Current Report Filing (8-k)
October 06 2020 - 4:31PM
Edgar (US Regulatory)
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)
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Delaware
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1-16463
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13-4004153
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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701 Market Street, St. Louis, Missouri
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63101-1826
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (314) 342-3400
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:
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange
on which registered
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Common Stock, par value $0.01 per share
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BTU
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New York Stock Exchange
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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
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Termination of a Material Definitive Agreement.
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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.
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits.
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.
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PEABODY ENERGY CORPORATION
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October 6, 2020
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By:
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/s/ Scott T. Jarboe
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Name:
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Scott T. Jarboe
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Title:
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Chief Legal Officer
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