3 unchanged sentences
Share Repurchase Program
−Removed: On April 14, 2023, the Company amended its existing transaction support agreement with the providers of its surety bond portfolio, dated November 6, 2020, to remove the restrictions on shareholder returns, subject to a minimum liquidity threshold, and terminated the then-existing credit facility.
On April 17, 2023, the Company announced that its Board of Directors authorized a new share repurchase program (2023 Repurchase Program) authorizing repurchases of up to $1.0 billion of its common stock.
1 unchanged sentence
Under the 2023 Repurchase Program, the Company may purchase shares of common stock from time to time at the discretion of management through open market purchases, privately negotiated transactions, block trades, accelerated or other structured share repurchase programs, or other means.
−Removed: The amount of any share repurchase transactions is subject to the Company’s annual Available Free Cash Flow (as defined in Part II, Item 7.
−Removed: “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”) The manner, timing and pricing of any share repurchase transactions will be based on a variety of factors, including market conditions, applicable legal requirements and alternative opportunities that the Company may have for the use or investment of capital.
−Removed: Through December 31, 2023, the Company had repurchased 16.1 million shares of its common stock under the 2023 Repurchase Program for $ 350.3 million, which included $2.6 million of unsettled share repurchases and commissions paid of $0.3 million, leaving $650.0 million available for share repurchase.
−Removed: Peabody Energy Corporation 2023 Form 10-K
+Added: The manner, timing and pricing of any share repurchase transactions will be based on a variety of factors, including market conditions, applicable legal requirements, the Company’s capital structure and alternative opportunities that the Company may have for the use or investment of capital.
+Added: Through December 31, 2024, the Company had repurchased 23.8 million shares of its common stock under the 2023 Repurchase Program for $530.8 million, which included commissions paid of $0.4 million, leaving $ 469.6 million available for share repurchase.
During the year ended December 31, 2024, the Company declared dividends per share of $0.300.
On February 6, 2025, the Company declared an additional dividend per share of $0.075 to be paid on March 11, 2025 to shareholders of record as of February 19, 2025.
−Removed: The declaration and payment of dividends and the amount of dividends will depend on the Company’s annual Available Free Cash Flow (as defined in Part II, Item 7.
−Removed: “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”)
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
Share Relinquishments
1 unchanged sentence
The value of Common Stock tendered by employees is determined based on the closing price of the Company’s Common Stock on the dates of the respective relinquishments.
−Removed: Issuances of Equity Securities
−Removed: 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: The at-the-market equity offering program was further expanded to 32.5 million shares during 2021.
−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 prospectus supplements dated June 4, 2021, September 17, 2021, and December 17, 2021 relating to the offer and sale of the shares.
−Removed: During the year ended December 31, 2021, the Company sold approximately 24.8 million shares for net cash proceeds of $269.8 million.
−Removed: No sales were made under this at-the-market equity offering program during the years ended December 31, 2022 or 2023, leaving approximately 7.7 million shares available for sale.
−Removed: On March 7, 2022, the Company entered into an at-the-market equity offering program pursuant to which the Company could offer and sell shares of its common stock having an aggregate gross sales price of up of $225 million.
−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 March 7, 2022 relating to the offer and sale of the shares.
−Removed: During the year ended December 31, 2022, the Company sold approximately 10.1 million shares for net proceeds of $222.0 million, thereby concluding this at-the-market equity offering program.
−Removed: Also during the year ended December 31, 2021, the Company completed multiple bilateral transactions with holders of the 2022 Notes, the 2025 Notes and the 2024 Peabody Notes in which the Company issued an aggregate 10.0 million shares of its Common Stock in exchange for $37.3 million aggregate principal amount of the 2022 Notes, $47.2 million aggregate principal amount of the 2025 Notes and $21.6 million aggregate principal amount of the 2024 Peabody Notes.
−Removed: No such bilateral transactions were completed during the year ended December 31, 2022.
−Removed: The issuance of shares of common stock in exchange for the 2022 Notes, the 2025 Notes and the 2024 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 2024 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.
Purchases of Equity Securities
8 unchanged sentences
December 1 through December 31, 2024
−Removed: 1,085,760 24.06 1,085,760 650.0
−Removed: 3,466,476 24.13 3,466,348
(1) Includes shares withheld to cover the withholding taxes upon the vesting of equity awards, which are not a part of the Repurchase Program Repurchase Program.
−Removed: Peabody Energy Corporation 2023 Form 10-K
Stock Performance Graph
−Removed: The following performance graph compares the cumulative total return on Peabody’s common stock with the cumulative total return of the following indices:
−Removed: (i) the S&P MidCap 400 Stock Index;
−Removed: (ii) a historical peer group comprised of Arch Resources, Inc., Hallador Energy Co., and Warrior Met Coal, Inc.
−Removed: (Custom Composite Index);
−Removed: and (iii) the S&P Metals Mining Select Industry Index, which replaces the Custom Composite Index.
−Removed: As certain competitors within the Custom Composite Index have diversified from coal production, Peabody elected to use a published industry index.
+Added: The following performance graph compares the cumulative total return on Peabody’s common stock with the cumulative total return of the S&P MidCap 400 Index and the S&P Metals and Mining Select Industry Index.
The graph assumes that the value of the investment in BTU and each index was $100 at December 31, 2019.
1 unchanged sentence
These indices are included for comparative purposes only and do not necessarily reflect management's opinion that such indices are an appropriate measure of the relative performance of the stock involved and are not intended to forecast or be indicative of possible future performance of the common stock.
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
Not applicable.
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.