PEABODY ENERGY CORPORATION (OTCMKTS:BTUUQ) Files An 8-K Other Events
Item 8.01. Other Events
As previously announced, on April 13, 2016, Peabody Energy
Corporation, a Delaware corporation (“Peabody” or the
“Company”), and a majority of the Companys wholly owned domestic
subsidiaries, as well as one international subsidiary in Gibraltar
(collectively with the Company, the “Debtors”), filed voluntary
petitions (the “Chapter 11 Cases”) under Chapter 11 of Title 11
of the U.S. Code (the “Bankruptcy Code”) in the United States
Bankruptcy Court for the Eastern District of Missouri (the
“Bankruptcy Court”).
Corporation, a Delaware corporation (“Peabody” or the
“Company”), and a majority of the Companys wholly owned domestic
subsidiaries, as well as one international subsidiary in Gibraltar
(collectively with the Company, the “Debtors”), filed voluntary
petitions (the “Chapter 11 Cases”) under Chapter 11 of Title 11
of the U.S. Code (the “Bankruptcy Code”) in the United States
Bankruptcy Court for the Eastern District of Missouri (the
“Bankruptcy Court”).
On March 17, 2017, the Bankruptcy Court entered an order confirming
the Debtors’ Second Amended Joint Plan of Reorganization of
Debtors and Debtors in Possession as Revised on March 15, 2017 (the
“Plan”), which approved and confirmed the Plan. For more
information on the Plan and the related Bankruptcy Court order of
confirmation, see our Current Report on Form 8-K that was filed
with the SEC on March 20, 2017.
the Debtors’ Second Amended Joint Plan of Reorganization of
Debtors and Debtors in Possession as Revised on March 15, 2017 (the
“Plan”), which approved and confirmed the Plan. For more
information on the Plan and the related Bankruptcy Court order of
confirmation, see our Current Report on Form 8-K that was filed
with the SEC on March 20, 2017.
On April 3, 2017 (the “Effective Date”), the Debtors satisfied
the conditions to effectiveness set forth in the Plan. As a result,
the Plan became effective in accordance with its terms, and the
Debtors emerged from their Chapter 11 Cases.
the conditions to effectiveness set forth in the Plan. As a result,
the Plan became effective in accordance with its terms, and the
Debtors emerged from their Chapter 11 Cases.
For more information on the events that occurred and the securities
that were issued upon the Effective Date, please refer to the
Company’s Current Report on Form 8-K that was filed with the SEC
on April 3, 2017.
that were issued upon the Effective Date, please refer to the
Company’s Current Report on Form 8-K that was filed with the SEC
on April 3, 2017.
Peabody is filing this Current Report on Form 8-K to provide the
computation of its ratio of earnings to fixed charges for each of
the years in the five-year period ended December 31, 2016, which is
attached as Exhibit 12.1 hereto and incorporated by reference
herein. Peabodys unaudited pro forma computation of ratio of
earnings to combined fixed charges and preference security
dividends for the year ended December 31, 2016, giving effect to
related financing transactions, is filed as Exhibit 12.2 to this
Current Report on Form 8-K and is incorporated herein by reference.
computation of its ratio of earnings to fixed charges for each of
the years in the five-year period ended December 31, 2016, which is
attached as Exhibit 12.1 hereto and incorporated by reference
herein. Peabodys unaudited pro forma computation of ratio of
earnings to combined fixed charges and preference security
dividends for the year ended December 31, 2016, giving effect to
related financing transactions, is filed as Exhibit 12.2 to this
Current Report on Form 8-K and is incorporated herein by reference.
In addition, Peabody is filing this Current Report on Form 8-K to
provide certain financial information with respect to its emergence
from the Chapter 11 Cases. The following unaudited pro forma
condensed consolidated financial data are filed as Exhibit 99.1 to
this Current Report on Form 8-K and are incorporated herein by
reference:
provide certain financial information with respect to its emergence
from the Chapter 11 Cases. The following unaudited pro forma
condensed consolidated financial data are filed as Exhibit 99.1 to
this Current Report on Form 8-K and are incorporated herein by
reference:
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Unaudited Pro Forma Condensed Consolidated Balance Sheet as
of December 31, 2016; |
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Unaudited Pro Forma Condensed Consolidated Statement of
Operations for the year ended December 31, 2016; and |
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Notes to the Unaudited Pro Forma Condensed Consolidated
Financial Data |
Also included as Exhibit 99.2 to this Current Report on Form 8-K
are certain updates to the Risk Factors included in Item 1A. of
Peabody’s Annual Report on Form 10-K, which was filed with the SEC
on March 22, 2017.
are certain updates to the Risk Factors included in Item 1A. of
Peabody’s Annual Report on Form 10-K, which was filed with the SEC
on March 22, 2017.
Other Information
In late March 2017, Cyclone Debbie struck the coast of Queensland,
Australia, resulting in heavy rainfall and subsequent flooding that
impacted the operations and logistics chain for the Company’s
metallurgical coal mines in the region. While the Companys
metallurgical mines in Queensland have recommenced operations in
the wake of Cyclone Debbie, outages of the rail system in the
region are preventing coal shipments from mine to port. Rail
services provider Aurizon announced on April 3, 2017 that initial
assessments indicate that recovery of the Goonyella rail system,
which connects various Bowen Basin mines to the Dalrymple Bay Coal
Terminal and Hay Point Coal Terminal, is expected to take
approximately five weeks. The Company is continuing to assess the
effects of Cyclone Debbie and the resulting rail outage on sales
volumes and the Company’s results of operations. In this regard,
it is too early for the Company to determine the impact these
events may have on second quarter price negotiations with
metallurgical coal customers.
Australia, resulting in heavy rainfall and subsequent flooding that
impacted the operations and logistics chain for the Company’s
metallurgical coal mines in the region. While the Companys
metallurgical mines in Queensland have recommenced operations in
the wake of Cyclone Debbie, outages of the rail system in the
region are preventing coal shipments from mine to port. Rail
services provider Aurizon announced on April 3, 2017 that initial
assessments indicate that recovery of the Goonyella rail system,
which connects various Bowen Basin mines to the Dalrymple Bay Coal
Terminal and Hay Point Coal Terminal, is expected to take
approximately five weeks. The Company is continuing to assess the
effects of Cyclone Debbie and the resulting rail outage on sales
volumes and the Company’s results of operations. In this regard,
it is too early for the Company to determine the impact these
events may have on second quarter price negotiations with
metallurgical coal customers.
Cautionary Note Regarding Forward-Looking Statements
This Current Report contains forward-looking statements as that
term is defined in the Private Securities Litigation Reform Act of
1995, Section 27A of the Securities Act of 1933, as amended and
Section 21E of the Securities Exchange Act of 1934 and are intended
to come within the safe harbor protection provided by those
sections. These forward-looking statements include statements that
relate to the intent, beliefs, plans or expectations of Peabody
Energy or its management at the time of this Current Report, as
well as any estimates or projections for the outcome of events that
have not yet occurred at the time of this Current Report. All
statements other than statements of historical fact are
forward-looking statements. Forward-looking statements include
expressions such as believe anticipate, expect, estimate, intend,
may, plan, predict, will and similar terms and expressions. All
forward-looking statements made by Peabody Energy are predictions
and not guarantees of future performance and are subject to various
risks, uncertainties and factors relating to Peabody Energys
operations and business environment, all
term is defined in the Private Securities Litigation Reform Act of
1995, Section 27A of the Securities Act of 1933, as amended and
Section 21E of the Securities Exchange Act of 1934 and are intended
to come within the safe harbor protection provided by those
sections. These forward-looking statements include statements that
relate to the intent, beliefs, plans or expectations of Peabody
Energy or its management at the time of this Current Report, as
well as any estimates or projections for the outcome of events that
have not yet occurred at the time of this Current Report. All
statements other than statements of historical fact are
forward-looking statements. Forward-looking statements include
expressions such as believe anticipate, expect, estimate, intend,
may, plan, predict, will and similar terms and expressions. All
forward-looking statements made by Peabody Energy are predictions
and not guarantees of future performance and are subject to various
risks, uncertainties and factors relating to Peabody Energys
operations and business environment, all
of which are difficult to predict and many of which are beyond
Peabody Energys control. These risks, uncertainties and factors
could cause Peabody Energys actual results to differ materially
from those matters expressed in or implied by these forward-looking
statements. Such factors include, but are not limited to: those
described under the Risk Factors section and elsewhere in Peabody
Energys most recently filed Annual Report on Form 10-K and Exhibit
99.2 of this Current Report on Form 8-K, which are available on
Peabody Energys website at www.peabodyenergy.com and on the SECs
website at www.sec.gov, such as unfavorable economic, financial and
business conditions, as well as other risks and uncertainties.
Factors that could affect Peabody Energys results or an investment
in its securities include, but are not limited to:
Peabody Energys control. These risks, uncertainties and factors
could cause Peabody Energys actual results to differ materially
from those matters expressed in or implied by these forward-looking
statements. Such factors include, but are not limited to: those
described under the Risk Factors section and elsewhere in Peabody
Energys most recently filed Annual Report on Form 10-K and Exhibit
99.2 of this Current Report on Form 8-K, which are available on
Peabody Energys website at www.peabodyenergy.com and on the SECs
website at www.sec.gov, such as unfavorable economic, financial and
business conditions, as well as other risks and uncertainties.
Factors that could affect Peabody Energys results or an investment
in its securities include, but are not limited to:
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competition in the energy market and supply and demand for
our products, including the impact of alternative energy sources, such as natural gas and renewables; |
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global steel demand and the downstream impact on
metallurgical coal prices, and lower demand for Peabody Energy’s products by electric power generators; |
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customer procurement practices and contract duration;
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the impact of weather and natural disasters on demand,
production and transportation; |
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reductions and/or deferrals of purchases by major customers
and Peabody Energy’s ability to renew sales contracts; |
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credit and performance risks associated with customers,
suppliers, contract miners, co-shippers, and trading, bank and other financial counterparties; |
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geologic, equipment, permitting, site access, operational
risks and new technologies related to mining; |
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transportation availability, performance and costs;
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availability, timing of delivery and costs of key supplies,
capital equipment or commodities such as diesel fuel, steel, explosives and tires; |
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impact of take-or-pay arrangements for rail and port
commitments for the delivery of coal; |
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successful implementation of business strategies, including,
without limitation, the actions Peabody Energy is implementing to improve its organization; |
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negotiation of labor contracts, employee relations and
workforce availability, including, without limitation, attracting and retaining key personnel; |
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changes in post-retirement benefit and pension obligations
and their related funding requirements; |
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replacement and development of coal reserves;
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effects of changes in interest rates and currency exchange
rates (primarily the Australian dollar); |
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effects of acquisitions or divestitures;
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Peabody Energy’s ability to successfully consummate planned
divestitures, including the announced sale of all of its equity interests in Metropolitan Collieries Pty Ltd, the entity that owns the Metropolitan coal mine in New South Wales, Australia; |
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economic strength and political stability of countries in
which Peabody Energy has operations or serves customers; legislation, regulations and court decisions or other government actions, including, but not limited to, new environmental and mine safety requirements, changes in income tax regulations, sales-related royalties, or other regulatory taxes and changes in derivative laws and regulations; |
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Peabody Energy’s ability to obtain and renew permits
necessary for its operations; |
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Peabody Energy’s ability to appropriately secure its
requirements for reclamation, federal and state workers compensation, federal coal leases and other obligations related to it operations, including its ability to utilize self-bonding and/or successfully access the commercial surety bond market; |
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litigation or other dispute resolution, including, but not
limited to, claims not yet asserted; |
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terrorist attacks or security threats, including, but not
limited to, cybersecurity breaches; |
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impacts of pandemic illnesses;
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any lack of an established market for certain of Peabody
Energy’s securities, including Peabody Energy’s Series A Convertible Preferred Stock, and potential dilution of its common stock due to future issuances of equity securities; |
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price volatility in Peabody Energy’s securities;
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short-sales in Peabody Energy’s common stock; and
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any conflicts of interest between Peabody Energy’s
significant shareholders and other holders of its capital stock. |
In addition, such factors include the following related to Peabody
Energy’s current capital structure:
Energy’s current capital structure:
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Peabody Energy’s ability to generate sufficient cash to
service all of its indebtedness; |
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Peabody Energy’s debt instruments and capital structure
place certain limits on its ability to pay dividends and repurchase Common Stock; and |
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Peabody Energy’s ability to comply with financial and other
restrictive covenants in various agreements, including its debt instruments. |
Forward-looking statements made by Peabody Energy in this Current
Report, or elsewhere, speak only as of the date on which the
statements were made. New risks and uncertainties arise from time
to time, and it is not possible for Peabody Energy to predict all
of these events or how they may affect it or its anticipated
results. Peabody Energy does not undertake any obligation to
publicly update any forward-looking statements except as may be
required by law. In light of these risks and uncertainties, readers
should keep in mind that the events referenced by any
forward-looking statements made in this Current Report may not
occur and should not place undue reliance on any forward-looking
statements.
Report, or elsewhere, speak only as of the date on which the
statements were made. New risks and uncertainties arise from time
to time, and it is not possible for Peabody Energy to predict all
of these events or how they may affect it or its anticipated
results. Peabody Energy does not undertake any obligation to
publicly update any forward-looking statements except as may be
required by law. In light of these risks and uncertainties, readers
should keep in mind that the events referenced by any
forward-looking statements made in this Current Report may not
occur and should not place undue reliance on any forward-looking
statements.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No.
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Description of Exhibit
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12.1
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Computation of Ratio of Earnings to Fixed Charges for
each of the years in the five-year period ended December 31, 2016 |
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12.2
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Unaudited Pro Forma Computation of Ratio of Earnings to
Combined Fixed Charges and Preference Security Dividends |
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99.1
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Unaudited Pro Forma Condensed Consolidated Financial Data
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99.2
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Certain updates to Risk Factors included in Item 1A. of
Peabody’s Annual Report on Form 10-K as filed with the SEC on March 22, 2017 |
About PEABODY ENERGY CORPORATION (OTCMKTS:BTUUQ)
Peabody Energy Corporation is a coal company. The Company’s segments include Powder River Basin Mining, Midwestern U.S. Mining, Western U.S. Mining, Australian Metallurgical Mining, Australian Thermal Mining, Trading and Brokerage, and Corporate and Other. Its Powder River Basin Mining operations consist of its mines in Wyoming. Midwestern U.S. Mining operations reflect the Company’s Illinois and Indiana mining operations. Western U.S. Mining operations reflect the aggregation of the New Mexico, Arizona and Colorado mining operations. Australian Metallurgical Mining operations consist of mines in Queensland and New South Wales, Australia. Australian Thermal Mining operations consist of mines in New South Wales, Australia. Its Trading and Brokerage segment engages in the direct and brokered trading of coal and freight-related contracts through the trading and business offices. Its Corporate and Other includes selling and administrative expenses, and corporate hedging activities. PEABODY ENERGY CORPORATION (OTCMKTS:BTUUQ) Recent Trading Information
PEABODY ENERGY CORPORATION (OTCMKTS:BTUUQ) closed its last trading session at 0.00000 with shares trading hands.
