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Arch Resources and CONSOL Energy Announce Stockholder Approvals in Respect of Pending Merger

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Arch Resources (NYSE: ARCH) and CONSOL Energy (NYSE: CEIX) announced that stockholders of both companies have approved all proposals related to their pending merger. The combination is expected to complete on January 14, 2025, subject to remaining customary closing conditions.

Following the merger, the combined entity will be renamed Core Natural Resources, Inc. and will be headquartered in Canonsburg, Pennsylvania. The company's common stock is expected to begin trading on the New York Stock Exchange under the new ticker symbol CNR on January 15, 2025.

Arch Resources (NYSE: ARCH) e CONSOL Energy (NYSE: CEIX) hanno annunciato che gli azionisti di entrambe le società hanno approvato tutte le proposte relative alla loro fusione in corso. La combinazione dovrebbe concludersi il 14 gennaio 2025, soggetta al rispetto delle consuete condizioni di chiusura.

Dopo la fusione, l'entità combinata sarà rinominata Core Natural Resources, Inc. e avrà sede a Canonsburg, Pennsylvania. Si prevede che le azioni ordinarie della società inizieranno a essere scambiate sulla Borsa di New York con il nuovo simbolo ticker CNR il 15 gennaio 2025.

Arch Resources (NYSE: ARCH) y CONSOL Energy (NYSE: CEIX) anunciaron que los accionistas de ambas compañías han aprobado todas las propuestas relacionadas con su fusión pendiente. Se espera que la combinación se complete el 14 de enero de 2025, sujeto a las condiciones de cierre habituales que quedan.

Tras la fusión, la entidad combinada será renombrada Core Natural Resources, Inc. y tendrá su sede en Canonsburg, Pennsylvania. Se espera que las acciones ordinarias de la compañía comiencen a cotizar en la Bolsa de Nueva York bajo el nuevo símbolo de cotización CNR el 15 de enero de 2025.

Arch Resources (NYSE: ARCH)와 CONSOL Energy (NYSE: CEIX)는 양사의 주주들이 진행 중인 합병과 관련된 모든 제안을 승인했다고 발표했습니다. 이번 통합은 2025년 1월 14일에 완료될 것으로 예상되며, 남아 있는 관례적인 마감 조건에 따라 진행될 것입니다.

합병 후, 결합된 법인은 Core Natural Resources, Inc.로 이름이 변경되며, 펜실베이니아주 캐논스버그에 본사를 두게 됩니다. 회사의 보통주는 CNR라는 새로운 주식 심볼로 2025년 1월 15일부터 뉴욕 증권 거래소에서 거래될 것으로 예상됩니다.

Arch Resources (NYSE: ARCH) et CONSOL Energy (NYSE: CEIX) ont annoncé que les actionnaires des deux entreprises ont approuvé toutes les propositions relatives à leur fusion en cours. La combinaison devrait se finaliser le 14 janvier 2025, sous réserve des conditions de clôture habituelles restantes.

Suite à la fusion, l'entité combinée sera renommée Core Natural Resources, Inc. et aura son siège à Canonsburg, Pennsylvanie. Les actions ordinaires de l'entreprise devraient commencer à être négociées à la Bourse de New York sous le nouveau symbole boursier CNR le 15 janvier 2025.

Arch Resources (NYSE: ARCH) und CONSOL Energy (NYSE: CEIX) gaben bekannt, dass die Aktionäre beider Unternehmen alle Vorschläge im Zusammenhang mit ihrer bevorstehenden Fusion genehmigt haben. Die Kombination soll am 14. Januar 2025 abgeschlossen werden, vorbehaltlich der noch ausstehenden üblichen Abschlussbedingungen.

Nach der Fusion wird das kombinierte Unternehmen in Core Natural Resources, Inc. umbenannt und seinen Hauptsitz in Canonsburg, Pennsylvania, haben. Es wird erwartet, dass die Stammaktien des Unternehmens ab dem 15. Januar 2025 unter dem neuen Tickersymbol CNR an der New Yorker Börse gehandelt werden.

Positive
  • Stockholder approval secured from both companies for the merger
  • Clear timeline established for merger completion and trading under new ticker
  • Maintains NYSE listing post-merger
Negative
  • None.

Insights

This stockholder approval marks a pivotal moment in creating what will become one of the largest coal mining enterprises in the United States. The merger between Arch Resources and CONSOL Energy represents a strategic consolidation in the metallurgical and thermal coal sector, with the new entity, Core Natural Resources, positioned to leverage significant operational synergies and enhanced market presence.

The formation of Core Natural Resources will create a company with an estimated combined enterprise value exceeding $5 billion, bringing together CONSOL's Northern Appalachian operations with Arch's metallurgical coal assets. This consolidation is expected to generate substantial cost savings through operational efficiencies, improved logistics and enhanced bargaining power with suppliers and customers.

The merger timing is strategically advantageous, capitalizing on strong metallurgical coal prices and growing energy security concerns globally. The combined entity will benefit from diversified revenue streams across both metallurgical and thermal coal markets, potentially reducing earnings volatility and improving resilience to market cycles.

The market implications of this merger are substantial, particularly given the current global energy landscape. The new ticker symbol CNR will represent a more robust entity with enhanced production capabilities and market leverage. The strategic decision to headquarter in Canonsburg, Pennsylvania, positions the company at the heart of the Appalachian coal region, optimizing operational oversight and regional influence.

From a market perspective, this consolidation could lead to improved pricing power and more efficient capital allocation. The combined company will likely have stronger negotiating positions with both domestic utilities and international steel manufacturers, potentially leading to more favorable contract terms and improved margins. The merger also comes at a time when coal prices remain relatively strong, providing a solid foundation for the combined entity's initial operations.

ST. LOUIS and CANONSBURG, Pa., Jan. 9, 2025 /PRNewswire/ -- Arch Resources, Inc. ("Arch") (NYSE: ARCH) and CONSOL Energy Inc. ("CONSOL") (NYSE: CEIX) today announced that both companies' stockholders voted to approve all proposals in relation to the pending combination of CONSOL and Arch. Arch and CONSOL will both file the final certified voting results for their respective special meetings on a Form 8-K with the U.S. Securities and Exchange Commission. Approval by both companies' stockholders is one of the conditions to the closing of the pending combination. The combination is expected to be completed on January 14, 2025, subject to the satisfaction or waiver of the remaining customary closing conditions. Following the combination, the combined company will be renamed "Core Natural Resources, Inc." and will be headquartered in Canonsburg, Pennsylvania, with its common stock expected to trade on the New York Stock Exchange under the ticker symbol "CNR" beginning at the open of trading on January 15, 2025.

About Arch Resources, Inc.

Arch Resources is a premier producer of high-quality metallurgical products for the global steel industry. The company operates large, modern and highly efficient mines that consistently set the industry standard for both mine safety and environmental stewardship. Arch Resources from time to time utilizes its website – www.archrsc.com – as a channel of distribution for material company information. To learn more about us and our premium metallurgical products, go to www.archrsc.com.

About CONSOL Energy Inc.

CONSOL Energy Inc. (NYSE: CEIX) is a Canonsburg, Pennsylvania-based producer and exporter of high-Btu bituminous thermal coal and metallurgical coal. It owns and operates some of the most productive longwall mining operations in the Northern Appalachian Basin. CONSOL's flagship operation is the Pennsylvania Mining Complex, which has the capacity to produce approximately 28.5 million tons of coal per year and is comprised of 3 large-scale underground mines: Bailey Mine, Enlow Fork Mine, and Harvey Mine. CONSOL recently developed the Itmann Mine in the Central Appalachian Basin, which has the capacity when fully operational to produce roughly 900 thousand tons per annum of premium, low-vol metallurgical coking coal. The company also owns and operates the CONSOL Marine Terminal, which is located in the port of Baltimore and has a throughput capacity of approximately 20 million tons per year. In addition to the ~584 million reserve tons associated with the Pennsylvania Mining Complex and the ~28 million reserve tons associated with the Itmann Mining Complex, the company controls approximately 1.3 billion tons of greenfield thermal and metallurgical coal reserves and resources located in the major coal-producing basins of the eastern United States. Additional information regarding CONSOL Energy may be found at www.consolenergy.com

Cautionary Statement Regarding Forward-Looking Information

This communication contains certain "forward-looking statements" within the meaning of federal securities laws. Forward-looking statements may be identified by words such as "anticipates," "believes," "could," "continue," "estimate," "expects," "intends," "will," "should," "may," "plan," "predict," "project," "would" and similar expressions. Forward-looking statements are not statements of historical fact and reflect CONSOL's and Arch's current views about future events. Such forward-looking statements include, without limitation, statements about the benefits of the proposed transaction involving CONSOL and Arch, including future financial and operating results, CONSOL's and Arch's plans, objectives, expectations and intentions, the expected timing and likelihood of completion of the proposed transaction, and other statements that are not historical facts, including estimates of coal reserves, estimates of future production, assumptions regarding future coal pricing, planned delivery of coal to markets and the associated costs, future results of operations, projected cash flow and liquidity, business strategy and other plans and objectives for future operations. No assurances can be given that the forward-looking statements contained in this communication will occur as projected, and actual results may differ materially from those projected. Forward-looking statements are based on current expectations, estimates and assumptions that involve a number of risks and uncertainties that could cause actual results to differ materially from those projected. These risks and uncertainties include, without limitation, the risk that an event, change or other circumstance could give rise to the termination of the proposed transaction; the risk that a condition to closing of the proposed transaction may not be satisfied; the risk of delays in completing the proposed transaction; the risk that the businesses will not be integrated successfully; the risk that the cost savings and any other synergies from the proposed transaction may not be fully realized or may take longer to realize than expected; the risk that any announcement relating to the proposed transaction could have adverse effects on the market price of CONSOL's common stock or Arch's common stock; the risk of litigation related to the proposed transaction; the risk that the credit ratings of the combined company or its subsidiaries may be different from what the companies expect; the diversion of management time from ongoing business operations and opportunities as a result of the proposed transaction; the risk of adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the proposed transaction; the dilution caused by CONSOL's issuance of additional shares of its capital stock in connection with the proposed transaction; changes in coal prices, which may be caused by numerous factors, including changes in the domestic and foreign supply of and demand for coal and the domestic and foreign demand for steel and electricity; the volatility in commodity and capital equipment prices for coal mining operations; the presence or recoverability of estimated reserves; the ability to replace reserves; environmental and geological risks; mining and operating risks; the risks related to the availability, reliability and cost-effectiveness of transportation facilities and fluctuations in transportation costs; foreign currency, competition, government regulation or other actions; the ability of management to execute its plans to meet its goals; risks associated with the evolving legal, regulatory and tax regimes; changes in economic, financial, political and regulatory conditions; natural and man-made disasters; civil unrest, pandemics, and conditions that may result from legislative, regulatory, trade and policy changes; and other risks inherent in CONSOL's and Arch's businesses.

All such factors are difficult to predict, are beyond CONSOL's and Arch's control, and are subject to additional risks and uncertainties, including those detailed in CONSOL's annual report on Form 10-K for the year ended December 31, 2023, quarterly reports on Form 10-Q, and current reports on Form 8-K that are available on its website at https://investors.consolenergy.com/sec-filings and on the SEC's website at http://www.sec.gov, and those detailed in Arch's annual report on Form 10-K for the year ended December 31, 2023, quarterly reports on Form 10-Q and current reports on Form 8-K that are available on Arch's website at https://investor.archrsc.com/sec-filings/ and on the SEC's website at http://www.sec.gov.

Forward-looking statements are based on the estimates and opinions of management at the time the statements are made. Neither CONSOL nor Arch undertakes any obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.

Arch Resources Contacts

 

Investors

Deck Slone

314-994-2916

dslone@archrsc.com

 

Media

Andrew Siegel / Aaron Palash / Spencer Hoffman

Joele Frank, Wilkinson Brimmer Katcher

212-355-4449

 

 

CONSOL Energy Contacts

 

Investors

Nathan Tucker

724-416-8336

nathantucker@consolenergy.com

 

Media

Erica Fisher

724-416-8292

ericafisher@consolenergy.com

 

OR

 

Barrett Golden / Adam Pollack / Kara Grimaldi

Joele Frank, Wilkinson Brimmer Katcher

212-355-4449

 

 

Cision View original content:https://www.prnewswire.com/news-releases/arch-resources-and-consol-energy-announce-stockholder-approvals-in-respect-of-pending-merger-302346565.html

SOURCE CONSOL Energy Inc.

FAQ

When will the Arch Resources and CONSOL Energy merger be completed?

The merger is expected to be completed on January 14, 2025, subject to satisfaction or waiver of remaining customary closing conditions.

What will be the new name and ticker symbol of the merged Arch-CONSOL company?

The combined company will be renamed Core Natural Resources, Inc. and will trade under the ticker symbol CNR on the NYSE starting January 15, 2025.

Where will the headquarters of the merged Arch-CONSOL company be located?

The combined company will be headquartered in Canonsburg, Pennsylvania.

When will Core Natural Resources (CNR) begin trading on the NYSE?

Core Natural Resources is expected to begin trading on the NYSE under the ticker symbol CNR on January 15, 2025.

Have shareholders approved the Arch Resources and CONSOL Energy merger?

Yes, stockholders of both companies have voted to approve all proposals related to the pending combination.

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