Attached files
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EX-1.1 - EX-1.1 - Patriot Coal CORP | c57818exv1w1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 28, 2010
Patriot Coal Corporation
(Exact Name of Registrant as Specified in its Charter)
Delaware | 001-33466 | 20-5622045 | ||
(State or other jurisdiction | (Commission | (I.R.S. Employer | ||
of incorporation) | File Number) | Identification No.) |
12312 Olive Boulevard, Suite 400 | 63141 | |||
St. Louis, Missouri | (Zip Code) | |||
(Address of Principal Executive Offices) |
Registrants telephone number, including area code: (314) 275-3600
Not Applicable
(Former name or former address, if changed since last report)
(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):
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01. Other Events
On April 28, 2010, Patriot Coal Corporation (Patriot or the Company) entered into an
Underwriting Agreement incorporating the Companys Debt Underwriting Agreement Standard Provisions
(together, the Agreement), with Citigroup Global Markets Inc. and Banc of America Securities LLC,
as representatives of the several underwriters named in Schedule II thereto (collectively, the
Underwriters), for the sale by Patriot of $250 million aggregate principal amount of 8.25% senior
notes due 2018 (the Notes). The Notes will be issued at a price of 99.279% of their principal
amount. The Notes will be jointly and severally guaranteed, on an unsecured basis, by all of
Patriots existing and future subsidiaries that are guarantors to Patriots revolving credit
facility. The Notes were sold pursuant to Patriots Registration Statement on Form S-3
(Registration No. 333-165052), as amended (the Registration Statement). The foregoing
description does not purport to be a complete statement of the parties rights and obligations
under the Agreement. The Agreement is filed as Exhibit 1.1 to this Form 8-K, which exhibit is
incorporated by reference in its entirety into the Registration Statement. The description of the
material terms of the Agreement is qualified in its entirety by reference to such exhibit.
Item 9.01. Financial Statements and Other Exhibits
(d) Exhibits
Exhibit No. | Description | |
1.1
|
Underwriting Agreement, dated April 28, 2010, among Patriot Coal Corporation and Citigroup Global Markets Inc. and Banc of America Securities LLC, as representatives of the several underwriters named in Schedule II thereto (including the Companys Debt Underwriting Agreement Standard Provisions). |
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.
Dated:
May 4, 2010
PATRIOT COAL CORPORATION |
||||
By: | /s/ Mark N. Schroeder | |||
Mark N. Schroeder | ||||
Senior Vice President & Chief Financial Officer | ||||
EXHIBIT INDEX
Exhibit No. | Description | |
1.1
|
Underwriting Agreement, dated April 28, 2010, among Patriot Coal Corporation and Citigroup Global Markets Inc. and Banc of America Securities LLC, as representatives of the several underwriters named in Schedule II thereto (including the Companys Debt Underwriting Agreement Standard Provisions). |