Current Report Filing (8-k)

PEABODY ENERGY CORP false 0001064728 0001064728 2020-09-30 2020-09-30

 

 

UNITED STATES

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): September 30, 2020

 

 

PEABODY ENERGY CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		1-16463		13-4004153
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

701 Market Street, St. Louis, Missouri		63101-1826
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: [phone]

 

 

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:

 

☐	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))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.01 per share		BTU		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

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Item 1.02

Termination of a Material Definitive Agreement.

As previously disclosed, on September 29, 2020, Peabody Energy Corporation (the “Company” or “Peabody”) announced that the U.S. District Court had concluded its review and was supporting Federal Trade Commission efforts to block the formation of a joint venture combining the respective Powder River Basin and Colorado mining operations of Peabody and Arch Resources, Inc. (f/k/a Arch Coal, Inc.) (“Arch”).

On October 5, 2020, the Company and Arch executed a mutual termination agreement (the “Termination Agreement”), effective as of September 30, 2020, to terminate that certain Implementation Agreement, dated June 18, 2019, between Peabody and Arch (the “Implementation Agreement”) to establish the joint venture between Peabody and Arch. Neither Peabody nor Arch will be required to pay the other a termination fee as a result of the mutual decision to terminate the Implementation Agreement.

The foregoing description of the Termination Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Termination Agreement, a copy of which is attached as Exhibit 10.1 hereto and incorporated by reference.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit     No.		Description
10.1		Termination Agreement, dated as of October 5, 2020, between Peabody Energy Corporation and Arch Resources, Inc.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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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.

 

				PEABODY ENERGY CORPORATION
October 6, 2020				By:		/s/ Scott T. Jarboe
				Name:		Scott T. Jarboe
				Title:		Chief Legal Officer