss)
|
|
238,450
|
|
|
33,449
|
|
1,242,081
|
|
|
(2,913,142
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Earnings (loss) per common share
|
|
|
|
|
|
|
|
|
|
||||||
Basic earnings (loss) per common share
|
|
$
|
10.05
|
|
|
$
|
1.34
|
|
$
|
58.33
|
|
|
$
|
(136.86
|
)
|
|
|
|
|
|
|
|
|
||||||||
Diluted earnings (loss) per common share
|
|
$
|
9.84
|
|
|
$
|
1.31
|
|
$
|
58.28
|
|
|
$
|
(136.86
|
)
|
|
|
|
|
|
|
|
|
||||||||
Weighted average shares outstanding
|
|
|
|
|
|
|
|
||||||||
Basic weighted average shares outstanding
|
|
23,725
|
|
|
25,002
|
|
21,293
|
|
|
21,285
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Diluted weighted average shares outstanding
|
|
24,240
|
|
|
25,469
|
|
21,313
|
|
|
21,285
|
|
F- 5
|
|
|
Successor
|
Predecessor
|
||||||||||||
|
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Net income (loss)
|
|
$
|
238,450
|
|
|
$
|
33,449
|
|
$
|
1,242,081
|
|
|
$
|
(2,913,142
|
)
|
|
|
|
|
|
|
|
|
||||||||
Derivative instruments
|
|
|
|
|
|
|
|
||||||||
Comprehensive income (loss) before tax
|
|
647
|
|
|
—
|
|
(532
|
)
|
|
(3,477
|
)
|
||||
Income tax benefit (provision)
|
|
—
|
|
|
—
|
|
80
|
|
|
1,252
|
|
||||
|
|
647
|
|
|
—
|
|
(452
|
)
|
|
(2,225
|
)
|
||||
Pension, postretirement and other post-employment benefits
|
|
|
|
|
|
|
|
||||||||
Comprehensive income (loss) before tax
|
|
(4,347
|
)
|
|
24,067
|
|
(1,848
|
)
|
|
(5,592
|
)
|
||||
Income tax benefit (provision)
|
|
—
|
|
|
—
|
|
483
|
|
|
2,011
|
|
||||
|
|
(4,347
|
)
|
|
24,067
|
|
(1,365
|
)
|
|
(3,581
|
)
|
||||
Available-for-sale securities
|
|
|
|
|
|
|
|
||||||||
Comprehensive income (loss) before tax
|
|
(387
|
)
|
|
387
|
|
2,968
|
|
|
1,185
|
|
||||
Income tax benefit (provision)
|
|
—
|
|
|
—
|
|
(1,042
|
)
|
|
(435
|
)
|
||||
|
|
(387
|
)
|
|
387
|
|
1,926
|
|
|
750
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Total other comprehensive income (loss)
|
|
(4,087
|
)
|
|
24,454
|
|
109
|
|
|
(5,056
|
)
|
||||
Total comprehensive income (loss)
|
|
$
|
234,363
|
|
|
$
|
57,903
|
|
$
|
1,242,190
|
|
|
$
|
(2,918,198
|
)
|
F- 6
|
|
||||||
|
December 31, 2017
|
December 31, 2016
|
||||
Assets
|
|
|
||||
Current assets
|
|
|
|
|
||
Cash and cash equivalents
|
$
|
273,387
|
|
$
|
305,372
|
|
Short term investments
|
155,846
|
|
88,072
|
|
||
Restricted cash
|
—
|
|
71,050
|
|
||
Trade accounts receivable
|
172,604
|
|
184,483
|
|
||
Other receivables
|
29,771
|
|
19,877
|
|
||
Inventories
|
128,960
|
|
113,462
|
|
||
Other current assets
|
70,426
|
|
96,306
|
|
||
Total current assets
|
830,994
|
|
878,622
|
|
||
|
|
|
||||
Property, plant and equipment
|
|
|
||||
Coal lands and mineral rights
|
390,920
|
|
387,591
|
|
||
Plant and equipment
|
445,407
|
|
418,182
|
|
||
Deferred mine development
|
267,063
|
|
280,323
|
|
||
|
1,103,390
|
|
1,086,096
|
|
||
Less accumulated depreciation, depletion and amortization
|
(147,442
|
)
|
(32,493
|
)
|
||
Property, plant and equipment, net
|
955,948
|
|
1,053,603
|
|
||
Other assets
|
|
|
|
|
||
Prepaid royalties
|
4,280
|
|
—
|
|
||
Deferred income taxes
|
22,520
|
|
—
|
|
||
Equity investments
|
106,107
|
|
96,074
|
|
||
Other noncurrent assets
|
59,783
|
|
108,298
|
|
||
Total other assets
|
192,690
|
|
204,372
|
|
||
Total assets
|
$
|
1,979,632
|
|
$
|
2,136,597
|
|
Liabilities and Stockholders' Equity
|
|
|
||||
Current liabilities
|
|
|
|
|
||
Accounts payable
|
$
|
134,137
|
|
$
|
95,953
|
|
Accrued expenses and other current liabilities
|
184,161
|
|
205,240
|
|
||
Current maturities of debt
|
15,783
|
|
11,038
|
|
||
Total current liabilities
|
334,081
|
|
312,231
|
|
||
Long-term debt
|
310,134
|
|
351,841
|
|
||
Asset retirement obligations
|
308,855
|
|
337,227
|
|
||
Accrued pension benefits
|
14,036
|
|
38,884
|
|
||
Accrued postretirement benefits other than pension
|
102,369
|
|
101,445
|
|
||
Accrued workers’ compensation
|
184,835
|
|
184,568
|
|
||
Other noncurrent liabilities
|
59,457
|
|
63,824
|
|
||
Total liabilities
|
1,313,767
|
|
1,390,020
|
|
||
Stockholders' equity
|
|
|
|
|
||
Common stock, $0.01 par value, authorized 300,000 shares, issued 25,047 and 25,002 shares at December 31, 2017 and 2016, respectively
|
250
|
|
250
|
|
||
Paid-in capital
|
700,125
|
|
688,424
|
|
||
Treasury stock, 3,977 shares at December 31, 2017, at cost
|
(302,109
|
)
|
—
|
|
||
Retained earnings
|
247,232
|
|
33,449
|
|
||
Accumulated other comprehensive income (loss)
|
20,367
|
|
24,454
|
|
||
Total stockholders’ equity
|
665,865
|
|
746,577
|
|
||
Total liabilities and stockholders’ equity
|
$
|
1,979,632
|
|
$
|
2,136,597
|
|
F- 7
|
|
Successor
|
Predecessor
|
||||||||||||
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||||||
|
|
|
|
|
|
|
||||||||
Operating activities
|
|
|
|
|
|
|
|
|
||||||
Net income (loss)
|
$
|
238,450
|
|
|
$
|
33,449
|
|
$
|
1,242,081
|
|
|
$
|
(2,913,142
|
)
|
Adjustments to reconcile net income (loss) to cash provided by (used in) operating activities:
|
|
|
|
|
|
|
|
|
|
|
||||
Depreciation, depletion and amortization
|
122,464
|
|
|
32,604
|
|
191,581
|
|
|
379,345
|
|
||||
Accretion on asset retirement obligations
|
30,209
|
|
|
7,634
|
|
24,321
|
|
|
33,680
|
|
||||
Amortization of sales contracts, net
|
53,985
|
|
|
796
|
|
(728
|
)
|
|
(8,811
|
)
|
||||
Prepaid royalties expensed
|
2,905
|
|
|
2,587
|
|
4,791
|
|
|
8,109
|
|
||||
Deferred income taxes
|
(21,965
|
)
|
|
3
|
|
(419
|
)
|
|
(367,210
|
)
|
||||
Employee stock-based compensation expense
|
10,437
|
|
|
1,032
|
|
2,096
|
|
|
5,760
|
|
||||
Gains on disposals and divestitures
|
(24,327
|
)
|
|
(485
|
)
|
(6,628
|
)
|
|
(2,270
|
)
|
||||
Asset impairment and noncash mine closure costs
|
—
|
|
|
—
|
|
119,194
|
|
|
2,613,345
|
|
||||
Losses from disposed operations resulting from Patriot Coal bankruptcy
|
—
|
|
|
—
|
|
—
|
|
|
116,343
|
|
||||
Amortization relating to financing activities
|
3,736
|
|
|
467
|
|
12,800
|
|
|
25,241
|
|
||||
Net loss resulting from early retirement of debt and debt restructuring
|
2,547
|
|
|
—
|
|
2,213
|
|
|
27,910
|
|
||||
Non-cash bankruptcy reorganization items
|
—
|
|
|
—
|
|
(1,775,910
|
)
|
|
—
|
|
||||
Changes in:
|
|
|
|
|
|
|
|
|
|
|
||||
Receivables
|
8,370
|
|
|
(22,196
|
)
|
(42,786
|
)
|
|
98,212
|
|
||||
Inventories
|
(19,626
|
)
|
|
24,870
|
|
34,440
|
|
|
(6,534
|
)
|
||||
Coal derivative assets and liabilities
|
6,040
|
|
|
1,662
|
|
5,678
|
|
|
973
|
|
||||
Accounts payable, accrued expenses and other current liabilities
|
17,173
|
|
|
34,129
|
|
15,316
|
|
|
(15,532
|
)
|
||||
Asset retirement obligations
|
(20,584
|
)
|
|
(4,535
|
)
|
(12,041
|
)
|
|
(17,040
|
)
|
||||
Pension, postretirement and other postemployment benefits
|
(15,253
|
)
|
|
(5,625
|
)
|
(15,692
|
)
|
|
4,800
|
|
||||
Other
|
1,912
|
|
|
(22,200
|
)
|
(28,525
|
)
|
|
(27,546
|
)
|
||||
Cash provided by (used in) operating activities
|
396,473
|
|
|
84,192
|
|
(228,218
|
)
|
|
(44,367
|
)
|
||||
Investing activities
|
|
|
|
|
|
|
|
|
||||||
Capital expenditures
|
(59,205
|
)
|
|
(15,214
|
)
|
(82,434
|
)
|
|
(119,024
|
)
|
||||
Minimum royalty payments
|
(5,296
|
)
|
|
(63
|
)
|
(305
|
)
|
|
(5,871
|
)
|
||||
Proceeds from disposals and divestitures
|
12,920
|
|
|
572
|
|
(2,921
|
)
|
|
2,191
|
|
||||
Purchases of short term investments
|
(258,948
|
)
|
|
—
|
|
(98,750
|
)
|
|
(246,735
|
)
|
||||
Proceeds from sales of short term investments
|
190,064
|
|
|
23,000
|
|
185,859
|
|
|
290,205
|
|
||||
Proceeds from sale of investments in equity investments and securities
|
—
|
|
|
—
|
|
1,147
|
|
|
2,259
|
|
||||
Investments in and advances to affiliates, net
|
(10,173
|
)
|
|
(823
|
)
|
(3,441
|
)
|
|
(11,502
|
)
|
||||
Withdrawals (deposits) of restricted cash
|
70,836
|
|
|
10,512
|
|
15,979
|
|
|
(91,864
|
)
|
||||
Cash provided by (used in) investing activities
|
(59,802
|
)
|
|
17,984
|
|
15,134
|
|
|
(180,341
|
)
|
||||
Financing activities
|
|
|
|
|
|
|
|
|
||||||
Proceeds from issuance of term loan due 2024
|
298,500
|
|
|
—
|
|
—
|
|
|
—
|
|
||||
Payments to extinguish term loan due 2021
|
(325,684
|
)
|
|
—
|
|
—
|
|
|
—
|
|
||||
Payments on term loan
|
(2,250
|
)
|
|
(816
|
)
|
—
|
|
|
(19,500
|
)
|
||||
Net receipts (payments) on other debt
|
(694
|
)
|
|
3,374
|
|
(11,986
|
)
|
|
(11,332
|
)
|
||||
Debt financing costs
|
(10,149
|
)
|
|
—
|
|
(23,011
|
)
|
|
—
|
|
||||
Dividends paid
|
(24,369
|
)
|
|
—
|
|
—
|
|
|
—
|
|
||||
Purchases of treasury stock
|
(301,512
|
)
|
|
—
|
|
—
|
|
|
—
|
|
||||
Expenses related to debt restructuring
|
(2,360
|
)
|
|
—
|
|
(2,213
|
)
|
|
(27,910
|
)
|
||||
Other
|
(138
|
)
|
|
151
|
|
—
|
|
|
—
|
|
||||
Cash provided by (used in) financing activities
|
(368,656
|
)
|
|
2,709
|
|
(37,210
|
)
|
|
(58,742
|
)
|
||||
Increase (decrease) in cash and cash equivalents
|
(31,985
|
)
|
|
104,885
|
|
(250,294
|
)
|
|
(283,450
|
)
|
||||
Cash and cash equivalents, beginning of period
|
305,372
|
|
|
200,487
|
|
450,781
|
|
|
734,231
|
|
||||
Cash and cash equivalents, end of period
|
$
|
273,387
|
|
|
$
|
305,372
|
|
$
|
200,487
|
|
|
$
|
450,781
|
|
SUPPLEMENTAL CASH FLOW INFORMATION
|
|
|
|
|
|
|
||||||||
Cash paid during the period for interest
|
$
|
34,691
|
|
|
$
|
39,620
|
|
$
|
79,979
|
|
|
$
|
283,337
|
|
Cash refunded during the period for income taxes, net
|
$
|
7,958
|
|
|
$
|
287
|
|
$
|
49
|
|
|
$
|
4,138
|
|
F- 8
|
|
|
|
|
|
Treasury
|
|
Retained Earnings
|
|
Accumulated Other
|
|
|
||||||||||||
|
Common
|
|
Paid-In
|
|
Stock, at
|
|
(Accumulated
|
|
Comprehensive
|
|
|
||||||||||||
|
Stock
|
|
Capital
|
|
Cost
|
|
Deficit)
|
|
Income (Loss)
|
|
Total
|
||||||||||||
|
(In thousands, except per share data)
|
||||||||||||||||||||||
Predecessor Company
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
BALANCE AT JANUARY 1, 2015
|
$
|
2,141
|
|
|
$
|
3,048,460
|
|
|
$
|
(53,863
|
)
|
|
$
|
(1,331,825
|
)
|
|
$
|
3,241
|
|
|
$
|
1,668,154
|
|
Total comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,913,142
|
)
|
|
(5,056
|
)
|
|
(2,918,198
|
)
|
||||||
Issuance of 64 shares of common stock under the stock incentive plan-restricted stock and restricted stock units, net of forfeitures
|
4
|
|
|
(9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
||||||
Employee stock-based compensation expense
|
—
|
|
|
5,760
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,760
|
|
||||||
BALANCE AT DECEMBER 31, 2015
|
$
|
2,145
|
|
|
$
|
3,054,211
|
|
|
$
|
(53,863
|
)
|
|
$
|
(4,244,967
|
)
|
|
$
|
(1,815
|
)
|
|
$
|
(1,244,289
|
)
|
Total comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
1,242,081
|
|
|
109
|
|
|
1,242,190
|
|
||||||
Employee stock-based compensation expense
|
—
|
|
|
2,099
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,099
|
|
||||||
Elimination of predecessor equity
|
(2,145
|
)
|
|
(3,056,310
|
)
|
|
53,863
|
|
|
3,002,886
|
|
|
1,706
|
|
|
—
|
|
||||||
BALANCE AT OCTOBER 1, 2016
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Successor Company
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Issuance of successor equity
|
250
|
|
|
687,233
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
687,483
|
|
||||||
Employee stock-based compensation
|
—
|
|
|
1,032
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,032
|
|
||||||
Warrants exercised
|
—
|
|
|
159
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
159
|
|
||||||
Total comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
33,449
|
|
|
24,454
|
|
|
57,903
|
|
||||||
BALANCE AT DECEMBER 31, 2016
|
$
|
250
|
|
|
$
|
688,424
|
|
|
$
|
—
|
|
|
$
|
33,449
|
|
|
$
|
24,454
|
|
|
$
|
746,577
|
|
Dividends on common shares ($0.35/share)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(24,667
|
)
|
|
$
|
—
|
|
|
$
|
(24,667
|
)
|
Employee stock-based compensation
|
—
|
|
|
10,437
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,437
|
|
||||||
Issuance of 17,233 shares of common stock under long-term incentive plans
|
—
|
|
|
1,244
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,244
|
|
||||||
Warrants exercised
|
—
|
|
|
20
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20
|
|
||||||
Purchase of 3,977,215 shares of common stock under share repurchase program
|
—
|
|
|
—
|
|
|
(302,109
|
)
|
|
—
|
|
|
—
|
|
|
(302,109
|
)
|
||||||
Total comprehensive income (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
238,450
|
|
|
(4,087
|
)
|
|
234,363
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
BALANCE AT DECEMBER 31, 2017
|
$
|
250
|
|
|
$
|
700,125
|
|
|
$
|
(302,109
|
)
|
|
$
|
247,232
|
|
|
$
|
20,367
|
|
|
$
|
665,865
|
|
F- 9
|
F- 10
|
F- 11
|
F- 12
|
F- 13
|
F- 14
|
F- 15
|
F- 16
|
•
|
Holders of allowed administrative expense claims, priority claims (other than administrative expense claims and priority tax claims) and secured claims (other than claims arising under priority claims, the prepetition first lien credit facility and prepetition second lien notes) will be paid in full.
|
•
|
Holders of allowed claims arising under the Debtors’ prepetition first lien credit facility (“First Lien Credit Facility”) will receive their pro rata distribution of (i) total cash payments equal to the greater of (A)
$144.8 million
less the amount of the adequate protection payments and (B)
$30 million
; (ii)
$326.5 million
in principal amount of New First Lien Debt Facility; and (iii)
94%
of the common stock of Reorganized Arch Coal (the “New Common Stock”), subject to dilution on account of (a) any Class A Common Stock (as defined below) issued upon exercise of the warrants (the “New Warrants”) issued pursuant to the Plan to purchase up to
12%
of the fully diluted Class A Common Stock as of the Effective Date and exercisable at any time for a period of
7
years from the Effective Date at a strike price calculated based on a total equity capitalization of
$1.425 billion
(
$57
per share) and (b) the issuance of New Common
|
F- 17
|
•
|
Holders of allowed claims on account of prepetition second lien or unsecured notes (the “Prepetition Notes”) will receive their pro rata distribution of (i)
$22.636 million
in cash, (ii) at such holder’s election, either (A) such holder’s pro rata share of the New Warrants or (B) such holder’s pro rata share of
$25 million
in cash and (iii)
6%
of the New Common Stock (subject to dilution on account of any exercise of the New Warrants and pursuant to the Management Incentive Plan).
|
•
|
Holders of allowed general unsecured claims against Debtors (other than claims on account of the First Lien Credit Facility or Prepetition Notes) will receive their pro rata distribution of
$7.364 million
cash, less fees and expenses incurred by any professionals retained by a claims oversight committee up to
$200,000
.
|
•
|
The Reorganized Debtors will waive and release any claims or causes of action that they have, had, or may have that are based on sections 502(d), 544, 545, 547, 548, 549, 550, 551, 553(b) and 724(a) of the Bankruptcy Code and analogous non-bankruptcy law for all purposes against (i) prepetition trade creditors and (ii) officers, directors, employees or representatives of the Debtors or the Reorganized Debtors and all agents and representatives of all of the foregoing. However, the Reorganized Debtors will retain the right to assert any said claims as defenses or counterclaims in any cause of action brought by any creditor.
|
F- 18
|
•
|
7.000%
Senior Notes due 2019, issued pursuant to an indenture dated as of June 14, 2011, by and among Arch Coal, as issuer, UMB Bank National Association, as trustee, and the guarantors named therein, as amended, supplemented or revised thereafter;
|
•
|
7.250%
Senior Notes due 2020, issued pursuant to an indenture dated as of August 9, 2010, by and among Arch Coal, as issuer, U.S. Bank National Association, as trustee, and the guarantors named therein, as amended, supplemented or revised thereafter;
|
•
|
7.250%
Senior Notes due 2021, issued pursuant to an indenture dated as of June 14, 2011, by and among Arch Coal, as issuer, UMB Bank National Association, as trustee, and the guarantors named therein, as amended, supplemented or revised thereafter;
|
•
|
9.875%
Senior Notes due 2019, issued pursuant to an indenture dated as of November 21, 2012, by and among Arch Coal, as issuer, UMB Bank National Association, as trustee, and the guarantors named therein, as amended, supplemented or revised thereafter; and
|
•
|
8.000%
Second Lien notes due 2019, issued pursuant to an indenture dated as of December 17, 2013, by and among Arch Coal, as issuer, Wilmington Savings Fund Society, as trustee and collateral agent as successor to UMB Bank National Association, and the guarantors named therein, as amended, supplemented or revised thereafter.
|
•
|
Amended and Restated Credit Agreement, dated as of June 14, 2011 (as amended by the First Amendment, dated as of May 16, 2012, the Second Amendment, dated as of November 20, 2012, the Third Amendment, dated as of November 21, 2012 and the Fourth Amendment, dated as of December 17, 2013), among Arch Coal, Inc., as borrower, the lenders from time to time party thereto, Wilmington Trust, National Association, in its capacities as term loan facility administrative agent (as successor to Bank of America, N.A. in such capacity) and collateral agent (as successor to PNC Bank, National Association in such capacity) (in such capacities, the “Prepetition Agent”)
|
•
|
Superpriority Secured Debtor-In-Possession Credit Agreement, dated as of January 21, 2016 (as amended by the Waiver and Consent and Amendment No. 1, dated as of March 4, 2016, Amendment No. 2, dated as of March 28, 2016, Amendment No. 3, dated as of April 26, 2016, Amendment No. 4, dated as of June 10, 2016, Amendment No. 5, dated as of June 23, 2016, Amendment No. 6, dated as of July 20, 2016, and Amendment No. 7, dated as of September
|
F- 19
|
•
|
the securities must be offered and sold under a plan of reorganization and must be securities of the debtor, of an affiliate participating in a joint plan of reorganization with the debtor or of a successor to the debtor under the plan of reorganization;
|
•
|
the recipients of the securities must hold claims against or interests in the debtor; and
|
•
|
the securities must be issued in exchange, or principally in exchange, for the recipient’s claim against or interest in the debtor.
|
F- 20
|
F- 21
|
As of October 1, 2016 (In thousands)
|
Predecessor (a)
|
|
Effect of Plan (b)
|
|
Fresh Start Adjustments (c)
|
|
Successor
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Current assets
|
|
|
|
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
$
|
400,205
|
|
|
$
|
(199,718
|
)
|
(d)
|
$
|
—
|
|
|
$
|
200,487
|
|
Short term investments
|
111,451
|
|
|
—
|
|
|
—
|
|
|
111,451
|
|
||||
Restricted cash
|
81,563
|
|
|
—
|
|
|
—
|
|
|
81,563
|
|
||||
Trade accounts receivable
|
165,522
|
|
|
—
|
|
|
—
|
|
|
165,522
|
|
||||
Other receivables
|
17,227
|
|
|
—
|
|
|
779
|
|
(j)
|
18,006
|
|
||||
Inventories
|
159,410
|
|
|
—
|
|
|
(21,078
|
)
|
(k)
|
138,332
|
|
||||
Prepaid royalties
|
4,805
|
|
|
—
|
|
|
—
|
|
|
4,805
|
|
||||
Deferred income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Coal derivative assets
|
2,180
|
|
|
—
|
|
|
—
|
|
|
2,180
|
|
||||
Other current assets
|
36,960
|
|
|
6,367
|
|
|
53,851
|
|
(l)
|
97,178
|
|
||||
Total current assets
|
979,323
|
|
|
(193,351
|
)
|
|
33,552
|
|
|
819,524
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Property, plant and equipment, net
|
3,434,941
|
|
|
—
|
|
|
(2,363,829
|
)
|
(m)
|
1,071,112
|
|
||||
Other assets
|
|
|
|
|
|
|
|
|
|
||||||
Prepaid royalties
|
20,997
|
|
|
—
|
|
|
(20,997
|
)
|
(n)
|
—
|
|
||||
Equity investments
|
164,232
|
|
|
—
|
|
|
(61,606
|
)
|
(o)
|
102,626
|
|
||||
Other noncurrent assets
|
58,569
|
|
|
34,495
|
|
(e)
|
37,503
|
|
(p)
|
130,567
|
|
||||
Total other assets
|
243,798
|
|
|
34,495
|
|
|
(45,100
|
)
|
|
233,193
|
|
||||
Total assets
|
$
|
4,658,062
|
|
|
$
|
(158,856
|
)
|
|
$
|
(2,375,377
|
)
|
|
$
|
2,123,829
|
|
|
|
|
|
|
|
|
|
||||||||
Liabilities and Stockholders’ Equity (Deficit)
|
|
|
|
|
|
|
|
||||||||
Liabilities not subject to compromise
|
|
|
|
|
|
|
|
|
|
||||||
Accounts payable
|
$
|
74,595
|
|
|
$
|
—
|
|
|
$
|
(250
|
)
|
(q)
|
$
|
74,345
|
|
Accrued expenses and other current liabilities
|
225,739
|
|
|
(36,331
|
)
|
(f)
|
26,644
|
|
(r)
|
216,052
|
|
||||
Current maturities of debt
|
3,397
|
|
|
3,265
|
|
(g)
|
—
|
|
|
6,662
|
|
||||
Total current liabilities
|
303,731
|
|
|
(33,066
|
)
|
|
26,394
|
|
|
297,059
|
|
||||
Long-term debt
|
30,037
|
|
|
323,235
|
|
(g)
|
—
|
|
|
353,272
|
|
||||
Asset retirement obligations
|
394,699
|
|
|
—
|
|
|
(60,570
|
)
|
(s)
|
334,129
|
|
||||
Accrued pension benefits
|
23,716
|
|
|
—
|
|
|
24,565
|
|
(t)
|
48,281
|
|
||||
Accrued other postretirement benefits
|
87,123
|
|
|
—
|
|
|
24,836
|
|
(t)
|
111,959
|
|
||||
Accrued workers’ compensation
|
119,828
|
|
|
—
|
|
|
74,520
|
|
(u)
|
194,348
|
|
||||
Deferred income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Other noncurrent liabilities
|
96,410
|
|
|
—
|
|
|
888
|
|
(v)
|
97,298
|
|
||||
Total liabilities not subject to compromise
|
1,055,544
|
|
|
290,169
|
|
|
90,633
|
|
|
1,436,346
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Liabilities subject to compromise
|
5,278,612
|
|
|
(5,278,612
|
)
|
(h)
|
—
|
|
|
—
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Total liabilities
|
6,334,156
|
|
|
(4,988,443
|
)
|
|
90,633
|
|
|
1,436,346
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Stockholders’ equity (deficit)
|
|
|
|
|
|
|
|
|
|
||||||
Common stock, predecessor
|
2,145
|
|
|
(2,145
|
)
|
(i)
|
—
|
|
|
—
|
|
||||
Common stock, successor
|
—
|
|
|
250
|
|
(b)
|
—
|
|
|
250
|
|
||||
Paid-in capital, predecessor
|
3,056,307
|
|
|
(3,056,307
|
)
|
(i)
|
—
|
|
|
—
|
|
||||
Paid-in capital, successor
|
—
|
|
|
687,233
|
|
(b)
|
—
|
|
|
687,233
|
|
||||
Treasury stock, at cost
|
(53,863
|
)
|
|
53,863
|
|
(i)
|
—
|
|
|
—
|
|
||||
Accumulated earnings (deficit)
|
(4,678,977
|
)
|
|
7,146,693
|
|
(i)
|
(2,467,716
|
)
|
|
—
|
|
||||
Accumulated other comprehensive income (loss)
|
(1,706
|
)
|
|
—
|
|
|
1,706
|
|
|
—
|
|
||||
Total stockholders’ equity (deficit)
|
(1,676,094
|
)
|
|
4,829,587
|
|
|
(2,466,010
|
)
|
|
687,483
|
|
||||
Total liabilities and stockholders’ equity (deficit)
|
$
|
4,658,062
|
|
|
$
|
(158,856
|
)
|
|
$
|
(2,375,377
|
)
|
|
$
|
2,123,829
|
|
F- 22
|
(a)
|
Represents the Predecessor consolidated balance sheet as of October 1, 2016.
|
(b)
|
Represents amounts recorded for the implementation of the Plan on the Effective Date. This includes the settlement of liabilities subject to compromise through a combination of cash payments, the issuance of new common stock and warrants and the issuance of new debt. The following is the calculation of the total pre-tax gain on the settlement of the liabilities subject to compromise:
|
|
|
In thousands
|
||
Liabilities subject to compromise
|
|
$
|
5,278,612
|
|
Less amounts issued to settle claims:
|
|
|
||
Common stock (at par) Successor
|
|
(250
|
)
|
|
Warrants Successor
|
|
(14,822
|
)
|
|
Paid-in capital Successor
|
|
(672,411
|
)
|
|
Issuance of Term Loan Successor
|
|
(326,500
|
)
|
|
Cash payment to settle claims and professional fees
|
|
(122,525
|
)
|
|
|
|
|
||
Total pre-tax gain on plan effects
|
|
$
|
4,142,104
|
|
(c)
|
Represents the fresh start accounting adjustments required to record the assets and liabilities of the Company at fair value.
|
(d)
|
The following table reflects the use of cash at emergence:
|
|
|
In thousands
|
||
Payment to secured lenders
|
|
$
|
43,496
|
|
Payments to unsecured creditors
|
|
42,399
|
|
|
Final adequate protection payment
|
|
36,331
|
|
|
Collateral requirements
|
|
31,665
|
|
|
Professional fees
|
|
31,630
|
|
|
Other
|
|
14,197
|
|
|
|
|
|
||
Total cash outflow at emergence
|
|
$
|
199,718
|
|
(e)
|
Represents amounts paid for required collateral deposits.
|
(f)
|
Represents the final adequate protection payments made to the secured lenders.
|
(g)
|
Represents the fair value of the
$326.5 million
new term loan of which
$3.3 million
is shown within current maturities of debt.
|
(h)
|
Liabilities subject to compromise include unsecured or under-secured liabilities incurred prior to the Chapter 11 filing; and consists of the following:
|
Previously Reported Balance Sheet Line
|
|
In thousands
|
||
Debt
|
|
$
|
5,026,806
|
|
Accrued expenses and other current liabilities
|
|
136,295
|
|
|
Accounts payable
|
|
106,297
|
|
|
Other noncurrent liabilities
|
|
9,214
|
|
|
|
|
|
||
Total liabilities subject to compromise
|
|
$
|
5,278,612
|
|
F- 23
|
(i)
|
Reflects the impacts of the reorganization adjustments:
|
|
|
In thousands
|
||
Total pre-tax gain on settlement of claims
|
|
$
|
4,142,104
|
|
Cancellation of predecessor common stock
|
|
2,145
|
|
|
Cancellation of predecessor paid-in capital
|
|
3,056,307
|
|
|
Cancellation of predecessor treasury stock
|
|
(53,863
|
)
|
|
|
|
|
||
Net impact on accumulated earnings (deficit)
|
|
$
|
7,146,693
|
|
(j)
|
Represents adjustments to record other receivables at fair value which includes an
$0.8 million
short-term receivable related to insurance coverage for self-insured workers’ compensation obligations.
|
(k)
|
Represents the following fair value adjustments: a
$7.3 million
increase related to coal inventory which was fair valued at estimated selling prices less the sum of selling costs, shipping costs and a reasonable profit allowance for the selling effort offset by a
$28.4 million
reduction in critical spare parts inventory. During fresh start accounting, the Company changed its accounting policy with respect to critical spare parts with long lead times; previously these items were valued within inventory, but prospectively, these items will be capitalized within property, plant and equipment when purchased and depreciated over the life of the related equipment.
|
(l)
|
Represents the short-term portion of above market coal sales contracts of
$71.1 million
offset by
$11.3 million
in reductions related to prepaid balances. The fair value of sales contracts was estimated using a discounted cash flow model and will be amortized into earnings as the coal is shipped throughout the term of the associated contracts.
|
(m)
|
Represents a
$2.4 billion
reduction in property, plant and equipment to estimated fair value as discussed below:
|
|
Predecessor
|
Fresh Start Adjustments
|
Successor
|
||||||
(in thousands)
|
|
|
|
||||||
Net Coal Properties
|
$
|
2,358,779
|
|
$
|
(1,971,314
|
)
|
$
|
387,465
|
|
Net Plant & Equipment
|
812,888
|
|
(405,259
|
)
|
407,629
|
|
|||
Net Deferred Charges
|
263,274
|
|
12,744
|
|
276,018
|
|
|||
|
|
|
|
||||||
|
$
|
3,434,941
|
|
$
|
(2,363,829
|
)
|
$
|
1,071,112
|
|
F- 24
|
(n)
|
Represents a fair value adjustment to a long-term prepaid royalty balance that the Company has concluded should not be assigned value based on market conditions and after considering economic obsolescence.
|
(o)
|
Represents a fair value adjustment to the Company’s equity investments in Knight Hawk Holdings, LLC, a coal producer in the Illinois Basin; and Dominion Terminal Associates which operates a ground storage-to-vessel coal trans-loading facility in Newport News, Virginia. Equity investments were fair valued in a manner similar to the Company’s wholly-owned subsidiaries using a discounted cash flow model and comparable company approach. The discount rate selected was
14%
and due to the unobservable nature of the inputs, the fair values are considered Level 3 in the fair value hierarchy.
|
(p)
|
Represents the long-term portion of above market coal sales contracts of
$26.0 million
and
$18.6 million
related to a long-term insurance receivable related to insurance coverage for self-insured workers’ compensation obligations partially offset by
$13.2 million
in reductions related to prepaid balances. The fair value of sales contracts was estimated using a discounted cash flow model and will be amortized into earnings as the coal is shipped throughout the term of the associated contracts.
|
(q)
|
Represents a fair value adjustment to miscellaneous accounts payable.
|
(r)
|
Represents fair value adjustments for the following: a
$27.8 million
increase related to the short-term portion of below market sales contracts offset by fair value adjustments to establish the current portion of pension, postretirement and workers’ compensation liabilities. The fair value of sales contracts was estimated using a discounted cash flow model and will be amortized into earnings as the coal is shipped throughout the term of the associated contracts.
|
(s)
|
Represents the fair value adjustment related to the Company’s asset retirement obligations which was calculated using discounted cash flow models based on current mine plans using the guidance provided within Accounting Standard Codification 410-20, “Asset Retirement Obligations.” The discount rates ranged from
7.06%
to
9.08%
.
|
(t)
|
Pension and postretirement benefits were fair valued based on plan assets and employee benefit obligations at October 1, 2016. The benefit obligations were computed using the applicable October 1, 2016 discount rates. In conjunction with fresh start accounting, the Company updated its mortality rate table assumptions and corridor assumption.
|
(u)
|
Represents fair value adjustments for workers’ compensation benefits, including occupational disease benefits, that were actuarially determined using the guidance provided within Accounting Standard Codification 712, “Non-retirement Post-employment Benefits.” Upon emergence, the Company’s accounting policy is to actuarially calculate this liability. Prior to emergence, the Company had accounted for its liability based on outstanding reserves calculated per third party administrators.
|
(v)
|
Represents the following fair value adjustments:
$3.9 million
increase related to the long-term portion of below market sales contracts partially offset by
$3.1 million
reduction in miscellaneous noncurrent liabilities. The fair value of sales contracts was estimated using a discounted cash flow model and will be amortized into earnings as the coal is shipped throughout the term of the associated contracts.
|
F- 25
|
|
Successor
|
Predecessor
|
||||||||||||
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||||||
(In thousands)
|
|
|
|
|
|
|
||||||||
Gain on settlement of claims (per above)
|
$
|
—
|
|
|
$
|
—
|
|
$
|
4,142,104
|
|
|
$
|
—
|
|
Fresh start adjustments, net (per above)
|
—
|
|
|
—
|
|
(2,466,010
|
)
|
|
—
|
|
||||
Professional fees
|
(2,398
|
)
|
|
(759
|
)
|
(46,053
|
)
|
|
—
|
|
||||
|
|
|
|
|
|
|
||||||||
|
$
|
(2,398
|
)
|
|
$
|
(759
|
)
|
$
|
1,630,041
|
|
|
$
|
—
|
|
F- 26
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
Pension,
|
|
|
|
|
||||||||
|
|
|
Postretirement
|
|
|
|
Accumulated
|
||||||||
|
|
|
and Other Post-
|
|
|
|
Other
|
||||||||
|
Derivative
|
|
Employment
|
|
Available-for-
|
|
Comprehensive
|
||||||||
|
Instruments
|
|
Benefits
|
|
Sale Securities
|
|
Income (Loss)
|
||||||||
|
(In thousands)
|
||||||||||||||
Predecessor Company
|
|
|
|
|
|
|
|
||||||||
January 1, 2016
|
$
|
325
|
|
|
$
|
(721
|
)
|
|
$
|
(1,419
|
)
|
|
$
|
(1,815
|
)
|
Unrealized gains (losses)
|
(138
|
)
|
|
—
|
|
|
701
|
|
|
563
|
|
||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
(316
|
)
|
|
(1,363
|
)
|
|
1,225
|
|
|
(454
|
)
|
||||
Fresh start accounting adjustment
|
129
|
|
|
2,084
|
|
|
(507
|
)
|
|
1,706
|
|
||||
October 1, 2016
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Successor Company
|
|
|
|
|
|
|
|
||||||||
Unrealized gains (losses)
|
—
|
|
|
24,067
|
|
|
387
|
|
|
24,454
|
|
||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
December 31, 2016
|
$
|
—
|
|
|
$
|
24,067
|
|
|
$
|
387
|
|
|
$
|
24,454
|
|
Unrealized gains (losses)
|
497
|
|
|
(3,589
|
)
|
|
—
|
|
|
(3,092
|
)
|
||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
150
|
|
|
(758
|
)
|
|
(387
|
)
|
|
(995
|
)
|
||||
December 31, 2017
|
$
|
647
|
|
|
$
|
19,720
|
|
|
$
|
—
|
|
|
$
|
20,367
|
|
F- 27
|
F- 28
|
|
Successor
|
Predecessor
|
||||||||||||
Description
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||||||
(In thousands)
|
|
|
|
|
|
|
||||||||
Coal lands and mineral rights
|
$
|
—
|
|
|
$
|
—
|
|
$
|
74,144
|
|
|
$
|
2,210,488
|
|
Plant and equipment
|
—
|
|
|
—
|
|
—
|
|
|
199,107
|
|
||||
Deferred development
|
—
|
|
|
—
|
|
—
|
|
|
159,474
|
|
||||
Prepaid royalties
|
—
|
|
|
—
|
|
3,406
|
|
|
41,990
|
|
||||
Equity investments
|
—
|
|
|
—
|
|
40,920
|
|
|
21,325
|
|
||||
Inventories
|
—
|
|
|
—
|
|
—
|
|
|
66
|
|
||||
Other
|
—
|
|
|
—
|
|
10,797
|
|
|
(4,147
|
)
|
||||
Total
|
$
|
—
|
|
|
$
|
—
|
|
$
|
129,267
|
|
|
$
|
2,628,303
|
|
F- 29
|
|
|
December 31, 2017
|
|
December 31, 2016
|
||||
(In thousands)
|
|
|
|
|
||||
Coal
|
|
$
|
54,692
|
|
|
$
|
37,268
|
|
Repair parts and supplies
|
|
74,268
|
|
|
76,194
|
|
||
|
|
$
|
128,960
|
|
|
$
|
113,462
|
|
F- 30
|
|
December 31, 2017
|
||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
Balance Sheet
|
||||||||||||||
|
|
|
Gross
|
|
Gross
|
|
|
|
Classification
|
||||||||||||||
|
|
|
Unrealized
|
|
Unrealized
|
|
Fair
|
|
Short-Term
|
|
Other
|
||||||||||||
|
Cost Basis
|
|
Gains
|
|
Losses
|
|
Value
|
|
Investments
|
|
Assets
|
||||||||||||
|
(In thousands)
|
||||||||||||||||||||||
Available-for-sale:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
U.S. government and agency securities
|
$
|
64,151
|
|
|
$
|
22
|
|
|
$
|
(73
|
)
|
|
$
|
64,100
|
|
|
$
|
64,100
|
|
|
$
|
—
|
|
Corporate notes and bonds
|
92,038
|
|
|
—
|
|
|
(292
|
)
|
|
91,746
|
|
|
91,746
|
|
|
—
|
|
||||||
Total Investments
|
$
|
156,189
|
|
|
$
|
22
|
|
|
$
|
(365
|
)
|
|
$
|
155,846
|
|
|
$
|
155,846
|
|
|
$
|
—
|
|
|
December 31, 2016
|
||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
Balance Sheet
|
||||||||||||||
|
|
|
Gross
|
|
Gross
|
|
|
|
Classification
|
||||||||||||||
|
|
|
Unrealized
|
|
Unrealized
|
|
Fair
|
|
Short-Term
|
|
Other
|
||||||||||||
|
Cost Basis
|
|
Gains
|
|
Losses
|
|
Value
|
|
Investments
|
|
Assets
|
||||||||||||
|
(In thousands)
|
||||||||||||||||||||||
Available-for-sale:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Corporate notes and bonds
|
$
|
88,161
|
|
|
$
|
—
|
|
|
$
|
(89
|
)
|
|
$
|
88,072
|
|
|
$
|
88,072
|
|
|
$
|
—
|
|
Equity securities
|
1,749
|
|
|
388
|
|
|
—
|
|
|
2,137
|
|
|
—
|
|
|
2,137
|
|
||||||
Total Investments
|
$
|
89,910
|
|
|
$
|
388
|
|
|
$
|
(89
|
)
|
|
$
|
90,209
|
|
|
$
|
88,072
|
|
|
$
|
2,137
|
|
F- 31
|
(In thousands)
|
|
Knight Hawk
|
|
DTA
|
|
Millennium
|
|
Tongue River
|
|
Other
|
|
Total
|
||||||||||||
Predecessor Company
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
January 1, 2015
|
|
$
|
158,477
|
|
|
$
|
13,738
|
|
|
$
|
40,223
|
|
|
$
|
20,740
|
|
|
$
|
2,664
|
|
|
$
|
235,842
|
|
Advances to (distributions from) affiliates, net
|
|
(29,862
|
)
|
|
3,207
|
|
|
7,052
|
|
|
913
|
|
|
330
|
|
|
(18,360
|
)
|
||||||
Equity in comprehensive income (loss)
|
|
22,977
|
|
|
(3,706
|
)
|
|
(9,686
|
)
|
|
(328
|
)
|
|
(1,278
|
)
|
|
7,979
|
|
||||||
Impairment of equity investment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21,325
|
)
|
|
—
|
|
|
(21,325
|
)
|
||||||
Sale of equity investment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,259
|
)
|
|
(2,259
|
)
|
||||||
December 31, 2015
|
|
151,592
|
|
|
13,239
|
|
|
37,589
|
|
|
—
|
|
|
(543
|
)
|
|
201,877
|
|
||||||
Advances to (distributions from) affiliates, net
|
|
(8,374
|
)
|
|
1,474
|
|
|
1,966
|
|
|
—
|
|
|
—
|
|
|
(4,934
|
)
|
||||||
Equity in comprehensive income (loss)
|
|
9,033
|
|
|
(2,095
|
)
|
|
(1,530
|
)
|
|
—
|
|
|
(94
|
)
|
|
5,314
|
|
||||||
Impairment of equity investment
|
|
—
|
|
|
—
|
|
|
(38,025
|
)
|
|
—
|
|
|
—
|
|
|
(38,025
|
)
|
||||||
Fresh start accounting adjustment
|
|
(58,251
|
)
|
|
(4,018
|
)
|
|
—
|
|
|
—
|
|
|
662
|
|
|
(61,607
|
)
|
||||||
October 1, 2016
|
|
94,000
|
|
|
8,600
|
|
|
—
|
|
|
—
|
|
|
25
|
|
|
102,625
|
|
||||||
Successor Company
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Advances to (distributions from) affiliates, net
|
|
(9,076
|
)
|
|
822
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8,254
|
)
|
||||||
Equity in comprehensive income (loss)
|
|
2,569
|
|
|
(841
|
)
|
|
—
|
|
|
—
|
|
|
(25
|
)
|
|
1,703
|
|
||||||
December 31, 2016
|
|
$
|
87,493
|
|
|
$
|
8,581
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
96,074
|
|
Investments in affiliates
|
|
—
|
|
|
7,158
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,158
|
|
||||||
Advances to (distributions from) affiliates, net
|
|
(8,736
|
)
|
|
3,014
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,722
|
)
|
||||||
Equity in comprehensive income (loss)
|
|
11,409
|
|
|
(2,812
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,597
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
December 31, 2017
|
|
$
|
90,166
|
|
|
$
|
15,941
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
106,107
|
|
F- 32
|
|
December 31, 2017
|
|
December 31, 2016
|
||||||||||||||||||||
|
Assets
|
|
Liabilities
|
|
Net Total
|
|
Assets
|
|
Liabilities
|
|
Net Total
|
||||||||||||
|
(In thousands)
|
|
|
|
(In thousands)
|
|
|
||||||||||||||||
Original fair value
|
$
|
97,196
|
|
|
$
|
31,742
|
|
|
|
|
$
|
97,196
|
|
|
$
|
31,742
|
|
|
|
||||
Accumulated amortization
|
(84,760
|
)
|
|
(29,979
|
)
|
|
|
|
(25,625
|
)
|
|
(24,829
|
)
|
|
|
||||||||
Total
|
$
|
12,436
|
|
|
$
|
1,763
|
|
|
$
|
10,673
|
|
|
$
|
71,571
|
|
|
$
|
6,913
|
|
|
$
|
64,658
|
|
Balance Sheet classification:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Other current
|
$
|
12,432
|
|
|
$
|
934
|
|
|
|
|
$
|
59,702
|
|
|
$
|
5,114
|
|
|
|
||||
Other noncurrent
|
$
|
4
|
|
|
$
|
829
|
|
|
|
|
$
|
11,869
|
|
|
$
|
1,799
|
|
|
|
(Tons in thousands)
|
|
2018
|
|
2019
|
|
Total
|
|||
Coal sales
|
|
1,706
|
|
|
159
|
|
|
1,865
|
|
Coal purchases
|
|
747
|
|
|
—
|
|
|
747
|
|
F- 33
|
|
|
December 31, 2017
|
|
|
|
December 31, 2016
|
|
|
||||||||||||||||
Fair Value of Derivatives
|
|
Asset
|
|
Liability
|
|
|
|
Asset
|
|
Liability
|
|
|
||||||||||||
(In thousands)
|
|
Derivative
|
|
Derivative
|
|
|
|
Derivative
|
|
Derivative
|
|
|
||||||||||||
Derivatives Designated as Hedging Instruments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Coal
|
|
$
|
942
|
|
|
$
|
(2,146
|
)
|
|
|
|
|
$
|
—
|
|
|
$
|
(15
|
)
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Derivatives Not Designated as Hedging Instruments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Heating oil -- diesel purchases
|
|
5,354
|
|
|
—
|
|
|
|
|
|
4,646
|
|
|
—
|
|
|
|
|
||||||
Coal held for trading purposes, exchange traded swaps and futures
|
|
44,088
|
|
|
(45,221
|
)
|
|
|
|
|
68,948
|
|
|
(68,740
|
)
|
|
|
|
||||||
Coal -- risk management
|
|
5,139
|
|
|
(9,892
|
)
|
|
|
|
|
475
|
|
|
(580
|
)
|
|
|
|
||||||
Natural gas
|
|
27
|
|
|
—
|
|
|
|
|
86
|
|
|
(13
|
)
|
|
|
||||||||
Total
|
|
54,608
|
|
|
(55,113
|
)
|
|
|
|
|
74,155
|
|
|
(69,333
|
)
|
|
|
|
||||||
Total derivatives
|
|
55,550
|
|
|
(57,259
|
)
|
|
|
|
|
74,155
|
|
|
(69,348
|
)
|
|
|
|
||||||
Effect of counterparty netting
|
|
(50,042
|
)
|
|
50,042
|
|
|
|
|
|
(69,247
|
)
|
|
69,247
|
|
|
|
|
||||||
Net derivatives as classified in the balance sheets
|
|
$
|
5,508
|
|
|
$
|
(7,217
|
)
|
|
$
|
(1,709
|
)
|
|
$
|
4,908
|
|
|
$
|
(101
|
)
|
|
$
|
4,807
|
|
|
|
|
|
December 31, 2017
|
|
December 31, 2016
|
||||
Net derivatives as reflected on the balance sheets
|
|
|
|
|
|
|
|
|
||
Heating oil
|
|
Other current assets
|
|
$
|
5,354
|
|
|
$
|
4,646
|
|
Coal
|
|
Other current assets
|
|
154
|
|
|
262
|
|
||
|
|
Accrued expenses and other current liabilities
|
|
(7,217
|
)
|
|
(101
|
)
|
||
|
|
|
|
$
|
(1,709
|
)
|
|
$
|
4,807
|
|
F- 34
|
|
|
Gain (Loss) Recognized in Other Comprehensive Income (Effective Portion)
|
|||||||||||||
|
|
Successor
|
Predecessor
|
||||||||||||
|
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||||||
Coal sales
|
(1)
|
$
|
(2,127
|
)
|
|
$
|
—
|
|
$
|
(672
|
)
|
|
12,816
|
|
|
Coal purchases
|
(2)
|
942
|
|
|
—
|
|
536
|
|
|
(6,718
|
)
|
||||
|
|
$
|
(1,185
|
)
|
|
$
|
—
|
|
$
|
(136
|
)
|
|
$
|
6,098
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
|
Gains (Losses) Reclassified from Other Comprehensive Income into Income
(Effective Portion) |
|||||||||||||
|
|
Successor
|
Predecessor
|
||||||||||||
|
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||||||
Coal sales
|
|
$
|
—
|
|
|
$
|
—
|
|
$
|
1,634
|
|
|
$
|
18,635
|
|
Coal purchases
|
|
—
|
|
|
—
|
|
(1,237
|
)
|
|
(9,060
|
)
|
||||
|
|
$
|
—
|
|
|
$
|
—
|
|
$
|
397
|
|
|
$
|
9,575
|
|
|
|
Gain (Loss) Recognized
|
||||||||||||
|
|
Successor
|
Predecessor
|
|||||||||||
|
|
Year Ended December 31, 2017
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||||||
Coal — unrealized
|
(3)
|
$
|
(4,648
|
)
|
$
|
(408
|
)
|
$
|
(1,662
|
)
|
|
$
|
(3,883
|
)
|
Coal — realized
|
(4)
|
$
|
—
|
|
$
|
116
|
|
$
|
(476
|
)
|
|
$
|
3,236
|
|
Heating oil — diesel purchases
|
(4)
|
$
|
(1,057
|
)
|
$
|
827
|
|
$
|
826
|
|
|
$
|
(8,294
|
)
|
Natural gas
|
|
$
|
(774
|
)
|
$
|
(91
|
)
|
$
|
(463
|
)
|
|
$
|
878
|
|
Foreign currency
|
|
$
|
—
|
|
$
|
(9
|
)
|
$
|
(451
|
)
|
|
$
|
(867
|
)
|
F- 35
|
|
|
December 31, 2017
|
|
December 31, 2016
|
||||
(In thousands)
|
|
|
|
|
||||
Payroll and employee benefits
|
|
$
|
53,149
|
|
|
$
|
58,468
|
|
Taxes other than income taxes
|
|
77,017
|
|
|
92,733
|
|
||
Interest
|
|
246
|
|
|
8,032
|
|
||
Sales contracts
|
|
934
|
|
|
5,114
|
|
||
Workers’ compensation
|
|
18,782
|
|
|
15,184
|
|
||
Asset retirement obligations
|
|
19,840
|
|
|
19,515
|
|
||
Other
|
|
14,193
|
|
|
6,194
|
|
||
|
|
$
|
184,161
|
|
|
$
|
205,240
|
|
F- 36
|
|
|
December 31, 2017
|
|
December 31, 2016
|
||||
(In thousands)
|
|
|
||||||
Term loan due 2024 ($297.8 million face value)
|
|
$
|
296,435
|
|
|
$
|
—
|
|
Term loan due 2021 ($325.7 million face value)
|
|
$
|
—
|
|
|
$
|
325,684
|
|
Other
|
|
36,514
|
|
|
37,195
|
|
||
Debt issuance costs
|
|
(7,032
|
)
|
|
—
|
|
||
|
|
325,917
|
|
|
362,879
|
|
||
Less current maturities of debt
|
|
15,783
|
|
|
11,038
|
|
||
Long-term debt
|
|
$
|
310,134
|
|
|
$
|
351,841
|
|
F- 37
|
F- 38
|
F- 39
|
Notional Amount (in millions)
|
Effective Date
|
Fixed Rate
|
Receive Rate
|
Expiration Date
|
|
|
|
|
|
$250.0
|
June 30, 2017
|
1.372%
|
1-month LIBOR
|
June 29, 2018
|
$250.0
|
June 29, 2018
|
1.662%
|
1-month LIBOR
|
June 28, 2019
|
$200.0
|
June 28, 2019
|
1.952%
|
1-month LIBOR
|
June 30, 2020
|
$150.0
|
June 30, 2020
|
2.182%
|
1-month LIBOR
|
June 30, 2021
|
Year
|
|
(In thousands)
|
||
2018
|
|
$
|
16,809
|
|
2019
|
|
11,119
|
|
|
2020
|
|
11,442
|
|
|
2021
|
|
8,853
|
|
|
2022
|
|
3,130
|
|
|
Thereafter
|
|
282,911
|
|
|
|
|
$
|
334,264
|
|
F- 40
|
|
Successor
|
Predecessor
|
||||||||||||
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||||||
(In thousands)
|
|
|
|
|
|
|
||||||||
Current:
|
|
|
|
|
|
|
||||||||
Federal
|
$
|
835
|
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
—
|
|
State
|
31
|
|
|
(252
|
)
|
7
|
|
|
3
|
|
||||
Total current
|
866
|
|
|
(252
|
)
|
7
|
|
|
3
|
|
||||
Deferred:
|
|
|
|
|
|
|
||||||||
Federal
|
(36,162
|
)
|
|
1,352
|
|
(4,720
|
)
|
|
(329,393
|
)
|
||||
State
|
41
|
|
|
56
|
|
87
|
|
|
(43,990
|
)
|
||||
Total deferred
|
(36,121
|
)
|
|
1,408
|
|
(4,633
|
)
|
|
(373,383
|
)
|
||||
|
$
|
(35,255
|
)
|
|
$
|
1,156
|
|
$
|
(4,626
|
)
|
|
$
|
(373,380
|
)
|
F- 41
|
|
Successor
|
Predecessor
|
||||||||||||
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||||||
(In thousands)
|
|
|
|
|
|
|
||||||||
Income tax provision (benefit) at statutory rate
|
$
|
71,118
|
|
|
$
|
12,112
|
|
$
|
433,109
|
|
|
$
|
(1,150,283
|
)
|
Percentage depletion allowance
|
(31,255
|
)
|
|
(4,292
|
)
|
(3,681
|
)
|
|
(19,035
|
)
|
||||
State taxes, net of effect of federal taxes
|
7,002
|
|
|
633
|
|
(46,122
|
)
|
|
(76,445
|
)
|
||||
Reversal of cancellation of indebtedness income
|
—
|
|
|
—
|
|
(1,493,162
|
)
|
|
—
|
|
||||
Worthless stock deduction
|
—
|
|
|
—
|
|
(80,077
|
)
|
|
—
|
|
||||
Change in valuation allowance
|
(410,983
|
)
|
|
(7,655
|
)
|
1,185,326
|
|
|
865,146
|
|
||||
Impact of Tax Cuts and Jobs Act of 2017
|
332,345
|
|
|
—
|
|
—
|
|
|
—
|
|
||||
Other, net
|
(3,482
|
)
|
|
358
|
|
(19
|
)
|
|
7,237
|
|
||||
|
$
|
(35,255
|
)
|
|
$
|
1,156
|
|
$
|
(4,626
|
)
|
|
$
|
(373,380
|
)
|
|
December 31, 2017
|
|
December 31, 2016
|
||||
(In thousands)
|
|
|
|
||||
Deferred tax assets:
|
|
|
|
||||
Tax loss carryforwards
|
$
|
271,405
|
|
|
$
|
376,293
|
|
Tax credit carryforwards
|
29,736
|
|
|
22,798
|
|
||
Investment in tax partnerships & corporations
|
308,653
|
|
|
604,914
|
|
||
Other
|
28,321
|
|
|
39,251
|
|
||
Gross deferred tax assets
|
638,115
|
|
|
1,043,256
|
|
||
Valuation allowance
|
(610,571
|
)
|
|
(1,021,553
|
)
|
||
Total deferred tax assets
|
27,544
|
|
|
21,703
|
|
||
Deferred tax liabilities:
|
|
|
|
||||
Plant and equipment
|
3,674
|
|
|
7,332
|
|
||
Other
|
1,351
|
|
|
14,258
|
|
||
Total deferred tax liabilities
|
5,025
|
|
|
21,590
|
|
||
Net deferred tax asset
|
22,519
|
|
|
113
|
|
F- 42
|
•
|
Remeasurement of deferred taxes: deferred tax assets and liabilities attributable to the U.S. were remeasured from 35% to the reduced tax rate of 21%. The provisional amount related to the remeasurement of certain deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future was
$330.9 million
of income tax expense, with an offsetting valuation allowance adjustment. Finalization of the remeasurement of deferred taxes will occur upon finalization of 2017 taxable income and attribute carryback claims.
|
•
|
One-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings: The provisional amount of income tax expense related to the mandatory deemed repatriation of foreign earnings was
$1.5 million
based on cumulative foreign earnings of
$4.2 million
. The deemed repatriation tax is completely offset with net operating loss carryforwards, with an offsetting valuation allowance adjustment and will not result in a cash tax liability. Finalization of 2017 earnings and profits calculations and receipt of further guidance in the form of Notices or Regulations may change the provisional calculation.
|
•
|
Elimination of the corporate AMT regime: Existing AMT credits as of December 31, 2017 will be refunded over the next four years. The refund may be subject to a sequestration reduction rate of approximately
6.6%
. The Company has provisionally determined that it will receive a refund of existing AMT credits of approximately
$22.4 million
after an estimated sequestration reduction of
$1.5 million
. The valuation allowance previously recorded against these credits has been released and a tax benefit of
$22.4 million
was recorded. The Company’s accounting policy regarding the balance sheet presentation of the AMT credits is to record the balance as a deferred tax asset until a return is filed claiming a refund of a portion of the credit, at which time the amount will be presented as a tax receivable.
|
F- 43
|
•
|
Elimination of executive compensation exemptions: The Act made changes to the $1 million limit on deductible compensation paid to certain “covered” employees. The Act eliminated exemptions for qualified performance based compensation and compensation paid after termination and expanded the number of employees to which the limit applies. The Company recorded a provisional amount of
$0.2 million
of tax expense, with an offsetting valuation allowance adjustment. The Act contains transitional rules, the implementation of which is uncertain at this time. The Company is still analyzing related aspects of the Act including the impact of the transitional rules. The provisional amount detailed above may change when further guidance is released that addresses these rules.
|
F- 44
|
|
Successor
|
Predecessor
|
||||||||
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
||||||
(In thousands)
|
|
|
|
|
||||||
Balance at beginning of period (including current portion)
|
$
|
356,742
|
|
|
$
|
354,326
|
|
$
|
410,454
|
|
Accretion expense
|
30,209
|
|
|
7,634
|
|
24,321
|
|
|||
Obligations of divested operations
|
(12,569
|
)
|
|
—
|
|
(14,702
|
)
|
|||
Adjustments to the liability from changes in estimates
|
(23,215
|
)
|
|
—
|
|
3,003
|
|
|||
Liabilities settled
|
(22,472
|
)
|
|
(5,218
|
)
|
(11,087
|
)
|
|||
Fresh start accounting adjustment
|
—
|
|
|
—
|
|
(57,663
|
)
|
|||
Balance at period end
|
$
|
328,695
|
|
|
$
|
356,742
|
|
$
|
354,326
|
|
Current portion included in accrued expenses
|
(19,840
|
)
|
|
(19,515
|
)
|
(17,290
|
)
|
|||
Noncurrent liability
|
$
|
308,855
|
|
|
$
|
337,227
|
|
$
|
337,036
|
|
F- 45
|
|
|
Fair Value at
|
|
December 31, 2017
|
||||||||||||
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
|
|
(In thousands)
|
||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Investments in marketable securities
|
|
$
|
155,846
|
|
|
$
|
64,100
|
|
|
$
|
91,746
|
|
|
$
|
—
|
|
Derivatives
|
|
7,339
|
|
|
—
|
|
|
1,985
|
|
|
5,354
|
|
||||
Total assets
|
|
$
|
163,185
|
|
|
$
|
64,100
|
|
|
$
|
93,731
|
|
|
$
|
5,354
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Derivatives
|
|
$
|
7,217
|
|
|
$
|
7,263
|
|
|
$
|
26
|
|
|
$
|
(72
|
)
|
|
|
Fair Value at
|
|
December 31, 2016
|
||||||||||||
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
|
|
(In thousands)
|
||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Investments in marketable securities
|
|
$
|
90,209
|
|
|
$
|
2,137
|
|
|
$
|
88,072
|
|
|
$
|
—
|
|
Derivatives
|
|
4,908
|
|
|
262
|
|
|
—
|
|
|
4,646
|
|
||||
Total assets
|
|
$
|
95,117
|
|
|
$
|
2,399
|
|
|
$
|
88,072
|
|
|
$
|
4,646
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Derivatives
|
|
$
|
101
|
|
|
$
|
(8
|
)
|
|
$
|
—
|
|
|
$
|
109
|
|
F- 46
|
|
|
|
Successor
|
Predecessor
|
||||||||
|
|
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
||||||
(In thousands)
|
|
|
|
|
|
|
||||||
Balance, beginning of period
|
|
|
$
|
4,537
|
|
|
$
|
3,842
|
|
$
|
2,432
|
|
Realized and unrealized (gains) losses recognized in earnings, net
|
|
|
(2,305
|
)
|
|
926
|
|
(1,686
|
)
|
|||
Included in other comprehensive income
|
|
|
—
|
|
|
—
|
|
—
|
|
|||
Purchases
|
|
|
4,910
|
|
|
1,225
|
|
5,021
|
|
|||
Issuances
|
|
|
(535
|
)
|
|
(34
|
)
|
(488
|
)
|
|||
Settlements
|
|
|
(1,181
|
)
|
|
(1,422
|
)
|
(1,437
|
)
|
|||
Ending balance
|
|
|
$
|
5,426
|
|
|
$
|
4,537
|
|
$
|
3,842
|
|
2017:
|
Dividends per share
|
Amount (in thousands)
|
||||
1st quarter
|
$
|
—
|
|
$
|
—
|
|
2nd quarter
|
0.35
|
|
8,563
|
|
||
3rd quarter
|
0.35
|
|
8,200
|
|
||
4th quarter
|
0.35
|
|
7,606
|
|
||
Total cash dividends declared and paid
|
$
|
1.05
|
|
$
|
24,369
|
|
F- 47
|
2017:
|
Number of Shares
|
Average Repurchase Price per Share
|
Amount (in thousands)
|
|||||
1st quarter
|
—
|
|
$
|
—
|
|
$
|
—
|
|
2nd quarter
|
710,701
|
|
$
|
71.82
|
|
51,043
|
|
|
3rd quarter
|
2,208,133
|
|
$
|
75.49
|
|
166,685
|
|
|
4th quarter
|
1,058,381
|
|
$
|
79.73
|
|
84,381
|
|
|
Total shares repurchased
|
3,977,215
|
|
$
|
75.96
|
|
$
|
302,109
|
|
F- 48
|
|
Time Based Awards
|
|
Performance Based Awards
|
||||||||
|
Restricted Stock Units
|
Weighted Average Grant-Date Fair Value
|
|
Restricted Stock Units
|
Weighted Average Grant-Date Fair Value
|
||||||
(Shares in thousands)
|
|
|
|
|
|
||||||
Outstanding at January 1, 2017
|
159
|
|
$
|
78.60
|
|
|
225
|
|
$
|
67.34
|
|
Granted
|
92
|
|
81.91
|
|
|
86
|
|
101.38
|
|
||
Forfeited/Canceled
|
(2
|
)
|
78.60
|
|
|
—
|
|
—
|
|
||
Vested
|
(9
|
)
|
78.60
|
|
|
—
|
|
—
|
|
||
Unvested outstanding at December 31, 2017
|
240
|
|
$
|
79.87
|
|
|
311
|
|
$
|
76.75
|
|
F- 49
|
|
|
Successor
|
Predecessor
|
||||||||||||
|
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||||||
(In thousands)
|
|
|
|
|
|
|
|
||||||||
Self-insured occupational disease benefits:
|
|
|
|
|
|
|
|
||||||||
Service cost
|
|
$
|
6,320
|
|
|
$
|
1,583
|
|
$
|
3,465
|
|
|
$
|
4,282
|
|
Interest cost
|
|
4,651
|
|
|
1,126
|
|
3,184
|
|
|
3,944
|
|
||||
Net amortization
|
|
—
|
|
|
—
|
|
4,325
|
|
|
6,973
|
|
||||
Total occupational disease
|
|
$
|
10,971
|
|
|
$
|
2,709
|
|
$
|
10,974
|
|
|
$
|
15,199
|
|
Traumatic injury claims and assessments
|
|
3,208
|
|
|
3,162
|
|
6,628
|
|
|
16,781
|
|
||||
Total workers’ compensation expense
|
|
$
|
14,179
|
|
|
$
|
5,871
|
|
$
|
17,602
|
|
|
$
|
31,980
|
|
|
Successor
|
Predecessor
|
||||||||
(In thousands)
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
||||||
Beginning of period
|
$
|
111,159
|
|
|
$
|
119,710
|
|
$
|
90,836
|
|
Service cost
|
6,320
|
|
|
1,583
|
|
3,465
|
|
|||
Interest cost
|
4,651
|
|
|
1,126
|
|
3,184
|
|
|||
Curtailments
|
(5,433
|
)
|
|
—
|
|
4,156
|
|
|||
Actuarial (gain) loss
|
12,242
|
|
|
(9,675
|
)
|
—
|
|
|||
Benefit and administrative payments
|
(6,513
|
)
|
|
(1,585
|
)
|
(3,728
|
)
|
|||
Fresh start accounting adjustment
|
—
|
|
|
—
|
|
21,797
|
|
|||
|
$
|
122,426
|
|
|
$
|
111,159
|
|
$
|
119,710
|
|
F- 50
|
|
Successor
|
Predecessor
|
||
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
(Percentages)
|
|
|
|
|
Occupational Disease Benefit
|
|
|
|
|
Discount rate
|
3.66
|
|
4.31
|
3.80
|
Cost escalation rate
|
N/A
|
|
N/A
|
N/A
|
|
Year Ended December 31, 2017
|
|
Year Ended December 31, 2016
|
||||
(In thousands)
|
|
|
|
||||
Occupational disease costs
|
$
|
122,426
|
|
|
$
|
111,159
|
|
Traumatic and other workers’ compensation claims
|
81,191
|
|
|
88,593
|
|
||
Total obligations
|
203,617
|
|
|
199,752
|
|
||
Less amount included in accrued expenses
|
18,782
|
|
|
15,184
|
|
||
Noncurrent obligations
|
$
|
184,835
|
|
|
$
|
184,568
|
|
F- 51
|
F- 52
|
|
Pension Benefits
|
|
Other Postretirement Benefits
|
||||||||||||||||||||||||||
|
Successor
|
Predecessor
|
|
Successor
|
Predecessor
|
||||||||||||||||||||||||
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||||||||||||||
(In thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Service cost
|
$
|
—
|
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
9
|
|
|
$
|
671
|
|
|
$
|
180
|
|
$
|
393
|
|
|
$
|
866
|
|
Interest cost
|
11,169
|
|
|
2,768
|
|
9,338
|
|
|
14,604
|
|
|
4,150
|
|
|
978
|
|
3,223
|
|
|
1,904
|
|
||||||||
Curtailments
|
—
|
|
|
—
|
|
454
|
|
|
—
|
|
|
(520
|
)
|
|
—
|
|
(970
|
)
|
|
—
|
|
||||||||
Settlements
|
(1,532
|
)
|
|
(135
|
)
|
—
|
|
|
2,656
|
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
||||||||
Expected return on plan assets
|
(16,498
|
)
|
|
(4,770
|
)
|
(13,623
|
)
|
|
(20,367
|
)
|
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
||||||||
Amortization of prior service credits
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
(7,854
|
)
|
|
(8,335
|
)
|
||||||||
Amortization of other actuarial losses (gains)
|
—
|
|
|
—
|
|
3,973
|
|
|
8,850
|
|
|
—
|
|
|
—
|
|
(849
|
)
|
|
(2,109
|
)
|
||||||||
Net benefit cost (credit)
|
$
|
(6,861
|
)
|
|
$
|
(2,137
|
)
|
$
|
142
|
|
|
$
|
5,752
|
|
|
$
|
4,301
|
|
|
$
|
1,158
|
|
$
|
(6,057
|
)
|
|
$
|
(7,674
|
)
|
|
Successor
|
Predecessor
|
||
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
(Percentages)
|
|
|
|
|
Pension Benefits
|
|
|
|
|
Discount rate
|
3.49/3.27
|
|
3.95
|
3.39
|
Rate of compensation increase
|
N/A
|
|
N/A
|
N/A
|
|
|
|
|
|
Other Postretirement Benefits
|
|
|
|
|
Discount rate
|
3.49
|
|
3.93
|
3.37
|
Rate of compensation increase
|
N/A
|
|
N/A
|
N/A
|
F- 53
|
|
Successor
|
Predecessor
|
||||
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
(Percentages)
|
|
|
|
|
|
|
Pension Benefits
|
|
|
|
|
|
|
Discount rate
|
3.77
|
|
3.39/3.95
|
4.59/3.80
|
|
4.15/4.61/4.41/4.60
|
Rate of compensation increase
|
N/A
|
|
N/A
|
N/A
|
|
N/A
|
Expected return on plan assets
|
6.20
|
|
6.85
|
6.85
|
|
7.00
|
|
|
|
|
|
|
|
Other Postretirement Benefits
|
|
|
|
|
|
|
Discount rate
|
3.85
|
|
3.37
|
4.57/3.80
|
|
3.91
|
Rate of compensation increase
|
N/A
|
|
N/A
|
N/A
|
|
N/A
|
Expected return on plan assets
|
N/A
|
|
N/A
|
N/A
|
|
N/A
|
F- 54
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||||||||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||||||||||
|
(In thousands)
|
||||||||||||||||||||||||||||||
Equity Securities:
(A)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
U.S. small-cap
|
$
|
5,064
|
|
|
$
|
13,520
|
|
|
$
|
5,064
|
|
|
$
|
13,520
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
U.S. mid-cap
|
22,640
|
|
|
29,687
|
|
|
6,017
|
|
|
9,422
|
|
|
16,623
|
|
|
20,265
|
|
|
—
|
|
|
—
|
|
||||||||
U.S. large-cap
|
43,232
|
|
|
70,226
|
|
|
21,416
|
|
|
34,107
|
|
|
21,816
|
|
|
36,119
|
|
|
—
|
|
|
—
|
|
||||||||
Non-U.S.
|
10,115
|
|
|
18,937
|
|
|
—
|
|
|
—
|
|
|
10,115
|
|
|
18,937
|
|
|
—
|
|
|
—
|
|
||||||||
Fixed income securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|||||||||||||||
U.S. government securities
(B)
|
66,922
|
|
|
26,519
|
|
|
60,286
|
|
|
19,973
|
|
|
6,636
|
|
|
6,546
|
|
|
—
|
|
|
—
|
|
||||||||
Non-U.S. government securities
(C)
|
4,050
|
|
|
1,567
|
|
|
—
|
|
|
—
|
|
|
4,050
|
|
|
1,567
|
|
|
—
|
|
|
—
|
|
||||||||
U.S. government asset and mortgage backed securities
(D)
|
2,440
|
|
|
1,074
|
|
|
—
|
|
|
—
|
|
|
2,440
|
|
|
1,074
|
|
|
—
|
|
|
—
|
|
||||||||
Corporate fixed income
(E)
|
54,679
|
|
|
58,191
|
|
|
—
|
|
|
—
|
|
|
54,679
|
|
|
58,191
|
|
|
—
|
|
|
—
|
|
||||||||
State and local government securities
(F)
|
3,829
|
|
|
6,406
|
|
|
—
|
|
|
—
|
|
|
3,829
|
|
|
6,406
|
|
|
—
|
|
|
—
|
|
||||||||
Other investments
(I)
|
27,057
|
|
|
26,151
|
|
|
—
|
|
|
—
|
|
|
8,457
|
|
|
6,910
|
|
|
18,600
|
|
|
19,241
|
|
||||||||
Total
|
$
|
240,028
|
|
|
$
|
252,278
|
|
|
$
|
92,783
|
|
|
$
|
77,022
|
|
|
$
|
128,645
|
|
|
$
|
156,015
|
|
|
$
|
18,600
|
|
|
$
|
19,241
|
|
Other fixed income
(G)
|
16,646
|
|
|
35,519
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Short-term investments
(H)
|
8,573
|
|
|
8,598
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Other liabilities
(J)
|
(9,605
|
)
|
|
(22,170
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
$
|
255,642
|
|
|
$
|
274,225
|
|
|
|
|
|
|
|
|
|
|
|
|
|
F- 55
|
|
|
|
Other
|
||||
|
Pension
|
|
Postretirement
|
||||
|
Benefits
|
|
Benefits
|
||||
|
(In thousands)
|
||||||
2018
|
$
|
17,614
|
|
|
$
|
12,381
|
|
2019
|
17,834
|
|
|
12,549
|
|
||
2020
|
18,174
|
|
|
12,990
|
|
||
2021
|
18,635
|
|
|
13,239
|
|
||
2022
|
19,235
|
|
|
13,423
|
|
||
Next 5 years
|
83,071
|
|
|
62,854
|
|
||
|
$
|
174,563
|
|
|
$
|
127,436
|
|
|
Successor
|
Predecessor
|
||||||
|
Year Ended December 31, 2017
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
Year Ended December 31, 2015
|
||||
(In Thousands)
|
|
|
|
|
||||
Weighted average shares outstanding:
|
|
|
|
|
||||
Basic weighted average shares outstanding
|
23,725
|
|
25,002
|
|
21,293
|
|
21,285
|
|
Effect of dilutive securities
|
515
|
|
467
|
|
20
|
|
—
|
|
|
|
|
|
|
||||
Diluted weighted average shares outstanding
|
24,240
|
|
25,469
|
|
21,313
|
|
21,285
|
|
F- 56
|
|
Operating
|
|
|
||||
|
Leases
|
|
Royalties
|
||||
|
(In thousands)
|
||||||
2018
|
$
|
5,936
|
|
|
$
|
3,582
|
|
2019
|
4,655
|
|
|
5,926
|
|
||
2020
|
2,260
|
|
|
6,953
|
|
||
2021
|
1,985
|
|
|
7,216
|
|
||
2022
|
2,024
|
|
|
7,003
|
|
||
Thereafter
|
8,292
|
|
|
34,371
|
|
||
|
$
|
25,152
|
|
|
$
|
65,051
|
|
F- 57
|
|
Successor
|
Predecessor
|
||||||||||||
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||||||
(In thousands)
|
|
|
|
|
|
|
||||||||
Europe
|
$
|
388,926
|
|
|
$
|
61,408
|
|
$
|
113,888
|
|
|
$
|
170,314
|
|
Asia
|
264,503
|
|
|
55,634
|
|
68,536
|
|
|
96,523
|
|
||||
North America
|
88,145
|
|
|
43,831
|
|
56,594
|
|
|
40,315
|
|
||||
Central and South America
|
30,982
|
|
|
13,224
|
|
41,861
|
|
|
55,323
|
|
||||
Africa
|
14,901
|
|
|
—
|
|
—
|
|
|
—
|
|
||||
Brokered Sales
|
6,137
|
|
|
—
|
|
—
|
|
|
32,848
|
|
||||
Total
|
$
|
793,594
|
|
|
$
|
174,097
|
|
$
|
280,879
|
|
|
$
|
395,323
|
|
F- 58
|
F- 59
|
(In thousands)
|
|
PRB
|
|
MET
|
|
Other Thermal
|
|
Corporate,
Other and
Eliminations
|
|
Consolidated
|
|||||||||||
Successor Year Ended
|
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenues
|
|
$
|
1,024,197
|
|
|
$
|
887,839
|
|
|
$
|
396,504
|
|
|
$
|
16,083
|
|
|
$2,324,623
|
|||
Adjusted EBITDAR
|
|
158,882
|
|
|
243,616
|
|
|
102,006
|
|
|
(86,747
|
)
|
|
417,757
|
|
||||||
Depreciation, depletion and amortization
|
|
36,349
|
|
|
70,896
|
|
|
13,588
|
|
|
1,631
|
|
|
122,464
|
|
||||||
Accretion on asset retirement obligation
|
|
20,160
|
|
|
2,000
|
|
|
2,161
|
|
|
5,888
|
|
|
30,209
|
|
||||||
Total Assets
|
|
390,665
|
|
|
548,476
|
|
|
134,397
|
|
|
906,094
|
|
|
1,979,632
|
|
||||||
Capital expenditures
|
|
6,212
|
|
|
32,678
|
|
|
11,901
|
|
|
8,414
|
|
|
59,205
|
|
||||||
Successor Period
|
October 2 through December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenues
|
|
$
|
275,703
|
|
|
$
|
200,377
|
|
|
$
|
97,382
|
|
|
$
|
2,226
|
|
|
$575,688
|
|||
Adjusted EBITDAR
|
|
55,765
|
|
|
30,819
|
|
|
31,159
|
|
|
(23,246
|
)
|
|
94,497
|
|
||||||
Depreciation, depletion and amortization
|
|
9,949
|
|
|
18,287
|
|
|
3,911
|
|
|
457
|
|
|
32,604
|
|
||||||
Accretion on asset retirement obligation
|
|
5,049
|
|
|
528
|
|
|
540
|
|
|
1,517
|
|
|
7,634
|
|
||||||
Total assets
|
|
446,775
|
|
|
576,793
|
|
|
129,602
|
|
|
983,427
|
|
|
2,136,597
|
|
||||||
Capital expenditures
|
|
934
|
|
|
13,329
|
|
|
684
|
|
|
267
|
|
|
15,214
|
|
||||||
Predecessor Period
|
January 1 through October 1, 2016
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenues
|
|
$
|
726,747
|
|
|
$
|
437,069
|
|
|
$
|
213,052
|
|
|
$
|
21,841
|
|
|
$1,398,709
|
|||
Adjusted EBITDAR
|
|
113,185
|
|
|
11,851
|
|
|
31,448
|
|
|
(69,181
|
)
|
|
87,303
|
|
||||||
Depreciation, depletion and amortization
|
|
100,151
|
|
|
55,311
|
|
|
32,310
|
|
|
3,809
|
|
|
191,581
|
|
||||||
Accretion on asset retirement obligation
|
|
16,940
|
|
|
1,765
|
|
|
1,988
|
|
|
3,628
|
|
|
24,321
|
|
||||||
Total assets
|
|
456,711
|
|
|
619,154
|
|
|
131,173
|
|
|
916,791
|
|
|
2,123,829
|
|
||||||
Capital expenditures
|
|
612
|
|
|
17,296
|
|
|
3,895
|
|
|
60,631
|
|
|
82,434
|
|
||||||
Predecessor Year Ended
|
December 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Revenues
|
|
|
$
|
1,448,440
|
|
|
$
|
637,941
|
|
|
$
|
428,809
|
|
|
$
|
58,070
|
|
|
$
|
2,573,260
|
|
Adjusted EBITDAR
|
|
281,039
|
|
|
70,450
|
|
|
42,734
|
|
|
(110,426
|
)
|
|
283,797
|
|
||||||
Depreciation, depletion and amortization
|
|
176,257
|
|
|
133,463
|
|
|
47,786
|
|
|
21,839
|
|
|
379,345
|
|
||||||
Accretion on asset retirement obligation
|
|
22,156
|
|
|
2,267
|
|
|
2,658
|
|
|
6,599
|
|
|
33,680
|
|
||||||
Total assets
|
|
1,648,916
|
|
|
772,439
|
|
|
366,610
|
|
|
2,253,916
|
|
|
5,041,881
|
|
||||||
Capital expenditures
|
|
21,228
|
|
|
24,787
|
|
|
11,277
|
|
|
61,732
|
|
|
119,024
|
|
F- 60
|
|
|
Successor
|
Predecessor
|
||||||||||||
(In thousands)
|
|
Year Ended December 31, 2017
|
|
October 2 through December 31, 2016
|
January 1 through October 1, 2016
|
|
Year Ended December 31, 2015
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Income (loss) before income taxes
|
|
$
|
203,195
|
|
|
$
|
34,605
|
|
$
|
1,237,455
|
|
|
$
|
(3,286,522
|
)
|
Interest expense, net
|
|
24,256
|
|
|
10,754
|
|
133,235
|
|
|
393,549
|
|
||||
Depreciation, depletion and amortization
|
|
122,464
|
|
|
32,604
|
|
191,581
|
|
|
379,345
|
|
||||
Accretion on asset retirement obligations
|
|
30,209
|
|
|
7,634
|
|
24,321
|
|
|
33,680
|
|
||||
Amortization of sales contracts, net
|
|
53,985
|
|
|
796
|
|
(728
|
)
|
|
(8,811
|
)
|
||||
Asset impairment and mine closure costs
|
|
—
|
|
|
—
|
|
129,267
|
|
|
2,628,303
|
|
||||
Losses from disposed operations resulting from Patriot Coal bankruptcy
|
|
—
|
|
|
—
|
|
—
|
|
|
116,343
|
|
||||
Gain on sale of Lone Mountain Processing, Inc.
|
|
(21,297
|
)
|
|
—
|
|
—
|
|
|
—
|
|
||||
Net loss resulting from early retirement of debt and debt restructuring
|
|
2,547
|
|
|
—
|
|
2,213
|
|
|
27,910
|
|
||||
Reorganization items, net
|
|
2,398
|
|
|
759
|
|
(1,630,041
|
)
|
|
—
|
|
||||
Fresh start coal inventory fair value adjustment
|
|
—
|
|
|
7,345
|
|
—
|
|
|
—
|
|
||||
Adjusted EBITDAR
|
|
$
|
417,757
|
|
|
$
|
94,497
|
|
$
|
87,303
|
|
|
$
|
283,797
|
|
F- 61
|
Year Ended December 31, 2017
|
March 31
|
|
June 30
|
|
September 30
|
|
December 31
|
||||||||
|
|
|
|
|
|
|
|
||||||||
(In thousands, except per share data)
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Revenues
|
$
|
600,975
|
|
|
$
|
549,866
|
|
|
$
|
613,538
|
|
|
560,244
|
|
|
Gross profit
|
$
|
85,747
|
|
|
$
|
62,577
|
|
|
$
|
65,100
|
|
|
62,937
|
|
|
Income from operations
|
$
|
66,264
|
|
|
$
|
42,692
|
|
|
$
|
72,489
|
|
|
$
|
50,951
|
|
Reorganization items, net
|
$
|
(2,828
|
)
|
|
$
|
(21
|
)
|
|
$
|
(43
|
)
|
|
$
|
494
|
|
Net income
|
$
|
51,668
|
|
|
$
|
37,160
|
|
|
$
|
68,351
|
|
|
$
|
81,271
|
|
Diluted income per common share
|
$
|
2.03
|
|
|
$
|
1.48
|
|
|
$
|
2.83
|
|
|
$
|
3.64
|
|
|
Predecessor
|
Successor
|
||||||||||||||||
Year Ended December 31, 2016
|
March 31
|
|
June 30
|
|
September 30
|
|
October 1
|
October 2 through December 31, 2016
|
||||||||||
|
(a) (b)
|
|
(a) (b)
|
|
(b)
|
|
(b)
|
|
||||||||||
(In thousands, except per share data)
|
|
|
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
|
|
|
||||||||||
Revenues
|
$
|
428,106
|
|
|
$
|
420,298
|
|
|
$
|
550,305
|
|
|
$
|
—
|
|
$
|
575,688
|
|
Gross profit (loss)
|
$
|
(53,325
|
)
|
|
$
|
(56,469
|
)
|
|
$
|
31,042
|
|
|
$
|
—
|
|
$
|
64,458
|
|
Asset impairment and mine closure costs
|
$
|
85,520
|
|
|
$
|
43,701
|
|
|
$
|
46
|
|
|
$
|
—
|
|
$
|
—
|
|
Income (loss) from operations
|
$
|
(158,412
|
)
|
|
$
|
(110,521
|
)
|
|
$
|
11,795
|
|
|
$
|
—
|
|
$
|
46,118
|
|
Reorganization items, net
|
$
|
(3,875
|
)
|
|
$
|
(21,271
|
)
|
|
$
|
(20,904
|
)
|
|
$
|
1,676,091
|
|
$
|
(759
|
)
|
Net income (loss)
|
$
|
(206,702
|
)
|
|
$
|
(175,887
|
)
|
|
$
|
(51,421
|
)
|
|
$
|
1,676,091
|
|
$
|
33,449
|
|
Diluted income (loss) per common share
|
$
|
(9.71
|
)
|
|
$
|
(8.26
|
)
|
|
$
|
(2.41
|
)
|
|
$
|
78.66
|
|
$
|
1.31
|
|
F- 62
|
|
|
|
Additions
|
|
|
|
|
|
|
||||||||||
|
|
|
(Reductions)
|
|
|
|
|
|
|
||||||||||
|
Balance at
|
|
Charged to
|
|
Charged to
|
|
|
|
Balance at
|
||||||||||
|
Beginning of
|
|
Costs and
|
|
Other
|
|
|
|
End of
|
||||||||||
|
Year
|
|
Expenses
|
|
Accounts
|
|
Deductions
(a)
|
|
Year
|
||||||||||
|
(In thousands)
|
||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Year Ended December 31, 2017
|
|
|
|
|
|
|
|
|
|
||||||||||
Reserves deducted from asset accounts:
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts receivable and other receivables
|
$
|
—
|
|
|
|
|
|
|
|
|
$
|
—
|
|
||||||
Current assets — supplies and inventory
|
—
|
|
|
365
|
|
|
(17
|
)
|
(b)
|
87
|
|
|
261
|
|
|||||
Deferred income taxes
|
1,021,553
|
|
|
(410,982
|
)
|
|
|
|
|
|
610,571
|
|
|||||||
Successor
|
|
|
|
|
|
|
|
|
|
||||||||||
October 2 through December 31, 2016
|
|
|
|
|
|
|
|
|
|
||||||||||
Reserves deducted from asset accounts:
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts receivable and other receivables
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Current assets — supplies and inventory
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Deferred income taxes
|
1,033,982
|
|
|
(12,429
|
)
|
|
—
|
|
|
—
|
|
|
1,021,553
|
|
|||||
Predecessor
|
|
|
|
|
|
|
|
|
|
||||||||||
January 1 through October 1, 2016
|
|
|
|
|
|
|
|
|
|
||||||||||
Reserves deducted from asset accounts:
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts receivable and other receivables
|
$
|
7,842
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
7,842
|
|
|
$
|
—
|
|
Current assets — supplies and inventory
|
5,991
|
|
|
844
|
|
|
(5,060
|
)
|
(c)
|
1,775
|
|
|
—
|
|
|||||
Deferred income taxes
|
1,135,399
|
|
|
(101,417
|
)
|
|
|
|
|
—
|
|
|
1,033,982
|
|
|||||
Year ended December 31, 2015
|
|
|
|
|
|
|
|
|
|
||||||||||
Reserves deducted from asset accounts:
|
|
|
|
|
|
|
|
|
|
||||||||||
Accounts receivable and other receivables
|
$
|
159
|
|
|
$
|
7,683
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
7,842
|
|
Current assets — supplies and inventory
|
6,625
|
|
|
431
|
|
|
—
|
|
|
1,065
|
|
|
5,991
|
|
|||||
Deferred income taxes
|
270,251
|
|
|
865,148
|
|
|
—
|
|
|
—
|
|
|
1,135,399
|
|
F- 63
|
1 Year Arch Resources Chart |
1 Month Arch Resources Chart |
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