9 unchanged sentences
The Repurchase Program does not have an expiration date and may be discontinued at any time.
−Removed: Through June 30, 2021, the Company has repurchased 41.5 million shares of its common stock for $1,340.3 million , which included commissions paid of $0.8 million , leaving $160.5 million available for share repurchase under the Repurchase Program.
+Added: Through September 30, 2021, the Company has repurchased 41.5 million shares of its common stock for $1,340.3 million , which included commissions paid of $0.8 million , leaving $160.5 million available for share repurchase under the Repurchase Program.
The Company suspended share repurchases in 2019, and similar to the payment of dividends as described above, the same agreements with its surety bond providers prohibit share repurchases through the earlier of December 31, 2025, or the maturity of the Credit Agreement (currently March 31, 2025) unless otherwise agreed to by the parties to the agreements.
4 unchanged sentences
In June 2021, the Company announced an at-the-market equity offering program pursuant to which the Company could offer and sell up to 12.5 million shares of its common stock.
−Removed: Such sales are allowed using methods permissible under Rule 415 of the Securities Act.
−Removed: The shares are offered and sold pursuant to the Company’s Registration Statement on Form S-3, which was declared effective by the Securities and Exchange Commission on April 23, 2021, as supplemented by a prospectus supplement dated June 4, 2021, relating to the offer and sale of the shares.
−Removed: During the three months ended June 30, 2021, the Company sold approximately 8.1 million shares for net cash proceeds of $65.1 million.
−Removed: Subsequent to June 30, 2021, the Company settled sales of an additional 2.7 million shares for net proceeds of $21.5 million.
−Removed: Also during the three months ended June 30, 2021, the Company completed multiple bilateral transactions with holders of the 2022 Notes in which the Company issued an aggregate 4.5 million shares of its common stock in exchange for $ 30.9 million aggregate principal amount of the 2022 Notes.
−Removed: The issuance of shares of common stock in exchange for the 2022 Notes was exempt from registration under the Securities Act, on the basis that the exchange was completed with existing holders of the Company’s securities, and no commission or other remuneration was paid or given for soliciting the exchange.
−Removed: Subsequent to June 30, 2021, the Company issued an aggregate 0.5 million shares of its common stock in exchange for $4.0 million aggregate principal amount of the 2022 Notes in a similar manner as noted above.
+Added: During September 2021, the Company announced that it could offer and sell up to an additional 12.5 million shares, for a total of 25.0 million shares authorized through the at-the-market offering program.
+Added: The shares are offered and sold pursuant to the Company’s Registration Statement on Form S-3, which was declared effective by the Securities and Exchange Commission on April 23, 2021, as supplemented by prospectus supplements dated June 4, 2021 and September 17, 2021, relating to the offer and sale of the shares.
+Added: During the nine months ended September 30, 2021, the Company sold approximately 17.1 million shares for net cash proceeds of $ 177.2 million.
+Added: Between October 1, 2021 and November 2, 2021, the Company settled sales of an additional 3.2 million shares for net proceeds of $ 43.4 million.
+Added: Also during the nine months ended September 30, 2021, the Company completed multiple bilateral transactions with holders of the 2022 Notes, the 2025 Notes and the Peabody Notes in which the Company issued an aggregate 6.7 million shares of its common stock in exchange for $ 37.3 million aggregate principal amount of the 2022 Notes, $ 17.9 million aggregate principal amount of the 2025 Notes and $ 5.5 million aggregate principal amount of the Peabody Notes.
+Added: The issuance of shares of common stock in exchange for the 2022 Notes, the 2025 Notes and the Peabody Notes was made in reliance on the exemption from registration provided in Section 3(a)(9) under the Securities Act of 1933, based in part on representations of holders of the 2022 Notes, the 2025 Notes and the Peabody Notes, and on the basis that the exchange was completed with existing holders of the Company's securities and no commission or other remuneration was paid or given for soliciting the exchange.
+Added: Between October 1, 2021 and November 2, 2021, the Company issued an aggregate 1.9 million shares of its common stock in exchange for $19.0 million aggregate principal amount of the 2025 Notes and $12.0 million aggregate principal amount of the Peabody Notes in a similar manner as noted above.
Share Relinquishments
2 unchanged sentences
Purchases of Equity Securities
−Removed: The following table summarizes all share purchases for the three months ended June 30, 2021:
+Added: The following table summarizes all share purchases for the three months ended September 30, 2021:
Purchased (1)
10 unchanged sentences
(In millions)
−Removed: April 1 through April 30, 2021 2,649 $ 3.01 — $ 160.5
−Removed: May 1 through May 31, 2021 295 6.63 — 160.5
−Removed: June 1 through June 30, 2021 96,549 7.41 — 160.5
+Added: July 1 through July 31, 2021 5,073 $ 8.19 — $ 160.5
+Added: August 1 through August 31, 2021 — — — 160.5
+Added: September 1 through September 30, 2021 — — — 160.5
Total 5,073 8.19 —
11 unchanged sentences
Description of Exhibit
+Added: 10.1* Variation of Employment Contract, dated August 11, 2021, between Peabody Energy Australia Coal Pty Ltd and Darren R.
+Added: Yeates (Incorporated by reference to Exhibit 99.1 of the Registrant’s Current Report on Form 8-K, filed August 13, 2021).
31.1† Certification of periodic financial report by the Registrant’s Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
12 unchanged sentences
104 Cover Page Interactive Data File formatted as Inline XBRL and contained in Exhibit 101
+Added: * These exhibits constitute all management contracts, compensatory plans and arrangements required to be filed as an exhibit to this form pursuant to Item 15(a)(3) and 15(b) of this report.
† Filed herewith.
1 unchanged sentence
PEABODY ENERGY CORPORATION
−Removed: August 6, 2021 By:
+Added: November 5, 2021 By:
Executive Vice President and Chief Financial Officer
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.