SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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)
December 8, 1994
ASHLAND COAL, INC.
(Exact name or registrant as specified in its charter)
DELAWARE 1-9993 61-0880012
(State or other (Commission file number) (I.R.S.Employer
jurisdiction of Identification No.)
incorporation or
organization)
2205 Fifth Street Road, Huntington, West Virginia 25701
(Address of principal executive offices) (Zip Code)
P.O. Box 6300, Huntington, West Virginia 25771
(Mailing Address) (Zip Code)
Registrant's telephone number, including area code: (304) 526-3333
1<PAGE>
Item 5. Other Events.
Ashland Oil, Inc., and Saarbergwerke AG Agree to Sale of Class B
Preferred Stock
Ashland Oil, Inc. ("Ashland Oil") has announced that it has
signed an agreement with Saarbergwerke AG ("Saarberg") allowing
Ashland Oil the right to purchase all 150 shares of Ashland Coal,
Inc.("Company") Class B Preferred Stock held by Saarberg. The
Company understands the transaction is subject to certain
conditions, including appropriate government approvals.
According to Ashland Oil, it currently has no plans to purchase
additional Company stock.
The Class B Preferred Stock represents approximately 15% of
the voting stock of the Company, and the addition of such
Preferred Stock, in combination with Ashland Oil's other holdings
of Company common stock, would result in Ashland Oil holding
approximately 54% of the voting stock of the Company.
Approximately 10% of the Company's voting stock is held by
Carboex International, Ltd., a coal purchasing agency of the
Spanish Utility ENDESA. The remaining 36% of the voting stock is
held by the public.
The purchase of the Company's Class B Preferred Stock will
result in the consolidation of the Company in Ashland Oil's
financial statements.
Each share of Company Class B Preferred Stock is presently
convertible into 18,346 shares of Company Common Stock. This
conversion rate increases to 19,596 shares on August 18, 1998 and
to 20,846 shares on August 18, 2003. In addition, the Class B
Preferred Stock receives a special annual preferred dividend and
has special voting rights. Ashland Oil reported that the
purchase price for the Class B Preferred stock under the
agreement is $110 million.
2<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
ASHLAND COAL, INC.
(Registrant)
By: /s/ Roy F. Layman
Administrative Vice
President and Secretary
Date: December 8, 1994
3<PAGE>
