0000899140-19-000596.txt : 20191024 0000899140-19-000596.hdr.sgml : 20191024 20191024165723 ACCESSION NUMBER: 0000899140-19-000596 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20191024 DATE AS OF CHANGE: 20191024 GROUP MEMBERS: MDRA GP LP GROUP MEMBERS: MONARCH GP LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ARCH COAL INC CENTRAL INDEX KEY: 0001037676 STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE SURFACE MINING [1221] IRS NUMBER: 430921172 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-51233 FILM NUMBER: 191166620 BUSINESS ADDRESS: STREET 1: CITY PLACE ONE STE 300 STREET 2: ARCH MINERAL CORP CITY: ST LOUIS STATE: MO ZIP: 63141 BUSINESS PHONE: 3149942700 MAIL ADDRESS: STREET 1: CITYPLACE ONE SUITE 300 STREET 2: ARCH MINERAL CORP CITY: CREVE COEUR STATE: MO ZIP: 63141 FORMER COMPANY: FORMER CONFORMED NAME: ARCH MINERAL CORP DATE OF NAME CHANGE: 19970411 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Monarch Alternative Capital LP CENTRAL INDEX KEY: 0001281084 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 535 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-554-1700 MAIL ADDRESS: STREET 1: 535 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: Quadrangle Debt Recovery Advisors LP DATE OF NAME CHANGE: 20070125 FORMER COMPANY: FORMER CONFORMED NAME: Quadrangle Debt Recovery Advisors LLC DATE OF NAME CHANGE: 20061013 FORMER COMPANY: FORMER CONFORMED NAME: QDRA LLC DATE OF NAME CHANGE: 20040223 SC 13D/A 1 m31681242a.htm SCHEDULE 13D (AMENDMENT NO. 8)

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934*
(Amendment No. 8)
Arch Coal, Inc.
(Name of Issuer)
Common Stock, par value $0.01
(Title of Class of Securities)
039380407
(CUSIP Number of Class of Securities)
Michael Kelly, Esq.
Monarch Alternative Capital LP
535 Madison Avenue
New York, NY 10022
Telephone: (212) 554-1700
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

Copies to:

Mark A. Cognetti, Esq.
Michael E. Brandt, Esq.
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, NY  10019-6099
(212) 728-8000

October 22, 2019
(Date of Event which Requires
Filing of this Schedule)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box:

NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Rule 240.13d-7 for other parties to whom copies are to be sent.

*  The remainder of this cover page shall be filled out for a reporting person's  initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D
CUSIP No.    039380407
  
Page 2 of 6 Pages

1
 
NAME OF REPORTING PERSON
 
Monarch Alternative Capital LP
2
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP          (a) ☐
(b) ☒
3
 
SEC USE ONLY
 
4
 
SOURCE OF FUNDS
N/A
 
5
 
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)                 ☐
 
6
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
 
 
7
 
SOLE VOTING POWER
0
8
 
SHARED VOTING POWER
651,298
9
 
SOLE DISPOSITIVE POWER
0
10
 
SHARED DISPOSITIVE POWER
651,298
11
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
651,298
12
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES                 ☐
 
13
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.33%
14
 
TYPE OF REPORTING PERSON
PN, IA

SCHEDULE 13D
CUSIP No.    039380407 
  
Page 3 of 6 Pages

1
 
NAME OF REPORTING PERSON
 
MDRA GP LP
2
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP          (a) ☐
(b) ☒
 
3
 
SEC USE ONLY
 
4
 
SOURCE OF FUNDS
N/A
5
 
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)                      ☐
 
6
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
 
7
 
SOLE VOTING POWER
0
8
 
SHARED VOTING POWER
651,298
9
 
SOLE DISPOSITIVE POWER
0
10
 
SHARED DISPOSITIVE POWER
651,298
11
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
651,298
12
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES                 ☐
 
13
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.33%
14
 
TYPE OF REPORTING PERSON
PN, HC

SCHEDULE 13D
CUSIP No.    039380407 
  
Page 4 of 6 Pages

1
 
NAME OF REPORTING PERSON
 
Monarch GP LLC
2
 
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP          (a) ☐
(b) ☒
 
3
 
SEC USE ONLY
 
4
 
SOURCE OF FUNDS
N/A
5
 
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)                 ☐
 
6
 
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
 
7
 
SOLE VOTING POWER
0
8
 
SHARED VOTING POWER
651,298
9
 
SOLE DISPOSITIVE POWER
0
10
 
SHARED DISPOSITIVE POWER
651,298
11
 
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
651,298
12
 
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES                 ☐
 
13
 
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.33%
14
 
TYPE OF REPORTING PERSON
OO, HC

This Amendment No. 8 to Schedule 13D (this “Amendment No. 8”) is being filed with respect to the common shares, par value $0.01 per share (“Common Stock”), of Arch Coal, Inc. (the “Issuer”), to amend the Schedule 13D filed on October 17, 2016 (together with Amendment No.1 to Schedule 13D filed on November 22, 2016, Amendment No. 2 to Schedule 13D filed on September 15, 2017, Amendment No. 3 to Schedule 13D filed on December 12, 2017, Amendment No. 4 to Schedule 13D filed on December 3, 2018 (which was inadvertently filed as Schedule 13D), Amendment No. 5 to Schedule 13D filed on December 18, 2018, Amendment No. 6 to Schedule 13D filed on March 18, 2019, and Amendment No. 7 to Schedule 13D filed on September 13, 2019, the “Schedule 13D”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Schedule 13D.

Item. 4.
Purpose of Transaction.

Item 4 is hereby amended to include the following:

The information contained in Item 5(c) of this Amendment No. 8 is incorporated herein by reference.

Item 5.
Interests in Securities of the Issuer.

Item 5(a) - (c) and (e) of the Schedule 13D is hereby amended and restated as follows:

(a)
As of the close of business on October 23, 2019, each of MAC, MDRA GP and Monarch GP indirectly beneficially own 651,298 shares of Common Stock.  Such shares represent 4.33% of the 15,041,754 shares of Common Stock outstanding as of October 18, 2019, according to the Quarterly Report on Form 10-Q filed by the Issuer with the SEC on October 22, 2019.  None of the individual Monarch Funds own a number of shares of Common Stock representing more than 5% of the outstanding shares of Common Stock.
(b)
As of the close of business on October 23, 2019, MAC, MDRA GP and Monarch GP share voting and dispositive power over 651,298 shares of Common Stock held directly by the Monarch Funds with each applicable Monarch Fund directly holding such shares.
(c)
As of the close of business on October 23, 2019, Schedule I hereto sets forth all transactions with respect to the Common Stock effected by the Monarch Funds during the past sixty (60) days.  All such transactions were effected in the open market, and per share prices include any commissions paid in connection with such transactions.
(e)
As of the close of business on October 23, 2019, MAC, MDRA GP and Monarch GP ceased to beneficially own 5% or more of the Issuer’s Common Stock.
 [Signatures on following page]
SIGNATURES

After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.
Dated: October 24, 2019
MONARCH ALTERNATIVE CAPITAL LP
   
By: MDRA GP LP, its General Partner
     
   
By: Monarch GP LLC, its General Partner
     
     
 
By:
 /s/ Michael Weinstock
   
Name: Michael Weinstock
   
Title: Member
     
Dated: October 24, 2019
MDRA GP LP
     
   
By: Monarch GP LLC, its General Partner
     
     
     
 
By:
 /s/ Michael Weinstock
   
Name: Michael Weinstock
   
Title: Member
     
     
Dated: October 24, 2019
MONARCH GP LLC
     
     
 
By:
 /s/ Michael Weinstock
   
Name: Michael Weinstock
   
Title: Member
     
     


Schedule I


Date
Number of Shares of Common Stock Purchased (Sold)
Price per Share ($)
9/10/2019
(44,300)
$82.70
9/11/2019
(93,000)
$82.79
9/12/2019
(13,250)
$82.84
9/13/2019
(4,000)
$81.05
9/16/2019
(22,600)
$82.23
10/11/2019
(12,000)
$80.55
10/15/2019
(301)
$80.06
10/21/2019
(10,790)
$80.11
10/22/2019
(136,627)
$83.55
10/23/2019
(175,419)
$85.67