CONSOL Energy Inc. (NYSE:CNX) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02
On July11, 2017, CONSOL Energy Inc. (the “Company”) announced that David M. Khani, the Company’s current Executive Vice President and Chief Financial Officer, will, effective August2, 2017, assume this same role at CONSOL Mining Corporation, a wholly-owned subsidiary of the Company that will hold the Company’s coal business, which the Company intends to spin-off into a separate, publicly traded Company. Mr.Khani has agreed to remain at his current position with the Company until August2, 2017 in order to facilitate an orderly transition of that position. By effectuating a spin-off of CONSOL Mining Corporation, the Company will be separated into two independent publicly-traded companies: a coal company and a natural gas exploration and production company, as discussed further below.
On July 10, 2017, the Board of Directors of the Company appointed Donald Rush, age 34, currently Vice President of Energy Marketing, to succeed Mr.Khani as the Executive Vice President and Chief Financial Officer of the Company, to be effective on August2, 2017. Having served in numerous leadership roles during his career with CONSOL Energy, Mr.Rush has guided the Company through every significant transaction during its transformative journey into a pure play natural gas exploration and production company, including the sale of the Company’s five West Virginia mines in 2013 and the separation of the Company’s Marcellus Shale joint venture with Noble Energy, Inc. Mr.Rush has held the position of Vice President of Energy Marketing with the Company since June 2015, and in this position, Mr.Rush has overseen the Company’s commercial functions, including mergers and acquisitions, gas marketing and transportation. Mr.Rush has also held the following positions with the Company: Vice President Diversified Business Units (December 2013 to June 2015), Director Major Transactions (July 2012 to December 2013), Manager Major Transactions (June 2011 to July 2012) and various other positions since he started with the Company in 2005.
| Item 5.02 | Regulation FD Disclosure. |
On July11, 2017, the Company issued a press release announcing that CONSOL Mining Corporation, a wholly owned subsidiary of the Company, filed an initial Registration Statement on Form 10 with the Securities and Exchange Commission in connection with the Company’s previously announced intention to separate into two independent, publicly traded companies. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information included in this Item 5.02 of this Current Report on Form 8-K and in Exhibit 99.1 is being furnished, not filed, in accordance with the provisions of General Instruction B.2 of the Current Report on Form 8-K. Accordingly, the information in Item 5.02 of this Current Report on Form 8-K and in Exhibit 99.1 will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933 unless specifically identified therein as being incorporated therein by reference.
| Item 5.02 | Financial Statements and Exhibits. |
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Exhibit Number |
Description of the Exhibit |
| Exhibit99.1 | Press release dated July11, 2017, regarding filing the initial Registration Statement on Form 10. |
CONSOL Energy Inc ExhibitEX-99.1 2 d313415dex991.htm EX-99.1 EX-99.1 Exhibit 99.1 CONSOL Energy Announces Filing of Form 10 Registration Statement for Spin-Off of its Pennsylvania Mining Operations and Other Coal Assets; Second Quarter 2017 Earnings Release and Call Schedule PITTSBURGH (July 11,…To view the full exhibit click here
About CONSOL Energy Inc. (NYSE:CNX)
CONSOL Energy Inc. (CONSOL Energy) is an integrated energy company that operates through two divisions: oil and gas exploration and production (E&P) and coal mining. The principal activity of the E&P division is to produce pipeline quality natural gas for sale primarily to natural gas wholesalers. The E&P division’s segments are Marcellus, Utica, Coalbed Methane, and Other Gas. The Other Gas segment is primarily related to shallow oil and gas production, as well as Upper Devonian Shale, and includes the Company’s purchased gas activities and general and administrative activities, as well as various other activities assigned to the E&P division but not allocated to each individual well type. The principal activities of the Coal division are mining, preparation and marketing of thermal coal, sold primarily to power generators, and metallurgical coal, sold to metal and coke producers. The Coal division’s segments are Pennsylvania (PA) Operations, Virginia (VA) Operations, and Other Coal.
