-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JzAy4/sjGu57HbsYWsn3quKRmVCqVEZ7MHPOLQVbPFY2jPOi9QhSMVlGuxreKpi4 HOR0qvV976i59eI4tBGrnw== 0001188112-04-001825.txt : 20041117 0001188112-04-001825.hdr.sgml : 20041117 20041117164225 ACCESSION NUMBER: 0001188112-04-001825 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041117 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041117 DATE AS OF CHANGE: 20041117 FILER: COMPANY DATA: COMPANY CONFORMED NAME: James River Coal CO CENTRAL INDEX KEY: 0001297720 STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE SURFACE MINING [1221] IRS NUMBER: 541602012 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-118190 FILM NUMBER: 041152580 BUSINESS ADDRESS: STREET 1: 901 E. BYRD STREET STREET 2: SUITE 1600 CITY: RICHMOND STATE: VA ZIP: 23219 BUSINESS PHONE: 804-780-3000 MAIL ADDRESS: STREET 1: 901 E. BYRD STREET STREET 2: SUITE 1600 CITY: RICHMOND STATE: VA ZIP: 23219 8-K 1 t8k-4060.txt 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ---------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) NOVEMBER 17, 2004 -------------------------- JAMES RIVER COAL COMPANY - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) VIRGINIA 54-1602012 - ---------------------------- ------------------------ -------------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 901 E. BYRD STREET, SUITE 1600, RICHMOND, VIRGINIA 23219 - ----------------------------------------------------------------- -------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (804) 780-3000 -------------------------- NOT APPLICABLE - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (SEE General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 8.01 OTHER EVENTS PRESS RELEASE. The press release of the Registrant dated November 17, 2004, which is filed as an exhibit hereto, is incorporated herein by reference. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits. EXHIBIT NO. DESCRIPTION ----------- ----------- 99.1 Press release dated November 17, 2004 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. JAMES RIVER COAL COMPANY (REGISTRANT) By: /s/ Samuel M. Hopkins II --------------------------------------------- Samuel M. Hopkins II Vice President and Chief Accounting Officer Date: November 17, 2004 EX-99.1 2 tex99_1-4060.txt EX-99.1 EXHIBIT 99.1 FOR IMMEDIATE RELEASE - --------------------- CONTACT: James River Coal Company Samuel M. Hopkins II Vice President and Chief Accounting Officer (804) 780-3000 JAMES RIVER COAL COMPANY ANNOUNCES EFFECTIVENESS OF RESALE REGISTRATION STATEMENT, APPROVAL FOR QUOTATION ON OTC BULLETIN BOARD, AND STOCK SPLIT Richmond, VA, November 17, 2004 - James River Coal Company (OTC: JRCC), a producer of steam-and industrial-grade coal, announced the effectiveness of its registration statement filed with the Securities and Exchange Commission. The registration statement, which was declared effective as of Friday, November 12, 2004, will enable certain selling shareholders to resell up to 8,462,722 shares of James River's Common Stock. Those shareholders may resell all or a portion of their shares from time-to-time, but James River is not currently aware of any specific plans by its shareholders to do so. James River also announced that the company was approved for quotation on the OTC Bulletin Board, and that its Common Stock began trading on the OTC Bulletin Board on Monday, November 15, 2004. James River intends to list its Common Stock on The Nasdaq National Market, when and if it meets the required listing standards. In addition, the company announced that it had effected a two-for-one stock split. The stock split was payable in the form of a 100% stock dividend for each shareholder of record on October 22, 2004, and was effected on November 5, 2004. James River had 14,728,994 shares of Common Stock outstanding immediately after effecting the stock split. ABOUT JAMES RIVER COAL COMPANY James River Coal Company mines, processes and sells bituminous, low sulfur, steam- and industrial-grade coal primarily to electric utility companies and industrial companies, through its five mining complexes located throughout eastern Kentucky. The Company's principal executive offices are located at 901 E. Byrd Street, Richmond, Virginia 23219. A registration statement relating to the securities discussed above has been filed with and declared effective by the Securities and Exchange Commission. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification of the securities under the securities laws of any such state. A copy of the final prospectus related to the offering can be obtained from James River Coal Company, at 901 E. Byrd Street, Richmond, Virginia 23219; Attention: Investor Relations. Certain statements in this press release, and other written or oral statements made by or on behalf of us, are "forward-looking statements" within the meaning of the federal securities laws. Statements regarding future events and developments and our future performance, as well as management's expectations, beliefs, plans, estimates or projections relating to the future, are forward-looking statements within the meaning of these laws. These forward-looking statements are subject to a number of risks and uncertainties. These risks and uncertainties include, but are not limited to, the following: a change in the demand for coal by electric utility customers; the loss of one or more of our largest customers; failure to exploit additional coal reserves; failure to diversify our operations; increased capital expenditures; increased compliance costs; lack of availability of financing sources; the effects of regulation and competition, and the risk factors detailed in our registration statement filed with the Securities and Exchange Commission, which important factors are incorporated herein by reference. Management believes that these forward-looking statements are reasonable; however, you should not place undue reliance on such statements. These statements are based on current expectations and speak only as of the date of such statements. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of future events, new information or otherwise. -----END PRIVACY-ENHANCED MESSAGE-----