PEABODY ENERGY CORPORATION (OTCMKTS:BTUUQ) Files An 8-K Termination of a Material Definitive Agreement


PEABODY ENERGY CORPORATION (OTCMKTS:BTUUQ) Files An 8-K Termination of a Material Definitive Agreement
Item 1.02 Termination of a Material Definitive Agreement.

As previously disclosed, on November 3, 2016, Peabody Australia Mining Pty Ltd (the “Seller”), an Australian subsidiary of Peabody Energy Corporation (the “Company” or “Peabody Energy”), entered into a definitive share sale and purchase agreement (the “SPA”) for the sale of all of the equity interests in Metropolitan Collieries Pty Ltd, the entity that owns Metropolitan coal mine in New South Wales, Australia and the associated 16.67 percent interest in the Port Kembla Coal Terminal, to South32 Aluminium (Holdings) Pty Ltd (the “Buyer”), a subsidiary of South32 Limited (“South32”). The SPA provided for a cash purchase price of US$200 million, subject to a customary working capital adjustment. The transaction also involved contingent consideration that provided for the Company to share equally with South32 in any revenue above an agreed metallurgical coal price forward curve, after taxes, royalties and appropriate discounts, on all coal sold for the twelve months following completion of the transaction, subject to extension if a minimum amount of coal is not sold during that period.
The closing of the transaction was conditional on receipt of approval from the Australian Competition and Consumer Commission (the “ACCC”). On February 22, 2017, the ACCC issued a Statement of Issues relating to the transaction, noting that the ACCC was continuing to review the transaction. On February 24, 2017, to its right under the SPA, the Buyer extended the CP End Date (as defined in the SPA) from March 3, 2017 to April 17, 2017. On April 17, 2017 (United States time), the Buyer terminated the SPA after it was unable to obtain ACCC approval by the CP End Date. As previously disclosed, and per the terms of the SPA, the Buyer paid a deposit which the Seller will retain.


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) closed its last trading session at 0.00000 with shares trading hands.

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