4 unchanged sentences
Based upon that evaluation, Peabody’s Chief Executive Officer and Chief Financial Officer have concluded that such disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act as of December 31, 2024 were effective to provide reasonable assurance that the desired control objectives were achieved.
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
Changes in Internal Control Over Financial Reporting
8 unchanged sentences
There have been no changes in Peabody’s internal control over financial reporting that occurred during the three months ended December 31, 2024 that have materially affected, or are reasonably likely to materially affect, its internal control over financial reporting.
−Removed: Peabody Energy Corporation 2023 Form 10-K
Management’s Report on Internal Control Over Financial Reporting
12 unchanged sentences
Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
Report of Independent Registered Public Accounting Firm
−Removed: To the Shareholders and the Board of Directors of Peabody Energy Corporation
+Added: To the Stockholders and the Board of Directors of Peabody Energy Corporation
Opinion on Internal Control Over Financial Reporting
22 unchanged sentences
Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
Other Information.
Securities Trading Plans of Directors and Executive Officers
−Removed: During the three months ended December 31, 2023, none of Peabody’s directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Item 408 of Regulation S-K.
+Added: On December 2, 2024 , Scott T.
+Added: Jarboe , Chief Administrative Officer and Corporate Secretary , adopted a Rule 10b5-1 trading arrangement (as such term is defined in Item 408 of Regulation S-K), which is designed to be in effect until January 28, 2026, subject to customary exceptions.
+Added: Jarboe’s Rule 10b5-1 trading arrangement calls for potential sales of a percentage of shares that he could receive upon the future vesting of certain outstanding equity awards, net of any shares withheld by Peabody to satisfy applicable taxes.
+Added: The number of shares to be withheld, and thus the exact maximum number of shares to be sold pursuant to Mr.
+Added: Jarboe’s Rule 10b5-1 trading arrangement, can only be determined upon the occurrence of the future vesting events.
+Added: For purposes of this disclosure, without subtracting any shares to be withheld upon future vesting events, the maximum aggregate number of shares to be sold pursuant to Mr.
+Added: Jarboe’s Rule 10b5-1 trading arrangement is 12,441 .
+Added: Except as set forth above, during the three months ended December 31, 2024, none of Peabody’s directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Item 408 of Regulation S-K.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
9 unchanged sentences
Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
Equity Compensation Plan Information
32 unchanged sentences
Consolidated Balance Sheets — December 31, 202 4 and 202 3
−Removed: Consolidated Statements of Cash Flows — For the Years Ended December 31, 202 3 , 20 2 2 a n d 2 0 2 1
+Added: Consolidated Statements of Cash Flows — For the Years Ended December 31, 202 4 , 202 3 and 202 2
Consolidated Statements of Changes in Stockholders’ Equity — For the Years Ended December 31, 202 4 , 202 3 and 202 2
1 unchanged sentence
Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
(2) Financial Statement Schedules.
8 unchanged sentences
(Incorporated by reference to Exhibit 2.2 of the Registrant’s Current Report on Form 8-K, filed October 27, 2023).
+Added: 2.3 ‡ Share Purchase Agreement, dated as of November 25, 2024, by and among Peabody Energy Corporation, Anglo American Netherlands B.V., Anglo American Services (UK) Ltd.
+Added: and Peabody SMC Pty Ltd (Incorporated by reference to Exhibit 2.1 of the Registrant’s Current Report on Form 8-K, filed November 29, 2024).
+Added: 2.4 ‡ Share and Asset Purchase Agreement, dated as of November 25, 2024, by and among Peabody Energy Corporation, Anglo American Netherlands B.V., Moranbah North Coal Pty Ltd., Anglo American Steelmaking Coal Assets Eastern Australia Limited, Anglo American Steelmaking Coal Holdings Limited, Anglo American Services (UK) Ltd.
+Added: and Peabody MNG Pty Ltd (Incorporated by reference to Exhibit 2.2 of the Registrant’s Current Report on Form 8-K, filed November 29, 2024).
+Added: 2.5 ‡ Option Deed, dated as of November 25, 2024, by and among Peabody SMC Pty Ltd, Peabody Australia Holdco Pty Ltd, PT Bukit Makmur Internasional and PT Delta Dunia Makmur Tbk (Incorporated by reference to Exhibit 2.3 of the Registrant’s Current Report on Form 8-K, filed November 29, 2024).
+Added: 2.6 ‡ Dawson Loan Note Deed, dated as of November 25, 2024, by and among Peabody SMC Pty Ltd and PT Bukit Makmur Internasional (Incorporated by reference to Exhibit 2.4 of the Registrant’s Current Report on Form 8-K, filed November 29, 2024).
3.1 Fourth Amended and Restated Certificate of Incorporation of the Registrant (Incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed April 3, 2017).
−Removed: 3.2 Second Amended and Restated By-Laws of the Registrant (Incorporated by reference to Exhibit 3.
−Removed: 1 of the Registrant’s Current Report on Form 8-K filed December 8, 2023).
+Added: 3.2 Second Amended and Restated By-Laws of the Registrant (Incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report on Form 8-K filed December 8, 2023).
4.1 Specimen of stock certificate representing the Registrant’s common stock, $.01 par value (Incorporated by reference to Exhibit 4.13 to Amendment No.
1 unchanged sentence
333-55412, filed May 1, 2001).
−Removed: 4.2 Indenture, dated as of February 15, 2017, between Peabody Securities Finance Corporation and Wilmington Trust, National Association, as Trustee, governing 6.000% Senior Secured Notes due 2022 and 6.375% Senior Secured Notes due 2025 (Incorporated by reference to Exhibit 4.1 of the Registrant’s Current Report on Form 8-K, filed February 15, 2017).
−Removed: 4.3 First Supplemental Indenture, dated as of April 3, 2017, among the Registrant, Peabody Securities Finance Corporation, the subsidiary guarantors party thereto and Wilmington Trust, National Association, as trustee (Incorporated by reference to Exhibit 4.3 of the Registrant’s Current Report on Form 8-K, filed April 3, 2017).
−Removed: 4.4 Second Supplemental Indenture, dated as of May 7, 2018, among the Registrant, NGS Acquisition Corp., LLC, and Wilmington Trust, National Association, as trustee (Incorporated by reference to Exhibit 4.4 of the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2018).
−Removed: 4.5 Third Supplemental Indenture, dated as of August 9, 2018, between the Registrant and Wilmington Trust, National Association, as trustee (Incorporated by reference to Exhibit 10.1 of the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2018).
−Removed: 4.6 Fourth Supplemental Indenture, dated as of December 7, 2018, among the Registrant, Peabody Southeast Mining, LLC, and Wilmington Trust, National Association, as trustee (Incorporated by reference to Exhibit 4.6 of the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2018).
4.2† Description of Securities
−Removed: 4.8 Indenture dated as of January 29, 2021, by and among the Co-Issuers, Wilmington Trust, National Association, as trustee, and the Company (on a limited basis, to the extent of its obligations specifically set forth therein) (Incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K/A filed on February 1, 2021).
−Removed: 4.9 Indenture dated as of January 29, 2021, by and among Peabody, the guarantors party thereto, and Wilmington Trust, National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K/A filed on February 1, 2021).
−Removed: 4.10 Seventh Supplemental Indenture, dated as of January 8, 2021, by and among the Company and Wilmington Trust, National Association, as trustee (Incorporated by reference to Exhibit 4.3 to the Registrant’s Current Report on Form 8-K/A filed on February 1, 2021).
−Removed: 4.11 Eighth Supplemental Indenture, dated as of January 29, 2021, by and among the Company and Wilmington Trust, National Association, as trustee (Incorporated by reference to Exhibit 4.4 to the Registrant’s Current Report on Form 8-K/A filed on February 1, 2021).
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: 4.12 First Supplemental Indenture, dated as of February 3, 2021, by and among the Co-Issuers, Wilmington Trust, National Association, as trustee, and Peabody (on a limited basis, to the extent of its obligations specifically set forth therein) (Incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on February 5, 2021).
−Removed: 4.13 First Supplemental Indenture, dated as of February 3, 2021, by and among Peabody, the guarantors party thereto, and Wilmington Trust, National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on February 5, 2021).
4.3 Indenture, dated as of March 1, 2022, between Peabody Energy Corporation and Wilmington Trust, National Association, as trustee (Incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on March 1, 2022).
17 unchanged sentences
333-59073, filed September 8, 1998).
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
10.7 Royalty Prepayment Agreement by and among Peabody Natural Resources Company, Gallo Finance Company and Chaco Energy Company, dated September 30, 1998 (incorporated by reference to Exhibit 10.9 of the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 1998).
20 unchanged sentences
10.20 Coal Supply Agreement, dated October 22, 2007, between Patriot Coal Sales LLC and COALSALES II, LLC (Incorporated by reference to Exhibit 10.6 of the Registrant’s Current Report on Form 8-K, filed October 25, 2007).
−Removed: Peabody Energy Corporation 2023 Form 10-K
10.21 Settlement Agreement entered into as of October 24, 2013, by and among Patriot Coal Corporation, on behalf of itself and its affiliates, the Registrant, on behalf of itself and its affiliates, and the United Mine Workers of America, on behalf of itself and the UMWA Employees and UMWA Retirees (Incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K, filed October 30, 2013).
10.22 Purchase and Sale Agreement, dated as of November 20, 2015, by and between Four Star Holdings, LLC and Western Megawatt Resources, LLC (Incorporated by reference to Exhibit 10.28 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2015).
−Removed: 10.23* Contract of Employment, dated October 22, 2020, between Peabody Energy Australia Coal Pty Ltd and Darren R.
−Removed: Yeates (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed October 26, 2020).
10.23* Variation of Employment Contract, dated August 11, 2021, between Peabody Energy Australia Coal Pty Ltd and Darren R.
Yeates (Incorporated by reference to Exhibit 99.1 of the Registrant’s Current Report on Form 8-K, filed August 13, 2021).
+Added: 10.24* Amendment and Restatement of Contract of Employment, dated December 27, 2024, between Peabody Energy Australia Coal Pty Ltd and Darren R.
+Added: Yeates (Incorporated by reference to Exhibit 10.1 of the Registrant's Current Report on Form 8-K filed December 30, 2024).
10.25* Peabody Energy Corporation 2019 Executive Severance Plan.
2 unchanged sentences
10.27 Fifth Amended and Restated Receivables Purchase Agreement, dated as of March 25, 2016, by and among P&L Receivables Company, LLC, Peabody Energy Corporation, the various Sub-Servicers listed on the signature pages thereto, all Conduit Purchasers listed on the signature pages thereto, all Committed Purchasers listed on the signature pages thereto, all Purchaser Agents listed on the signature pages thereto, all LC Participants listed on the signature pages thereto, and PNC Bank, National Association, as Administrator and as LC Bank (Incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed March 31, 2016).
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
10.28 First Amendment to the Fifth Amended and Restated Receivables Purchase Agreement, dated as of April 12, 2016, by and among P&L Receivables Company, LLC, Peabody Energy Corporation, the various Sub-Servicers listed on the signature pages thereto, and PNC Bank, National Association, as Administrator and as the Sole Purchaser, Committed Purchaser, LC Bank and LC Participant (Incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K, filed April 13, 2016).
6 unchanged sentences
10.35 First Amendment to the Sixth Amended and Restated Receivables Purchase Agreement, dated as of June 30, 2017, by and among P&L Receivables Company, LLC, Peabody Energy Corporation, the various parties identified on the signature pages thereto as Sub-Servicers, Metropolitan Collieries Pty Ltd, and PNC Bank, National Association, as Administrator and as the sole Purchaser Agent, Committed Purchaser, LC Bank and LC Participant on the date thereof (Incorporated by reference to Exhibit 10.9 of the Registrant’s Quarterly Report on Form 10-Q, filed August 14, 2017).
−Removed: Peabody Energy Corporation 2023 Form 10-K
10.36 Second Amendment to the Sixth Amended and Restated Receivables Purchase Agreement, dated as of December 13, 2017, by and among P&L Receivables Company, LLC, Peabody Energy Corporation, Regions Bank, and PNC Bank, National Association, as Administrator and as the sole Purchaser Agent, Committed Purchaser, LC Bank and LC Participant on the date thereof (Incorporated by reference to Exhibit 10.57 of the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2017).
7 unchanged sentences
3 to Credit Agreement, by and among Peabody Energy Corporation, the subsidiaries of Peabody Energy Corporation party thereto as reaffirming parties, the lenders party thereto and Goldman Sachs Bank USA, as administrative agent, dated as of December 18, 2017 (Incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K, filed December 19, 2017).
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
10.42 Amendment No.
8 unchanged sentences
8 to Credit Agreement by and among Peabody Energy Corporation, the subsidiaries of Peabody Energy Corporation party thereto as reaffirming parties, the lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent, dated as of January 29, 2021 (as successor to Goldman Sachs Bank USA in its capacity as administrative agent) (Incorporated by reference to Exhibit 10.3 of the Registrant’s Current Report on Form 8-K/A filed on February 1, 2021).
−Removed: 10.47 Credit Agreement, dated as of January 29, 2021, among the Co-Issuers, as borrowers, Peabody Energy Corporation, as parent, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (Incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K/A filed on February 1, 2021).
10.47* Peabody Energy Corporation 2017 Incentive Plan (Incorporated by reference to Exhibit 4.6 of the Registrant’s Registration Statement on Form S-8, filed April 3, 2017).
3 unchanged sentences
10.50* Form of Restricted Stock Unit Agreement under the Peabody Energy Corporation 2017 Incentive Plan (Incorporated by reference to Exhibit 10.7 of the Registrant’s Current Report on Form 8-K, filed April 3, 2017).
−Removed: Peabody Energy Corporation 2023 Form 10-K
10.51* Form of Restrictive Covenant Agreement under the Peabody Energy Corporation 2017 Incentive Plan (Incorporated by reference to Exhibit 10.8 of the Registrant’s Current Report on Form 8-K, filed April 3, 2017).
9 unchanged sentences
10.60* Form of Performance Share Units Agreement under the Peabody Energy Corporation 2017 Incentive Plan (Incorporated by reference to Exhibit 10.4 of the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2020).
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
10.61* Form of Restricted Stock Unit Agreement under the Peabody Energy Corporation 2017 Incentive Plan (Incorporated by reference to Exhibit 10.5 of the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2020).
9 unchanged sentences
10.70* Form of 2022 Performance-Based Cash Award Agreement under the Peabody Energy Corporation 2017 Incentive Plan (AUS Employees) (Incorporated by reference to Exhibit 10.81 of the Registrant’s Annual Report on Form 10-K, filed February 18, 2022).
−Removed: Peabody Energy Corporation 2023 Form 10-K
10.71* † Form of 2025 Performance Unit Agreement (with cash) (ELT Level) under the Peabody Energy Corporation 2017 Incentive Plan.
11 unchanged sentences
10.80 First Amendment to Amended and Restated Transaction Support Agreement, dated as of January 29, 2021, between Peabody, certain subsidiaries of Peabody, the Revolving Lenders, the Administrative Agent, and the Consenting Noteholders (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K/A filed on February 1, 2021).
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
10.81 Agreement for Irrevocable Standby Letters of Credit, dated as of February 17, 2022, between Peabody and Goldman Sachs Bank USA (Incorporated by reference to Exhibit 10.89 of the Registrant’s Annual Report on Form 10-K, filed February 18, 2022).
10.82 Eighth Amendment to the Sixth Amended and Restated Receivables Purchase Agreement, dated as of January 28, 2022, by and among P&L Receivables Company, LLC, Peabody Energy Corporation, all Committed Purchasers listed on the signature pages thereto, all Purchaser Agents listed on the signature pages thereto, all LC Participants listed on the signature pages thereto, PNC Bank, National Association, as Administrator and as LC Bank and PNC Capital Markets LLC, as Structuring Agent (Incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on January 31, 2022).
−Removed: 10.84 Credit Agreement, dated March 7, 2022, by and among Peabody Energy Corporation, as borrower, Goldman Sachs Lending Partners LLC, as administrative agent, and the lenders party thereto (Incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K, filed March 7, 2022).
10.83 Commitment Agreement, dated March 23, 2022, by and among Peabody Investments Corp., The Prudential Insurance Company of America and Fiduciary Counselors Inc.
(Incorporated by reference to Exhibit 10.4 of the Registrant’s Current Report on Form 10-Q, filed May 5, 2022).
−Removed: 10.86 Amendment No.
−Removed: 1 to Credit Agreement, dated as of March 7, 2022, among Peabody Energy Corporation, certain subsidiaries of Peabody Energy Corporation party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (Incorporated by reference to Exhibit 10.85 of the Registrant’s Annual Report on Form 10-K, filed February 24, 2023).
−Removed: 10.87 Amendment No.
−Removed: 2 to Credit Agreement, dated as of April 29, 2022, among Peabody Energy Corporation, certain subsidiaries of Peabody Energy Corporation party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (Incorporated by reference to Exhibit 10.86 of the Registrant’s Annual Report on Form 10-K, filed February 24, 2023).
−Removed: 10.88 Amendment No.
−Removed: 3 to Credit Agreement, dated as of February 3, 2023, by and among Peabody Energy Corporation, the subsidiaries of Peabody Energy Corporation party thereto as reaffirming parties, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (Incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K, filed February 6, 2023).
10.84 Ninth Amendment to the Sixth Amended and Restated Receivables Purchase Agreement, dated as of February 13, 2023, by and among P&L Receivables Company, LLC, Peabody Energy Corporation, all Committed Purchasers listed on the signature pages thereto, all Purchaser Agents listed on the signature pages thereto, all LC Participants listed on the signature pages thereto, PNC Bank, National Association, as Administrator and as LC Bank and PNC Capital Markets LLC, as Structuring Agent ( Incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K, filed February 14, 2023) .
−Removed: Peabody Energy Corporation 2023 Form 10-K
10.85 Amendment to Surety Transaction Support Agreement and Surety Term Sheet, dated as of April 14, 2023, by and among Peabody Energy Corporation, certain subsidiaries of Peabody Energy Corporation party thereto and the providers of its surety program (Incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed April 17, 2023).
2 unchanged sentences
10.87 Credit Agreement, dated as of January 18, 2024, among Peabody Energy Corporation, certain subsidiaries of Peabody Energy Corporation party thereto, PNC Bank, National Association, as administrative agent, and the lenders party thereto (Incorporated by reference to Exhibit 1.1 of the Registrant’s Current Report on Form 8-K file January 18, 2024).
+Added: 10.88 Amendment No.
+Added: 1 to Credit Agreement, dated as of November 25, 2024, by and among Peabody Energy Corporation, PNC Bank, National Association, as administrative agent, and the lenders party thereto (Incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K, filed November 25, 2024).
+Added: 19.1† Insider Trading Policy, effective as of February 23, 2023
21† List of Subsidiaries.
11 unchanged sentences
96.1 Technical Report Summary for the North Antelope Rochelle Mine, effective as of December 31, 2021 (Incorporated by reference to Exhibit 96.1 of the Registrant’s Annual Report on Form 10-K, filed February 18, 2022)
−Removed: 96.2† Technical Report Summary for the Wilpinjong Mine, effective as of December 31, 2023.
−Removed: 96.3† Technical Report Summary for the Centurion Mine, effective as of December 31, 2023
−Removed: 97† Peabody Energy Corporation Clawback Policy, effective as of August 3, 2023
+Added: 96.2 Technical Report Summary for the Wilpinjong Mine, effective as of December 31, 2023 (Incorporated by reference to Exhibit 96.2 of the Registrant’s Annual Report on Form 10-K, filed February 23, 2024)
+Added: 96.3 Technical Report Summary for the Centurion Mine, effective as of October 15, 2024 (Incorporated by reference to Exhibit 96.1 of the Registrant’s Current Report on Form 8-K, filed October 15, 2024)
+Added: 97 Peabody Energy Corporation Clawback Policy, effective as of August 3, 2023 (Incorporated by reference to Exhibit 97 of the Registrant’s Annual Report on Form 10-K, filed February 23, 2024)
101.INS Inline XBRL Instance Document - the instance document does not appear in the interactive data file because XBRL tags are embedded within the Inline XBRL document
101.SCH Inline XBRL Taxonomy Extension Schema Document
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document
5 unchanged sentences
† Filed herewith.
+Added: ‡ Certain portions of this exhibit have been redacted pursuant to Regulation S-K, Item 601(a)(6) and Item 601(b)(2)(ii).
+Added: This exhibit excludes certain immaterial schedules and exhibits pursuant to the provisions of Regulation S-K, Item 601(a)(5).
+Added: A copy of any of the omitted information, schedules and exhibits pursuant to Regulation S-K, Item 601(a)(5), Item 601(a)(6) and Item 601(b)(2)(ii), as applicable, will be furnished to the Securities and Exchange Commission upon request.
Pursuant to the Instructions to Exhibits, certain instruments defining the rights of holders of long-term debt securities of the Company and its consolidated subsidiaries are not filed because the total amount of securities authorized under any such instrument does not exceed 10% of the total assets of the Company and its subsidiaries on a consolidated basis.
2 unchanged sentences
Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
7 unchanged sentences
SPURBECK Executive Vice President and Chief Financial Officer (principal financial and accounting officer) February 20, 2025
−Removed: /s/ SAMANTHA ALGAZE Director February 23, 2024
−Removed: Samantha Algaze
KATHERINE BANKS Director February 20, 2025
11 unchanged sentences
Robert Malone
−Removed: /s/ DAVID MILLER Director February 23, 2024
Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
Report of Independent Registered Public Accounting Firm
−Removed: To the Shareholders and the Board of Directors of Peabody Energy Corporation
+Added: To the Stockholders and the Board of Directors of Peabody Energy Corporation
Opinion on the Financial Statements
19 unchanged sentences
Peabody Energy Corporation 2024 Form 10-K
−Removed: Asset Retirement Obligation Liability
+Added: Tab le of Contents
+Added: Asset Retirement Obligation Liabilities – Surface Mines
Matter At December 31, 2024, the Company’s asset retirement obligation (ARO) liabilities totaled $723.7 million.
−Removed: As discussed in Note 1 and Note 12 of the consolidated financial statements, the Company estimates its ARO liabilities in the U.S.
+Added: As discussed in Note 1 and Note 12 to the consolidated financial statements, the Company estimates its ARO liabilities in the U.S.
and Australia for final reclamation and mine closure based upon detailed engineering calculations of the amount and timing of the future cash spending for a third party to perform the required work.
2 unchanged sentences
As changes in estimates occur, the revisions to the obligation and asset are recognized at the appropriate credit-adjusted, risk-free rate.
−Removed: Auditing the Company’s ARO liabilities was complex because the calculation involves subjective assumptions related to estimates of disturbed acreage as determined from engineering data, estimates of future costs to reclaim the disturbed acreage and the timing of these cash flows.
−Removed: in Our Audit We obtained an understanding, evaluated the design, and tested the operating effectiveness of the controls over the Company’s accounting for ARO liabilities, including controls over management’s review of the ARO calculation and the significant assumptions and data inputs described above.
−Removed: Our audit procedures included, among others, evaluating the methodology used, and testing the significant assumptions discussed above and the underlying data used by the Company in its estimate of ARO liabilities.
−Removed: To assess the estimates of disturbed acreage, estimates of future costs to reclaim the disturbed acreage, and the timing of these cash flows, we evaluated significant changes from the prior estimate, evaluated consistency between timing of reclamation activities and projected mine life, evaluated the estimated costs based on mine type, compared anticipated costs to recent operating or third-party data, and recalculated management's estimate.
−Removed: Additionally, we involved our specialists to assist in our assessment of the Company’s ARO liability.
+Added: Auditing the Company’s ARO liabilities for surface mines was complex because the calculation involves subjective assumptions related to estimates of disturbed acreage as determined from engineering data, estimates of future costs to reclaim the disturbed acreage and the timing of these cash flows.
+Added: in Our Audit We obtained an understanding, evaluated the design, and tested the operating effectiveness of the controls over the Company’s accounting for ARO liabilities for surface mines, including controls over management’s review of the ARO calculation and the significant assumptions and data inputs described above.
+Added: Our audit procedures included, among others, evaluating the methodology used, and testing the significant assumptions discussed above and the underlying data used by the Company in its estimate of ARO liabilities for surface mines.
+Added: To assess the estimates of disturbed acreage, estimates of future costs to reclaim the disturbed acreage, and the timing of these cash flows, we evaluated significant changes from the prior estimate, evaluated consistency between timing of reclamation activities and projected mine life, evaluated the estimated costs for surface mines, compared anticipated costs to recent operating or third-party data, and recalculated management's estimate.
+Added: Additionally, we involved our specialists to assist in our assessment of the Company’s ARO liabilities for surface mines.
As part of this effort, our specialists interviewed members of the Company’s engineering staff, assessed the completeness of the mine reclamation estimate with respect to meeting mine closure and post closure plan regulatory requirements, and tested the accuracy and completeness of the underlying data used in the engineering estimates and assessed the significant assumptions discussed above.
4 unchanged sentences
Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
PEABODY ENERGY CORPORATION
11 unchanged sentences
Restructuring charges 4.4 3.3 2.9
+Added: Transaction costs related to business combinations 10.3 — —
Other operating (income) loss:
2 unchanged sentences
Provision for NARM and Shoal Creek losses 3.7 40.9 —
+Added: Shoal Creek insurance recovery ( 109.5 ) — —
Income from equity affiliates ( 11.5 ) ( 6.9 ) ( 131.2 )
Operating profit 445.3 1,074.7 1,381.6
−Removed: Interest expense 59.8 140.3 183.4
−Removed: Net loss (gain) on early debt extinguishment 8.8 57.9 ( 33.2 )
+Added: Interest expense, net of capitalized interest 46.9 59.8 140.3
+Added: Net loss on early debt extinguishment — 8.8 57.9
Interest income ( 71.0 ) ( 76.8 ) ( 18.4 )
17 unchanged sentences
Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
PEABODY ENERGY CORPORATION
7 unchanged sentences
Foreign currency translation adjustment ( 4.3 ) 0.9 ( 1.6 )
−Removed: Other comprehensive (loss) income, net of income taxes ( 52.9 ) ( 55.4 ) 92.1
+Added: Other comprehensive loss, net of income taxes ( 50.8 ) ( 52.9 ) ( 55.4 )
Comprehensive income 352.7 762.7 1,263.7
3 unchanged sentences
Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
PEABODY ENERGY CORPORATION
11 unchanged sentences
Investments and other assets 162.4 78.8
−Removed: Deferred income taxes — 74.7
Total assets $ 5,953.7 $ 5,962.1
29 unchanged sentences
Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
PEABODY ENERGY CORPORATION
16 unchanged sentences
Noncash income from port and rail capacity assignment ( 0.3 ) ( 9.6 ) —
−Removed: Net loss (gain) on early debt extinguishment 8.8 57.9 ( 33.2 )
+Added: Net loss on early debt extinguishment — 8.8 57.9
Income from equity affiliates ( 11.5 ) ( 6.9 ) ( 131.2 )
+Added: Shoal Creek insurance recovery attributable to equipment losses ( 10.9 ) — —
Foreign currency option contracts 9.0 ( 7.4 ) 2.3
15 unchanged sentences
Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
PEABODY ENERGY CORPORATION
6 unchanged sentences
Changes in accrued expenses related to capital expenditures ( 1.2 ) 2.9 ( 2.7 )
+Added: Wards Well acquisition ( 143.8 ) — —
+Added: Deposit associated with planned acquisition ( 75.0 ) — —
+Added: Insurance proceeds attributable to Shoal Creek equipment losses 10.9 — —
Proceeds from disposal of assets, net of receivables 17.1 22.8 40.6
1 unchanged sentence
Distributions from joint ventures 717.2 721.7 631.6
−Removed: Advances to related parties ( 0.5 ) ( 1.5 ) ( 0.5 )
−Removed: Cash receipts from Middlemount Coal Pty Ltd and other related parties 2.6 171.8 44.7
+Added: Advances to investments ( 0.1 ) ( 0.5 ) ( 1.5 )
+Added: Cash receipts from Middlemount Coal Pty Ltd and other investments 0.4 2.6 171.8
Other, net 5.7 ( 2.2 ) ( 1.1 )
2 unchanged sentences
Proceeds from long-term debt — — 545.0
+Added: Proceeds from loan note related to planned acquisition 9.3 — —
Repayments of long-term debt ( 10.4 ) ( 9.0 ) ( 1,407.4 )
2 unchanged sentences
Common stock repurchases ( 183.1 ) ( 347.7 ) —
+Added: Excise taxes paid related to common stock repurchases ( 3.3 ) — —
Repurchase of employee common stock relinquished for tax withholding ( 4.1 ) ( 13.7 ) ( 2.6 )
−Removed: ( 13.7 ) ( 2.6 ) ( 1.4 )
Dividends paid ( 37.6 ) ( 30.6 ) —
16 unchanged sentences
Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
PEABODY ENERGY CORPORATION
15 unchanged sentences
Share-based compensation for equity-classified awards — 8.4 — — — — 8.4
−Removed: Common stock issued in exchange for debt retirement 0.1 101.8 — — — — 101.9
Common stock issuances, net of costs 0.1 221.9 — — — — 222.0
3 unchanged sentences
Net income — — — 759.6 — 56.0 815.6
+Added: Dividends declared ($ 0.225 per share)
+Added: — 0.2 — ( 30.8 ) — — ( 30.6 )
Postretirement plans (net of $ 0.0 tax provision)
2 unchanged sentences
Share-based compensation for equity-classified awards — 6.9 — — — — 6.9
−Removed: Common stock issuances, net of costs 0.1 221.9 — — — — 222.0
+Added: Common stock repurchases — — ( 347.7 ) — — — ( 347.7 )
+Added: Net change in unsettled common stock repurchases — — ( 2.6 ) — — — ( 2.6 )
+Added: Excise tax accrued on common stock repurchases — — ( 3.3 ) — — — ( 3.3 )
Repurchase of employee common stock relinquished for tax withholding — — ( 13.7 ) — — — ( 13.7 )
16 unchanged sentences
Peabody Energy Corporation 2024 Form 10-K
+Added: Tab le of Contents
PEABODY ENERGY CORPORATION
8 unchanged sentences
Description of Business
−Removed: The Company is engaged in the mining of thermal coal for sale primarily to electric utilities and metallurgical coal for sale to industrial customers.
+Added: The Company is engaged in the mining of thermal coal for sale primarily to electric utilities and industrial facilities and metallurgical coal for sale to steel producers.
The Company’s mining operations are located in the United States (U.S.) and Australia, including an equity-affiliate mining operation in Australia.
−Removed: The Company also markets and brokers coal from other coal producers and trades coal and freight-related contracts.
−Removed: The Company’s other commercial activities include managing its coal reserves and resources and real estate holdings and supporting the development of clean coal technologies.
−Removed: Since 2022, the Company has partnered in a joint venture with the intent of developing various sites, including certain reclaimed mining land held by the Company in the U.S., for utility-scale photovoltaic solar generation and battery storage.
+Added: The Company’s other commercial activities include trading and brokerage activities, managing its coal reserves and resources and real estate holdings and supporting the development of clean coal technologies.
+Added: On November 21, 2024, Peabody entered into a partnership with an unrelated renewable energy company, to advance renewable energy projects by repurposing reclaimed land previously used for mining, including certain reclaimed mining land held by the Company.
Newly Adopted Accounting Standards
−Removed: The Company did not adopt any new accounting standards that had a material impact on its consolidated financial statements or disclosures.
+Added: In November 2023, Accounting Standards Update (ASU) 2023-07 was issued, which requires public entities to provide in interim periods, following adoption, all disclosures about a reportable segment’s profit or loss that are currently required annually;
+Added: disclose significant segment expense categories and amounts that are easily computable from the management reports that are regularly provided to the chief operating decision maker (CODM);
+Added: disclose how the CODM uses each reported measure to assess performance and allocate resources;
+Added: and disclose the title of the position of the individual identified as the CODM.
+Added: The Company adopted the amendments effective December 31, 2024, and applied the amendments retrospectively to all prior periods presented in the consolidated financial statements.
+Added: The adoption of this ASU impacted its disclosures in Note 22.
+Added: “Segment and Geographic Information,” with no impacts to its consolidated results of operations, cash flows and financial condition.
Accounting Standards Not Yet Implemented
−Removed: Joint Ventures.
−Removed: In August 2023, Accounting Standards Update (ASU) 2023-05 was issued, which requires joint ventures to recognize and measure the initial contributions of monetary and nonmonetary assets and its net assets at fair value.
−Removed: The Company is required to apply the amendments for joint ventures with a formation date on or after January 1, 2025.
−Removed: A joint venture that was formed before January 1, 2025 may apply the amendments retrospectively.
−Removed: The Company will apply the guidance to any newly formed joint ventures.
−Removed: In November 2023, ASU 2023-07 was issued, which requires public entities to provide in interim periods all disclosures about a reportable segment’s profit or loss that are currently required annually;
−Removed: disclose significant expense categories and amounts that are easily computable from the management reports that are regularly provided to the chief operating decision maker (CODM);
−Removed: disclose how the CODM uses each reported measure to allocate resources;
−Removed: and disclose the name and title of the position of the individual identified as the CODM.
−Removed: The Company is required to adopt the amendments for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024.
−Removed: Early adoption is permitted.
−Removed: The Company expects this ASU to only impact its disclosures with no impacts to its results of operations, cash flows and financial condition.
Income Taxes .
4 unchanged sentences
Early adoption is permitted.
−Removed: The Company expects this ASU to only impact its disclosures with no impacts to its results of operations, cash flows and financial condition.
+Added: The Company expects this ASU to only impact its disclosures with no impacts to its consolidated results of operations, cash flows and financial condition.
+Added: Expense Disaggregation .
+Added: In November 2024, ASU 2024-03 was issued, which requires public entities to disclose additional information about specific expense categories in the notes to financial statements at interim and annual reporting periods.
+Added: The Company is required to adopt the amendments for fiscal years beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027.
+Added: The amendments should be applied prospectively, with a retrospective option.
+Added: Early adoption is permitted.
+Added: The Company expects this ASU to only impact its disclosures with no impacts to its consolidated results of operations, cash flows and financial condition.
+Added: Induced Conversions of Convertible Debt .
+Added: In November 2024, ASU 2024-04 was issued, which clarifies the requirements for determining whether certain settlements of convertible debt instruments should be accounted for as an induced conversion.
+Added: The amendments in this ASU affect entities that settle convertible debt instruments for which the conversion privileges were changed to induce conversion.
+Added: The Company is required to adopt the amendments for fiscal years beginning after December 15, 2025 and interim reporting periods within those periods.
+Added: The amendments should be applied prospectively, with a retrospective option.
+Added: Early adoption is permitted.
+Added: The Company will apply this guidance upon its adoption, as applicable.
Peabody Energy Corporation 2024 Form 10-K
38 unchanged sentences
Thermal segment assets that have ceased production and other previously divested legacy operations, including Patriot Coal Corporation and certain of its wholly-owned subsidiaries (Patriot).
+Added: On August 8, 2023, the Company entered into a settlement agreement with the U.S.
+Added: Department of Labor to resolve a liability dispute regarding the federal black lung claims of Patriot.
+Added: In accordance with the settlement agreement, the Company paid $ 72.0 million to settle the Patriot federal black lung claims, with the exception of approximately $ 4.2 million of certain claims for attorney’s fees and additional compensation due to claimants not paid during appeal.
+Added: As a result of the settlement, the Company recognized a $ 3.9 million gain within “(Loss) income from discontinued operations, net of income taxes” during the year ended December 31, 2023.
Assets and Liabilities Held for Sale
26 unchanged sentences
The valuation of coal inventory is subject to several additional estimates, including those related to ground and aerial surveys used to measure quantities and processing recovery rates.
−Removed: Materials and supplies inventory is valued at the lower of average cost or net realizable value, less a reserve for obsolete or surplus items.
−Removed: This reserve incorporates several factors, such as anticipated usage, inventory turnover and inventory levels.
Peabody Energy Corporation 2024 Form 10-K
1 unchanged sentence
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
+Added: Materials and supplies inventory is valued at the lower of average cost or net realizable value, less a reserve for obsolete or surplus items.
+Added: This reserve incorporates several factors, such as anticipated usage, inventory turnover and inventory levels.
Property, Plant, Equipment and Mine Development
1 unchanged sentence
Interest costs applicable to major asset additions are capitalized during the construction period.
−Removed: There was no capitalized interest in any of the periods presented.
+Added: Capitalized interest for the year ended December 31, 2024 was $ 5.8 million.
+Added: There was no capitalized interest in 2023 or 2022.
Expenditures which extend the useful lives of existing plant and equipment assets are capitalized.
45 unchanged sentences
Equity Investments
−Removed: The Company applies the equity method to investments in joint ventures when it has the ability to exercise significant influence over the operating and financial policies of the joint venture.
+Added: The Company applies the equity method to investments when it has the ability to exercise significant influence over the operating and financial policies of the joint venture.
Investments accounted for under the equity method are initially recorded at cost and any difference between the cost of the Company’s investment and the underlying equity in the net assets of the joint venture at the investment date is amortized over the lives of the related assets that gave rise to the difference.
3 unchanged sentences
When such an excess occurs, current-period distributions up to this excess are considered returns of investment and are classified as cash inflows from investing activities.
−Removed: The Company monitors its equity method investments for indicators that a decrease in investment value has occurred that is other than temporary.
+Added: The Company monitors its equity method investments for circumstances that indicate that the carrying value of the investment may not be recoverable and are determined to be other than temporary.
Examples of such indicators include a sustained history of operating losses and adverse changes in earnings and cash flow outlook.
15 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
−Removed: Contingent Liabilities
+Added: Contingencies
From time to time, the Company is subject to legal and environmental matters related to its continuing and discontinued operations and certain historical, non-coal producing operations.
7 unchanged sentences
In general, legal fees related to environmental remediation and litigation are charged to expense.
−Removed: The Company includes the interest component of any litigation-related penalties within “Interest expense” in the consolidated statements of operations.
−Removed: Income taxes are accounted for using a balance sheet approach.
−Removed: The Company accounts for deferred income taxes by applying statutory tax rates in effect at the reporting date of the balance sheet to differences between the book and tax basis of assets and liabilities.
−Removed: A valuation allowance is established if it is “more likely than not” that the related tax benefits will not be realized.
−Removed: Significant weight is given to evidence that can be objectively verified including history of tax attribute expiration and cumulative income or loss.
−Removed: In determining the appropriate valuation allowance, the Company considers the projected realization of tax benefits based on expected levels of future taxable income, available tax planning strategies, reversals of existing taxable temporary differences and taxable income in carryback years.
−Removed: The Company recognizes the tax benefit from uncertain tax positions only if it is “more likely than not” the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position.
−Removed: The tax benefits recognized from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement.
+Added: The Company includes the interest component of any litigation-related penalties within “Interest expense, net of capitalized interest” in the consolidated statements of operations.
+Added: The Company applies a loss recovery approach for contingent gains related to contingent consideration.
+Added: Any consideration is recognized when the contingency is resolved and the consideration is realizable and collection is probable.
+Added: The Company recognizes deferred tax assets and liabilities for the temporary difference between the consolidated financial carrying amounts of existing assets and liabilities and their respective tax bases and consideration of operating loss and tax credit carryforwards.
+Added: Deferred income taxes are measured using enacted rates in effect for the year in which temporary differences are expected to be recovered or settled.
+Added: The impact on deferred tax assets and liabilities of a change in tax rates is recognized in the period that includes the enactment date.
+Added: Valuation allowances are provided to reduce deferred tax assets to the amount that will be more likely than not realized.
+Added: The Company makes judgments and estimates regarding the amount and timing of the reversal of taxable temporary differences, the impact of tax planning strategies and expected future taxable income.
+Added: The Company recognizes the tax benefit from uncertain tax positions when it is more likely than not the tax position will be sustained upon examination by the taxing authorities based on the technical merits of the position.
To the extent the Company’s assessment of such tax positions changes, the change in estimate will be recorded in the period in which the determination is made.
21 unchanged sentences
Included as a component of “Restructuring charges” in the Company’s consolidated statements of operations for the years ended December 31, 2024, 2023 and 2022 were aggregate restructuring charges of $ 4.4 million, $ 3.3 million and $ 2.9 million, respectively, primarily associated with voluntary and involuntary workforce reductions.
−Removed: As of December 31, 2023, a $ 0.2 million accrual for restructuring charges remained in “Accounts payable and accrued expenses,” which is expected to be paid in the first quarter of 2024.
+Added: As of December 31, 2024, a $ 3.4 million accrual for restructuring charges remained in “Accounts payable and accrued expenses,” which is expected to be paid during 2025.
The Company recognizes at fair value all contracts meeting the definition of a derivative as assets or liabilities in the consolidated balance sheets, with the exception of certain sales contracts for which the Company has elected to apply a normal purchases and normal sales exception.
6 unchanged sentences
Business Combinations
−Removed: The Company accounts for business combinations using the purchase method of accounting.
−Removed: The purchase method requires the Company to determine the fair value of all acquired assets, including identifiable intangible assets and all assumed liabilities.
+Added: The Company accounts for business combinations using the acquisition method of accounting.
+Added: The acquisition method requires the Company to determine the fair value of all acquired assets, including identifiable intangible assets and all assumed liabilities.
The total cost of acquisitions is allocated to the underlying identifiable net assets, based on their respective estimated fair values.
Determining the fair value of assets acquired and liabilities assumed requires management’s judgment and the utilization of independent valuation experts, and often involves the use of significant estimates and assumptions, including assumptions with respect to future cash inflows and outflows, discount rates and asset lives, among other items.
+Added: Asset Acquisitions
+Added: The Company recognizes the obligation for contingent consideration in asset acquisitions as an adjustment to the cost basis of the assets acquired if and when the contingency is resolved and the consideration is paid or becomes payable.
Peabody Energy Corporation 2024 Form 10-K
4 unchanged sentences
Factors that would indicate potential impairment to be present include, but are not limited to, a sustained history of operating or cash flow losses, an unfavorable change in earnings and cash flow outlook, prolonged adverse industry or economic trends and a significant adverse change in the extent or manner in which a long-lived asset is being used or in its physical condition.
−Removed: The Company generally does not view short-term declines in thermal and metallurgical coal prices as a triggering event for conducting impairment tests because of historic price volatility.
−Removed: However, the Company generally does view a sustained trend of depressed coal pricing (for example, over periods exceeding one year) as an indicator of potential impairment.
−Removed: Because of the volatile and cyclical nature of coal prices and demand, it is reasonably possible that coal prices may decrease and/or fail to improve in the near term, which, absent sufficient mitigation such as an offsetting reduction in the Company’s operating costs, may result in the need for future adjustments to the carrying value of the Company’s long-lived mining assets and mining-related investments.
+Added: The Company generally does not view short-term declines in thermal and metallurgical coal prices as an indicator of impairment for conducting impairment tests because of historic price volatility.
+Added: However, the Company generally views a sustained trend of depressed coal pricing (for example, over periods exceeding one year) as a potential indicator of impairment.
+Added: Because of the volatile and cyclical nature of coal prices and demand, it is reasonably possible that coal prices may decrease and/or fail to improve in the near term, which, absent sufficient mitigation such as an offsetting reduction in the Company’s operating costs, may result in the need for future adjustments to the carrying value of its long-lived mining assets and mining-related investments.
Assets are grouped at the lowest level for which there are identifiable cash flows that are largely independent of the cash flows of other groups of assets.
−Removed: For its active mining operations, the Company generally groups such assets at the mine level, or the mining complex level for mines that share infrastructure, with the exception of impairment evaluations triggered by mine closures.
−Removed: In those cases involving mine closures, the related assets are evaluated at the individual asset level for remaining economic life based on transferability to ongoing operating sites or for expected salvage.
+Added: For its active mining operations, the Company generally groups such assets at the mine level, or the mining complex level for mines that share infrastructure.
For its development and exploration properties and portfolio of surface land and coal reserve and resource holdings, the Company considers several factors to determine whether to evaluate those assets individually or on a grouped basis for purposes of impairment testing.
22 unchanged sentences
Gains and losses from foreign currency remeasurement related to tax balances are included as a component of “Income tax provision (benefit),” while all other remeasurement gains and losses are included in “Operating costs and expenses” in the consolidated statements of operations.
−Removed: The total impact of foreign currency remeasurement on the consolidated statements of operations was a net gain of $ 5.3 million, $ 2.7 million, and $ 3.1 million for the years ended December 31, 2023, 2022 and 2021, respectively.
+Added: The total impact of foreign currency remeasurement on the consolidated statements of operations was a net loss of $ 32.3 million for the year ended December 31, 2024 and net gains of $ 5.3 million and $ 2.7 million for the years ended December 31, 2023 and 2022, respectively.
The Company owns a 50 % equity interest in Middlemount Coal Pty Ltd.
6 unchanged sentences
Accordingly, foreign currency gains or losses on those loans are recorded as a component of foreign currency translation adjustment.
−Removed: The Company recorded a net gain from foreign currency translation of $ 0.9 million for the year ended December 31, 2023 and net losses of $ 1.6 million and $ 1.0 million for the years ended December 31, 2022 and 2021, respectively.
+Added: The Company recorded a net loss from foreign currency translation of $ 4.3 million for year ended December 31, 2024, a net gain of $ 0.9 million for the year ended December 31, 2023 and a net loss of $ 1.6 million for the year ended December 31, 2022.
Share-Based Compensation
24 unchanged sentences
Revenue by product type and market is set forth in the following tables.
−Removed: With respect to its seaborne reporting segments, the Company classifies as “Export” certain revenue from domestically-delivered coal under contracts in which the price is derived on a basis similar to export contracts.
+Added: With respect to its seaborne reportable segments, the Company classifies as “Export” certain revenue from domestically-delivered coal under contracts in which the price is derived on a basis similar to export contracts.
Year Ended December 31, 2024
53 unchanged sentences
and revenue related to the Company’s assignment of rights to its excess port and rail capacity.
−Removed: (3) Includes revenue recognized upon the physical sale of coal purchased from the Company’s operating segments and sold to customers through the Company’s coal trading business as part of settling certain derivative contracts.
+Added: (3) Includes revenue recognized upon the physical sale of coal purchased from the Company’s operating segments and sold to customers through the Company’s coal trading business, including as part of settling certain derivative contracts.
Primarily represents the difference between the price contracted with the customer and the price allocated to the operating segment.
16 unchanged sentences
(3) Asset Impairment
−Removed: During the year end December 31, 2023, the Company recognized impairment charges of $ 2.0 million related to the fair value of an investment in equity securities.
−Removed: During the year ended December 31, 2022, the Company recognized impairment charges of $ 9.5 million related to the sale of certain land interests in Australia and $ 1.7 million related to the fair value of an investment in equity securities.
No asset impairment charges were recognized during the year ended December 31, 2024.
+Added: During the year ended December 31, 2023, the Company recognized impairment charges of $ 2.0 million related to the fair value of an investment in equity securities.
+Added: During the year ended December 31, 2022, the Company recognized impairment charges of $ 9.5 million related to the sale of certain land interests in Australia and $ 1.7 million related to the fair value of an investment in equity securities.
The Company identified certain assets with an aggregate carrying value of approximately $ 208 million at December 31, 2024 in its Other U.S.
9 unchanged sentences
(5) Equity Method Investments
−Removed: The Company’s equity method investments include its joint venture interest in Middlemount, R3 Renewables LLC (R3) and certain other equity method investments.
+Added: The Company’s equity method investments include its interests in Middlemount, R3 Renewables LLC (R3), R3 Renewables II LLC (R3 II) and certain other equity method investments.
The table below summarizes the book value of those investments, which are reported in “Investments and other assets” in the consolidated balance sheets, and the related “Income from equity affiliates”:
5 unchanged sentences
Equity method investment related to R3 — 7.1 3.3 7.9 3.9
+Added: Equity method investment related to R3 II 5.8 — 0.1 — —
Total equity method investments $ 58.5 $ 49.6 $ ( 11.5 ) $ ( 6.9 ) $ ( 131.2 )
−Removed: The Company received no cash payments from Middlemount during the year ended December 31, 2023.
−Removed: The Company received cash payments from Middlemount of $ 168.4 million and $ 43.5 million during the years ended December 31, 2022 and 2021, respectively.
−Removed: Historically, one of the Company’s Australian subsidiaries was party to an agreement to provide a revolving loan to Middlemount.
−Removed: The Company’s participation in the revolving loan did not, at any time, exceed its 50 % equity interest of the revolving loan limit.
−Removed: The revolving loan, which bore interest at 10 % per annum and expired on December 31, 2023, has not been extended.
−Removed: There was no outstanding revolving loan at December 31, 2023 or 2022.
−Removed: During the year ended December 31, 2021, the Company determined that a previously established valuation allowance on Middlemount’s net deferred tax position was no longer necessary based on cumulative earnings and expectation of future earnings.
−Removed: The determination resulted in approximately $ 33 million of income related to the release of the valuation allowance.
+Added: The Company received no cash payments from Middlemount during the years ended December 31, 2024 and 2023.
+Added: The Company received cash payments from Middlemount of $ 168.4 million during the year ended December 31, 2022.
+Added: During the years ended December 31, 2024, 2023 and 2022, respectively, Middlemount generated revenue of approximately $ 229 million, $ 219 million and $ 441 million (on a 50 % basis).
+Added: Middlemount had current assets, noncurrent assets, current liabilities and noncurrent liabilities of $ 62.9 million, $ 224.1 million, $ 146.2 million and $ 25.8 million, respectively, as of December 31, 2024 and $ 48.2 million, $ 199.5 million, $ 76.6 million and $ 58.2 million, respectively, as of December 31, 2023 (on a 50 % basis).
Peabody Energy Corporation 2024 Form 10-K
1 unchanged sentence
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
−Removed: During the year ended December 31, 2021, Middlemount entered into an insurance claim settlement agreement attributable to a business interruption and property damage claim from 2019, which resulted in $ 12.5 million of income for the Company (on a 50 % basis).
−Removed: During the years ended December 31, 2023, 2022 and 2021, respectively, Middlemount generated revenue of approximately $ 219 million, $ 441 million and $ 265 million (on a 50 % basis).
−Removed: Middlemount had current assets, noncurrent assets, current liabilities and noncurrent liabilities of $ 48.2 million, $ 199.5 million, $ 76.6 million and $ 58.2 million, respectively, as of December 31, 2023 and $ 75.2 million, $ 256.3 million, $ 135.7 million and $ 97.7 million, respectively, as of December 31, 2022 (on a 50 % basis).
In March 2022, the Company entered into a joint venture with unrelated partners to form R3.
R3 was formed with the intent of developing various sites, including certain reclaimed mining land held by the Company in the U.S., for utility-scale photovoltaic solar generation and battery storage.
−Removed: The Company contributed $ 8.0 million and $ 10.9 million to R3 during the years ended December 31, 2023 and 2022, respectively.
+Added: The Company contributed $ 11.3 million, $ 8.0 million and $ 10.9 million to R3 during the years ended December 31, 2024, 2023 and 2022, respectively.
+Added: In November 2024, R3 sold seven projects to an unrelated party and contributed the remaining three projects to a new entity (R3 II).
+Added: The unrelated party purchased 75 % of the equity in R3 II for cash and contingent consideration for the future obligation to pay seller’s milestone payments.
+Added: R3 used the proceeds from the sale of R3 II to repurchase shares from the other investors of R3, such that Peabody is the only remaining equity holder of R3, which has a 25 % equity interest in R3 II.
+Added: R3 also distributed $ 11.4 million of the proceeds to Peabody.
+Added: As Peabody is the only remaining equity holder of R3, the Company consolidated R3.
(6) Derivatives and Fair Value Measurements
−Removed: From time to time, the Company may utilize various types of derivative instruments to manage its exposure to risks in the normal course of business, including (1) foreign currency exchange rate risk and the variability of cash flows associated with forecasted Australian dollar expenditures made in its Australian mining platform, (2) price risk of fluctuating coal prices related to forecasted sales or purchases of coal, or changes in the fair value of a fixed price physical sales contract, (3) price risk and the variability of cash flows related to forecasted diesel fuel purchased for use in its operations and (4) interest rate risk on long-term debt.
+Added: From time to time, the Company may utilize various types of derivative instruments to manage its exposure to risks in the normal course of business, including (1) foreign currency exchange rate risk and the variability of cash flows associated with forecasted Australian dollar expenditures made in its Australian mining platform and (2) price risk of fluctuating coal prices related to forecasted sales or purchases of coal, or changes in the fair value of a fixed price physical sales contract.
These risk management activities are actively monitored for compliance with the Company’s risk management policies.
1 unchanged sentence
Except those contracts for which the Company has elected to apply a normal purchases and normal sales exception, all derivative coal trading contracts are accounted for at fair value.
−Removed: The Company had no diesel fuel or interest rate derivatives in place as of December 31, 2023.
−Removed: Foreign Currency Option Contracts
−Removed: The Company has historically utilized currency forwards and options to hedge currency risk associated with anticipated Australian dollar operating expenditures.
−Removed: As of December 31, 2023, the Company held average rate options with an aggregate notional amount of $ 456.0 million Australian dollars to hedge currency risk associated with anticipated Australian dollar operating expenditures over the six-month period ending June 30, 2024.
+Added: Foreign Currency
+Added: The Company utilizes options and collars to hedge currency risk associated with anticipated Australian dollar operating expenditures.
+Added: As of December 31, 2024, the Company held average rate options with an aggregate notional amount of $ 388.0 million Australian dollars to hedge currency risk associated with anticipated Australian dollar operating expenditures over the nine-month period ending September 30, 2025.
The instruments entitle the Company to receive payment on the notional amount should the quarterly average Australian dollar-to-U.S.
−Removed: dollar exchange rate exceed amounts ranging from $ 0.69 to $ 0.72 over the six-month period ending June 30, 2024.
−Removed: As of December 31, 2023, the Company also held purchased collars with an aggregate notional amount of $ 483.0 million Australian dollars related to anticipated Australian dollar operating expenditures during the nine-month period ending September 30, 2024.The purchased collars have a floor and ceiling of approximately $ 0.59 and $ 0.72 , respectively, whereby the Company will incur a loss on the instruments for rates below the floor and a gain for rates above the ceiling.
+Added: dollar exchange rate exceed amounts ranging from $ 0.70 to $ 0.74 over the nine-month period ending September 30, 2025.
+Added: As of December 31, 2024, the Company also held purchased collars with an aggregate notional amount of $ 528.0 million Australian dollars related to anticipated Australian dollar operating expenditures during the nine-month period ending September 30, 2025.
+Added: The purchased collars have a floor and ceiling of approximately $ 0.59 and $ 0.73 , respectively, whereby the Company will incur a loss on the instruments for rates below the floor and a gain for rates above the ceiling.
Derivative Contracts Related to Forecasted Sales
As of December 31, 2024, the Company had no coal derivative contracts related to its forecasted sales.
−Removed: Historically, such financial contracts have included futures, forwards and options.
+Added: Historically, such financial contracts have included futures and forwards.
+Added: During the year ended December 31, 2024, the Company did not have any open positions.
During the year ended December 31, 2023, the Company recorded a net unrealized mark-to-market gain of $ 159.0 million on financial coal derivative contracts and no unrealized mark-to-market gains or losses on physical forward sales contracts.
During the year ended December 31, 2022, the Company recorded a net unrealized mark-to-market loss of $ 35.8 million on coal derivative contracts, which included approximately $ 65 million of unrealized mark-to-market losses on financial coal derivative contracts and approximately $ 29 million of unrealized mark-to-market gains on physical forward sales contracts.
−Removed: During the year ended December 31, 2021, the Company recorded a net unrealized mark-to-market loss of $ 115.1 million on coal derivative contracts, which included approximately $ 86 million of unrealized mark-to-market losses on financial coal derivative contracts and approximately $ 29 million of unrealized mark-to-market losses on physical forward sales contracts.
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Financial Trading Contracts
1 unchanged sentence
Such financial contracts may include futures, forwards and options.
−Removed: The Company held nominal financial trading contracts as of December 31, 2023.
+Added: The Company held no financial trading contracts as of December 31, 2024.
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Tabular Derivatives Disclosures
2 unchanged sentences
For classification purposes, the Company records the net fair value of all the positions with a given counterparty as a net asset or liability in the consolidated balance sheets.
−Removed: The fair value of derivatives reflected in the accompanying consolidated balance sheets are set forth in the table below.
−Removed: December 31, 2023 December 31, 2022
−Removed: Asset Derivative Liability Derivative Asset Derivative Liability Derivative
−Removed: (Dollars in millions)
−Removed: Foreign currency option contracts $ 6.2 $ — $ 3.0 $ —
−Removed: Derivative contracts related to forecasted sales — — 100.6 ( 310.3 )
−Removed: Financial trading contracts — — 11.7 —
−Removed: Total derivatives 6.2 — 115.3 ( 310.3 )
−Removed: Effect of counterparty netting — — ( 100.6 ) 100.6
−Removed: Variation margin (received) posted — — ( 11.7 ) 209.7
−Removed: Net derivatives and variation margin as classified in the balance sheets $ 6.2 $ — $ 3.0 $ —
−Removed: The Company generally posts or receives variation margin cash with its clearing broker on the majority of its financial derivatives as market values of the financial derivatives fluctuate.
−Removed: As of December 31, 2023, the Company had no margin cash posted.
−Removed: As of December 31, 2022, the Company had posted $ 255.5 million aggregate margin cash, consisting of $ 198.0 million variation margin cash and $ 57.5 million initial margin.
−Removed: The net amount of asset derivatives, net of variation margin, is included in “Other current assets” and the net amount of liability derivatives, net of variation margin, is included in “Accounts payable and accrued expenses” in the accompanying consolidated balance sheets.
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
+Added: As of December 31, 2024, the Company had a liability derivative comprised of foreign currency option contracts with a fair value of $ 3.6 million.
+Added: As of December 31, 2023, the Company had an asset derivative comprised of foreign currency option contracts with a fair value of $ 6.2 million.
+Added: The net amount of asset derivatives is included in “Other current assets” and the net amount of liability derivatives is included in “Accounts payable and accrued expenses” in the accompanying consolidated balance sheets.
Currently, the Company does not seek cash flow hedge accounting treatment for its derivative financial instruments and thus changes in fair value are reflected in current earnings.
1 unchanged sentence
Year Ended December 31, 2024
−Removed: Total (loss) gain recognized in income (Loss) gain realized in income on derivatives Unrealized gain (loss) recognized in income on derivatives
+Added: Total loss recognized in income Loss realized in income on derivatives Unrealized loss recognized in income on derivatives
Derivative Instrument Classification
2 unchanged sentences
Operating costs and expenses $ ( 12.7 ) $ ( 3.7 ) $ ( 9.0 )
−Removed: Derivative contracts related to forecasted sales Revenue 78.1 ( 80.9 ) 159.0
−Removed: Financial trading contracts Revenue — 11.5 ( 11.5 )
Total $ ( 12.7 ) $ ( 3.7 ) $ ( 9.0 )
Year Ended December 31, 2023
−Removed: Total (loss) gain recognized in income (Loss) gain realized in income on derivatives Unrealized (loss) gain recognized in income on derivatives
+Added: Total (loss) gain recognized in income (Loss) gain realized in income on derivatives Unrealized gain (loss) recognized in income on derivatives
Derivative Instrument Classification
6 unchanged sentences
Year Ended December 31, 2022
−Removed: Total (loss) gain recognized in income Gain (loss) realized in income on derivatives Unrealized (loss) gain recognized in income on derivatives
+Added: Total (loss) gain recognized in income (Loss) gain realized in income on derivatives Unrealized (loss) gain recognized in income on derivatives
Derivative Instrument Classification
16 unchanged sentences
The following tables set forth the hierarchy of the Company’s net asset (liability) positions for which fair value is measured on a recurring basis.
−Removed: Variation margin cash associated with the derivative balances is excluded from this table.
December 31, 2024
2 unchanged sentences
Foreign currency option contracts $ — $ ( 3.6 ) $ — $ ( 3.6 )
−Removed: Derivative contracts related to forecasted sales — — — —
−Removed: Financial trading contracts — — — —
Equity securities 1.0 — — 1.0
−Removed: Total net assets $ 0.4 $ 6.2 $ — $ 6.6
+Added: Total net assets (liabilities) $ 1.0 $ ( 3.6 ) $ — $ ( 2.6 )
December 31, 2023
2 unchanged sentences
Foreign currency option contracts $ — $ 6.2 $ — $ 6.2
−Removed: Derivative contracts related to forecasted sales — ( 209.7 ) — ( 209.7 )
−Removed: Financial trading contracts — 11.7 — 11.7
Equity securities 0.4 — — 0.4
−Removed: Total net (liabilities) assets $ — $ ( 195.0 ) $ 2.5 $ ( 192.5 )
+Added: Total net assets $ 0.4 $ 6.2 $ — $ 6.6
For Level 1 and 2 financial assets and liabilities, the Company utilizes both direct and indirect observable price quotes, including interest rate yield curves, exchange indices, broker/dealer quotes, published indices, issuer spreads, benchmark securities and other market quotes.
3 unchanged sentences
• Derivative contracts related to forecasted sales and financial trading contracts are generally valued based on unadjusted quoted prices in active markets (Level 1) or a valuation that is corroborated by the use of market-based pricing (Level 2) except when credit and non-performance risk is considered to be a significant input (greater than 10 % of fair value), then the Company classifies as Level 3.
−Removed: • Investments in equity securities are currently based on unadjusted quoted prices in active markets (Level 1).
+Added: • Investments in equity securities are based on unadjusted quoted prices in active markets (Level 1).
Other Financial Instruments .
The following methods and assumptions were used by the Company in estimating fair values for other financial instruments as of December 31, 2024 and 2023:
−Removed: • Cash and cash equivalents, restricted cash, accounts receivable, including those within the Company’s accounts receivable securitization program, margining cash, notes receivable and accounts payable have carrying values which approximate fair value due to the short maturity or the liquid nature of these instruments.
+Added: • Cash and cash equivalents, restricted cash, accounts receivable, including those within the Company’s accounts receivable securitization program, notes receivable and accounts payable have carrying values which approximate fair value due to the short maturity or the liquid nature of these instruments.
• Long-term debt fair value estimates are based on observed prices for securities when available (Level 2), and otherwise on estimated borrowing rates to discount the cash flows to their present value (Level 3).
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
−Removed: Market risk associated with the Company’s fixed- and variable-rate long-term debt relates to the potential reduction in the fair value and negative impact to future earnings, respectively, from an increase in interest rates.
+Added: Market risk associated with the Company’s fixed-rate long-term debt relates to the potential reduction in the fair value from an increase in interest rates.
The fair value of debt, shown below, is principally based on reported market values and estimates based on interest rates, maturities, credit risk, underlying collateral and completed market transactions.
7 unchanged sentences
The Company’s exposure to credit risk is substantially with electric utilities, energy marketers, steel producers and nonfinancial trading houses.
−Removed: Significant increases or decreases in the inputs in isolation could result in a significantly higher or lower fair value measurement.
−Removed: The unobservable inputs do not have a direct interrelationship;
−Removed: therefore, a change in one unobservable input would not necessarily correspond with a change in another unobservable input.
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
The following table summarizes the changes in the Company’s recurring Level 3 net financial assets:
18 unchanged sentences
Land and coal interests included coal reserves and resources with a net book value of $ 1.1 billion and $ 1.2 billion as of December 31, 2024 and 2023, respectively.
−Removed: Such coal reserves and resources were comprised of mineral rights for leased coal interests and advance royalties that had a net book value of $ 0.7 billion as of both December 31, 2023 and 2022, and coal reserves and resources held by fee ownership of $ 0.5 billion and $ 0.6 billion as of December 31, 2023 and 2022, respectively.
+Added: Such coal reserves and resources were comprised of mineral rights for leased coal interests and advance royalties that had a net book value of $ 0.6 billion and $ 0.7 billion at December 31, 2024 and 2023, respectively, and coal reserves and resources held by fee ownership of $ 0.5 billion as of both December 31, 2024 and 2023.
The amount of coal reserves and resources unassigned to active mining operations, and thus not subject to current depletion, including certain exploratory properties, was $ 0.1 billion as of both December 31, 2024 and 2023.
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(8) Income Taxes
6 unchanged sentences
Total $ 516.1 $ 1,124.8 $ 1,278.6
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Total income tax provision (benefit) for the periods presented below consisted of the following:
21 unchanged sentences
Global intangible low-taxed income — — 197.2
−Removed: Tax credits — — ( 26.5 )
Remeasurement of foreign income tax accounts ( 5.7 ) ( 0.9 ) ( 2.6 )
4 unchanged sentences
The Company recognizes the tax on global intangible low-taxed income (GILTI) as a period expense.
−Removed: The Company recorded provisions of $ 197.2 million and $ 67.0 million for the years ended December 31, 2022 and 2021, respectively, which was fully offset by the release of valuation allowance associated with the net operating losses (NOLs) that absorbed the GILTI inclusion.
−Removed: No provision for GILTI was recorded for the year ended December 31, 2023.
+Added: The Company recorded a provision of $ 197.2 million for the year ended December 31, 2022, which was fully offset within the effective tax rate by the release of valuation allowance associated with the net operating losses (NOLs) that absorbed the GILTI inclusion.
+Added: No provision for GILTI was recorded for the years ended December 31, 2024 and 2023.
+Added: On August 16, 2022, the Inflation Reduction Act of 2022 was signed into law and contained numerous tax provisions including a 15 % minimum tax on book income of certain large corporations.
+Added: This act did not have a material impact on the Company’s tax provision.
Peabody Energy Corporation 2024 Form 10-K
1 unchanged sentence
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
−Removed: On August 16, 2022, the Inflation Reduction Act of 2022 was signed into law and contained numerous tax provisions including a 15 % minimum tax on book income of certain large corporations.
−Removed: This act did not have a material impact on the Company’s tax provision.
The tax effects of temporary differences that gave rise to significant portions of the deferred tax assets and liabilities as of December 31, 2024 and 2023 consisted of the following:
7 unchanged sentences
Take-or-pay obligations 5.5 6.7
−Removed: Hedge activities — 49.1
Investments and other assets 32.6 40.8
3 unchanged sentences
Total gross deferred tax assets 1,520.0 1,556.1
−Removed: Valuation allowance, income tax ( 1,473.5 ) ( 1,451.0 )
−Removed: Total deferred tax assets 82.6 136.0
+Added: Valuation allowance ( 1,420.9 ) ( 1,473.5 )
+Added: Total net deferred tax assets 99.1 82.6
Deferred tax liabilities:
3 unchanged sentences
Total deferred tax liabilities 140.0 111.2
−Removed: Net deferred tax (liability) asset $ ( 28.6 ) $ 54.3
+Added: Net deferred tax liability $ ( 40.9 ) $ ( 28.6 )
Deferred taxes are classified as follows:
−Removed: Noncurrent deferred income tax asset $ — $ 74.7
Noncurrent deferred income tax liability $ ( 40.9 ) $ ( 28.6 )
−Removed: Net deferred tax (liability) asset $ ( 28.6 ) $ 54.3
As of December 31, 2024, the Company had gross U.S.
3 unchanged sentences
The federal NOLs begin to expire in 2037, the state NOLs begin to expire in 2028 and the GBCs begin to expire in 2027.
+Added: In assessing the near-term use of NOLs and tax credits and corresponding valuation allowance adjustments, the Company evaluates the expected level of reversals of existing taxable temporary differences, available tax planning strategies and future taxable income.
+Added: The Company maintained valuation allowances of $ 1.4 billion against the U.S.
+Added: net deferred tax asset position of $ 1.0 billion and against certain foreign deferred tax assets, primarily in Australia, of $ 0.4 billion.
+Added: The valuation allowance against the U.S.
+Added: and certain foreign deferred tax assets continues to be recorded due to unlikely realization.
Peabody Energy Corporation 2024 Form 10-K
1 unchanged sentence
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
−Removed: In assessing the near-term use of NOLs and tax credits and corresponding valuation allowance adjustments, the Company evaluated the expected level of future taxable income, available tax planning strategies, reversals of existing taxable temporary differences and taxable income in carryback years.
−Removed: The Company maintained valuation allowances of $ 1.5 billion against the U.S net deferred tax asset position of $ 1.0 billion and against certain foreign deferred tax assets, primarily in Australia, of $ 469.1 million.
−Removed: Recognition of the U.S.
−Removed: valuation allowances was driven by recent cumulative book losses, as determined by considering all sources of available income (including items classified as discontinued operations or recorded directly to “Accumulated other comprehensive income”) and availability of future taxable income in assessing the realizability of the related assets.
−Removed: The valuation allowance against certain foreign deferred tax assets continues to be recorded due to unlikely realization.
Unrecognized Tax Benefits
5 unchanged sentences
Gross unrecognized tax benefits $ 9.2 $ 8.7
−Removed: The amount of the Company’s gross unrecognized tax benefits decreased by $ 0.8 million since December 31, 2022 due primarily to adjustments for prior year positions partially offset by additions for current positions.
+Added: The amount of the Company’s gross unrecognized tax benefits increased by $ 0.5 million since December 31, 2023 primarily due to additions for current and prior year positions, partially offset by reductions due to expiration of statutes.
The amount of the net unrecognized tax benefits that, if recognized, would directly affect the effective tax rate was $ 9.2 million and $ 8.7 million at December 31, 2024 and 2023, respectively.
5 unchanged sentences
Additions for current year tax positions 1.4 0.9 0.8
−Removed: Reductions for prior year tax positions ( 1.7 ) ( 2.3 ) ( 1.1 )
+Added: Additions (reductions) for prior year tax positions 0.4 ( 1.7 ) ( 2.3 )
+Added: Reductions for expirations of statutes limitations ( 1.3 ) — —
Balance at end of period $ 9.2 $ 8.7 $ 9.5
The Company recognizes interest and penalties related to unrecognized tax benefits in its income tax provision.
+Added: During the year ended December 31, 2024, the Company’s gross interest and penalties decreased by $ 6.2 million due to expiration of statutes.
The Company recorded $ 0.2 million of gross interest and penalties in each of the years ended December 31, 2023 and 2022.
−Removed: The Company had $ 6.1 million, $ 5.9 million and $ 5.7 million of accrued gross interest and penalties related to unrecognized tax benefits at December 31, 2023, 2022 and 2021, respectively.
+Added: The Company had no accrued gross interest and penalties related to unrecognized tax benefits at December 31, 2024.
+Added: The Company had $ 6.1 million and $ 5.9 million of accrued gross interest and penalties related to unrecognized tax benefits at December 31, 2023 and 2022, respectively.
The Company expects a decrease in its net unrecognized tax benefits of $ 0.8 million during the next twelve months due to expiration of statutes.
Tax Returns Subject to Examination
−Removed: The Company’s federal income tax returns for the 2020, 2021 and 2022 tax years are subject to potential examinations by the Internal Revenue Service.
+Added: The Company’s federal income tax returns for the tax years 2017 and 2020 through 2023 are subject to potential examinations by the Internal Revenue Service.
The Company’s state income tax returns for the tax years 2016 and thereafter remain potentially subject to examination by various state taxing authorities due to NOL carryforwards.
Australian income tax returns for tax years 2019 through 2023 continue to be subject to potential examinations by the Australian Taxation Office.
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Foreign Earnings
3 unchanged sentences
However, when appropriate, the Company has the ability to access foreign cash without incurring residual cash taxes due to the existence of NOLs.
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Tax Payments and Refunds
10 unchanged sentences
Based on an assessment performed, the Pillar Two effective tax rates in all jurisdictions in which the Company operates are above 15 % and the Company is not currently aware of any circumstances under which this might change.
−Removed: Therefore, the Company does not expect a potential exposure to Pillar Two top-up taxes.
+Added: Therefore, the Company did not incur any Pillar Two top-up taxes in the year ended December 31, 2024.
(9) Accounts Payable and Accrued Expenses
4 unchanged sentences
Other accrued expenses 130.1 140.8
−Removed: Income taxes payable 120.8 25.9
−Removed: Accrued royalties 71.2 88.4
Accrued taxes other than income 66.9 59.3
Asset retirement obligations 55.9 54.2
−Removed: Accrued insurance 32.7 22.7
+Added: Accrued royalties 50.7 71.2
Operating lease liabilities 32.4 17.3
+Added: Accrued insurance 29.8 32.7
Workers’ compensation obligations 11.3 8.7
−Removed: Liabilities associated with discontinued operations 5.2 41.9
+Added: Income taxes payable 10.7 120.8
+Added: Accrued litigation reserve 10.0 1.6
Accrued interest 4.7 3.6
+Added: Liabilities associated with discontinued operations 4.0 5.2
Accounts payable and accrued expenses $ 811.7 $ 965.5
8 unchanged sentences
$ 320.0 $ 320.0
+Added: BUMA Loan Note 9.3 —
Finance lease obligations 25.1 22.3
2 unchanged sentences
Long-term debt $ 332.3 $ 320.7
−Removed: As further described below, during 2022, the Company utilized various methods allowable or required under its then-existing debt agreements to retire all of its senior secured long-term debt, leaving only its 2028 Convertible Notes, which are further described below, and various finance lease obligations outstanding at December 31, 2022.
−Removed: 2022 Debt Retirements
−Removed: Upon maturity on March 31, 2022, the Company retired the remaining principal balance of senior secured notes for $ 23.1 million.
−Removed: During the year ended December 31, 2022, $ 62.5 million principal amount of the Company’s senior secured notes maturing in 2024 was retired using proceeds from the offering of 2028 Convertible Notes, as further described below, and the remaining $ 0.1 million principal amount was retired through a mandatory repurchase offer required under the terms of the notes’ indenture and the Company’s then-existing letter of credit facility.
−Removed: In addition to the $ 0.1 million principal amount of senior secured notes maturing in 2024 repurchased through such offers, the Company repurchased $ 42.2 million of aggregate priority lien obligations under the then-existing letter of credit facility during 2022 at approximately 95 %.
−Removed: The repurchases of commitments under the then-existing letter of credit facility were effected by the posting of $ 40.1 million of collateral with the administrative agent and did not reduce the availability under the facility.
−Removed: During the year ended December 31, 2022, $ 257.4 million principal amount of the Company’s senior secured notes maturing in 2025 was retired using proceeds from the offering of 2028 Convertible Notes, as further described below.
−Removed: The remaining senior secured notes maturing in 2025 were retired through an open market repurchase of $ 11.4 million principal amount at 98.00 % and, in accordance with the notes’ indenture, a voluntary prepayment of $ 66.1 million principal amount at 101.59 %.
−Removed: The Company’s senior secured term loan maturing in 2025 was retired through various open market purchases of $ 44.1 million principal amount throughout 2022 at an aggregate cost of $ 42.1 million, scheduled quarterly principal amortization payments of $ 3.0 million, and, in accordance with the terms of the then-existing credit agreement, a voluntary prepayment of $ 276.2 million principal amount at par.
−Removed: The senior secured notes and senior secured term loans maturing in 2024 held by certain wholly-owned subsidiaries of the Company (Co-Issuers) were subject to mandatory prepayment offers.
−Removed: During the year ended December 31, 2022, the Company prepaid $ 18.5 million principal amount of the Co-Issuer senior secured notes maturing in 2024 at an aggregate cost of $ 19.2 million and $ 17.2 million principal amount of the Co-Issuer senior secured term loans maturing in 2024 at par.
−Removed: Voluntary repurchases of Co-Issuer senior secured term loans maturing in 2024 were permissible through various methods, including a modified Dutch auction process in which the Company could solicit acceptable prices from holders.
−Removed: During the year ended December 31, 2022, the Company solicited bids from all holders of Co-Issuer senior secured term loans for the repurchase of the remaining outstanding principal amount, resulting in the valid tender and purchase of $ 185.9 million principal amount at an aggregate cost of $ 195.8 million.
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
−Removed: The underlying terms of the Co-Issuer senior secured notes and senior secured term loans maturing in 2024 required parity between holders of Co-Issuer senior secured term loans and holders of Co-Issuer senior secured notes with respect to repurchase offers such as those undertaken through the auction processes described above.
−Removed: As such, the Company solicited commensurate bids from all holders of Co-Issuer senior secured notes at various dates during the year ended December 31, 2022 for the repurchase of the remaining outstanding principal amount, resulting in the valid tender and purchase of $ 147.3 million principal amount at an aggregate cost of $ 154.1 million.
−Removed: Subsequent to the modified Dutch auction processes and related transactions, the Company voluntarily prepaid the remaining $ 28.1 million principal amount of the Co-Issuer senior secured notes maturing in 2024 and $ 2.9 million principal amount of Co-Issuer senior secured term loans maturing in 2024 at an aggregate cost of $ 32.8 million, including certain make whole premium amounts.
−Removed: The Company’s various debt retirements during 2022 resulted in the realization of net losses from early debt extinguishment of $ 34.9 million, excluding the loss recorded in connection with the issuance of 2028 Convertible Notes described below.
−Removed: 3.250 % Convertible Senior Notes due 2028
−Removed: On March 1, 2022, the Company issued $ 320.0 million in aggregate principal amount of 3.250 % Convertible Senior Notes due 2028 (the 2028 Convertible Notes) through a private offering.
+Added: 2028 Convertible Notes
+Added: On March 1, 2022, through a private offering, the Company issued the 2028 Convertible Notes in the aggregate principal amount of $ 320.0 million.
The 2028 Convertible Notes are senior unsecured obligations of the Company and are governed under an indenture.
−Removed: The Company used the proceeds of the offering of the 2028 Convertible Notes and available cash to redeem $ 62.6 million of senior secured notes maturing in 2024 and $ 257.4 million of senior secured notes maturing in 2025, and to pay related premiums, fees and expenses relating to the offering and redemptions.
−Removed: The Company capitalized $ 11.2 million of debt issuance costs related to the offering and recognized a loss on early debt extinguishment of $ 23.0 million during the three months ended March 31, 2022.
+Added: The Company used the proceeds of the offering of the 2028 Convertible Notes and available cash to redeem its then-existing senior secured notes and to pay related premiums, fees and expenses relating to the offering and redemptions.
+Added: The Company capitalized $ 11.2 million of debt issuance costs related to the offering, which are being amortized over the terms of the notes.
The 2028 Convertible Notes will mature on March 1, 2028, unless earlier converted, redeemed or repurchased in accordance with their terms.
6 unchanged sentences
and (5) at any time from, and including, September 1, 2027 until the close of business on the second scheduled trading day immediately before the maturity date.
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Upon conversion, the Company may satisfy its conversion obligation by paying or delivering, as applicable, cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock, at the Company’s election, in the manner and subject to the terms and conditions provided in the indenture.
1 unchanged sentence
The terms of the indenture require conversion rate adjustments upon the payment of dividends to holders of the Company’s common stock once such cumulative dividends impact the conversion rate by at least 1 %.
−Removed: Under the applicable conversion rate formula, the dividends declared and paid during the year ended December 31, 2023 and the dividend declared during the three months ending March 31, 2024, yielded a revised conversion rate which met the 1 % threshold to impact the existing conversion rate of 50.3816 .
+Added: Effective February 21, 2024, the conversion rate was increased to 51.0440 shares of the Company’s common stock per $ 1,000 principal amount of 2028 Convertible Notes, which represented an adjusted conversion price of approximately $ 19.59 per share.
+Added: Under the applicable conversion rate formula, the dividends declared and paid during the nine months ended December 31, 2024 and the dividend declared during the three months ending March 31, 2025, yielded a revised conversion rate which met the 1 % threshold to impact the existing conversion rate of 51.0440 .
As such, effective February 18, 2025, the conversion rate was increased to 51.7678 shares of the Company’s common stock per $ 1,000 principal amount of 2028 Convertible Notes.
1 unchanged sentence
If certain corporate events described in the indenture occur prior to the maturity date, or the Company delivers a notice of redemption (as described below), the conversion rate will be increased for a holder who elects to convert its 2028 Convertible Notes in connection with such corporate event or notice of redemption, as the case may be, in certain circumstances.
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
The Company may not redeem the 2028 Convertible Notes prior to March 1, 2025.
4 unchanged sentences
If the Company undergoes a fundamental change (as defined in the indenture), noteholders may require the Company to repurchase their 2028 Convertible Notes at a cash repurchase price equal to 100 % of the principal amount of the 2028 Convertible Notes to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.
−Removed: During the fourth quarter of 2022, the Company’s reported common stock prices prompted the conversion feature of the 2028 Convertible Notes.
−Removed: As a result, the 2028 Convertible Notes were convertible at the option of the holders during the first quarter of 2023.
−Removed: However, the Company did not receive any conversion requests.
−Removed: During the year ended December 31, 2023, the Company’s reported common stock prices did not prompt the conversion feature of the 2028 Convertible Notes.
−Removed: As a result, the 2028 Convertible Notes were not convertible at the option of the holders during 2023, and will not be similarly convertible during the first quarter of 2024.
+Added: During the fourth quarter ended December 31, 2024, the Company’s reported common stock prices did not prompt the conversion feature of the 2028 Convertible Notes.
+Added: As a result, the 2028 Convertible Notes will not be convertible during the first quarter of 2025.
As of December 31, 2024, the if-converted value of the 2028 Convertible Notes exceeded the principal amount by $ 25.3 million.
−Removed: Margin Financing Arrangement
−Removed: In March 2022, the Company entered into a discrete credit agreement which provided for a $ 150 million unsecured revolving credit facility.
−Removed: The revolving facility was scheduled to mature in April 2025 and bore interest at a rate of 10.0 % per annum on drawn amounts.
−Removed: The revolving facility was intended to support the Company’s near-term liquidity requirements, particularly with respect to the cash margin requirements associated with the coal derivative contracts, which fluctuate depending upon underlying market coal prices.
−Removed: Concurrently with the Company’s then-existing credit agreement, the Company entered into a related agreement for an at-the-market equity offering program for up to $ 225.0 million of the Company’s common stock.
−Removed: During the three months ended March 31, 2022, the Company borrowed and repaid $ 225.0 million under the revolving facility using net proceeds of $ 222.0 million from at-the-market issuances of 10.1 million shares of common stock and available cash.
−Removed: The Company made no additional borrowings and terminated the facility in August 2022.
+Added: Revolving Credit Facility
+Added: The Company established a new revolving credit facility with a maximum aggregate principal amount of $ 320.0 million in revolving commitments by entering into a credit agreement, dated as of January 18, 2024 (the 2024 Credit Agreement), by and among the Company, as borrower, certain subsidiaries of the Company party thereto, PNC Bank, National Association, as administrative agent, and the lenders party thereto.
+Added: The Company paid aggregate debt issuance costs of $ 9.7 million.
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
+Added: The revolving commitments and any related loans, if applicable (any such loans, the Revolving Loans), established by the 2024 Credit Agreement terminate or mature, as applicable, on January 18, 2028, subject to certain conditions relating to the Company’s outstanding 2028 Convertible Notes.
+Added: The Revolving Loans bear interest at a secured overnight financing rate (SOFR) plus an applicable margin ranging from 3.50 % to 4.25 %, depending on the Company’s total net leverage ratio (as defined under the 2024 Credit Agreement) or a base rate plus an applicable margin ranging from 2.50 % to 3.25 %, at the Company’s option.
+Added: Letters of credit issued under the 2024 Credit Agreement incur a combined fee equal to an applicable margin ranging from 3.50 % to 4.25 % plus a fronting fee equal to 0.125 % per annum.
+Added: Unused capacity under the 2024 Credit Agreement bears a commitment fee of 0.50 % per annum.
+Added: On November 25, 2024, the Company amended the 2024 Credit Agreement to, among other things, permit Peabody’s planned acquisition of multiple coal mines from Anglo American plc (Anglo) as further discussed in Note 17.
+Added: “Other Events,” the related bridge loan facility and the incurrence of additional indebtedness to finance the acquisition, to the extent applicable.
+Added: The Company paid aggregate deferred financing costs of $ 0.9 million as part of the amendment.
+Added: As of December 31, 2024, the 2024 Credit Agreement had only been utilized for letters of credit, including $ 86.3 million outstanding as of December 31, 2024.
+Added: These letters of credit support the Company’s reclamation bonding requirements, lease obligations, insurance policies and various other performance guarantees as further described in Note 20.
+Added: “Financial Instruments, Guarantees With Off-Balance-Sheet Risk and Other Guarantees.” Availability under the 2024 Credit Agreement was $ 233.7 million at December 31, 2024.
+Added: The 2024 Credit Agreement contains customary covenants that, among other things and subject to certain exceptions (including compliance with financial ratios), may limit the Company and its subsidiaries’ ability to incur additional indebtedness, make certain restricted payments or investments, sell or otherwise dispose of assets, enter into transactions with affiliates, create or incur liens, and merge, consolidate or sell all or substantially all of their assets.
+Added: The 2024 Credit Agreement is secured by substantially all assets of the Company and its U.S.
+Added: subsidiaries, as well as a pledge of two Australian subsidiaries.
+Added: BUMA Loan Note
+Added: Following the prospective closing of the Anglo acquisition, the Company is contracted to sell a portion of the assets (the Dawson Assets) to Pt Bukit Makmur Mandiri Utama or one of its subsidiaries (BUMA).
+Added: Accordingly, on November 25, 2024, concurrent with its entry into the purchase agreements for the Anglo acquisition, the Company entered into a loan note deed with BUMA pursuant to which BUMA will lend to the Company the funds required to purchase the Dawson Assets under the Anglo acquisition purchase agreements and fund certain other obligations in relation to the Dawson Assets (the BUMA Loan Note).
+Added: The Company received $ 9.3 million in BUMA Loan Note proceeds during the year ended December 31, 2024 to fund a portion of the deposit to Anglo for the planned acquisition.
+Added: The BUMA Loan Note bears interest at a coupon rate of 10 % per year.
+Added: Refer to Note 17.
+Added: “Other Events” for additional information associated with the Anglo acquisition.
+Added: Bridge Loan Facility
+Added: Concurrently with its entry into definitive agreements to acquire the Anglo assets, the Company entered into a bridge loan facility commitment letter (the Bridge Commitment Letter, and the senior secured 364-day bridge facility provided for therein, the Bridge Facility), pursuant to which the lenders, agreed to provide the Bridge Facility to the Company in the amount of up to $ 2.075 billion in order to finance the planned acquisition in part.
+Added: The Company expects to replace the Bridge Facility with permanent financing prior to the closing date, but there can be no assurance such financing will occur and any such expectation is subject to market conditions.
+Added: To the extent borrowings are made under the Bridge Facility, any loans would bear interest at a SOFR plus an applicable margin of 8.00 % or a base rate plus an applicable margin of 7.00 %, at the Company’s option.
+Added: Such applicable margin would increase by an additional 0.75 % on the date that is 90 days following the closing date of the planned acquisition.
+Added: Any borrowings under the Bridge Facility would mature 364 days from the initial funding date, which would be on or around the closing date of the planned acquisition.
+Added: The availability of borrowings under the Bridge Facility is subject to the satisfaction of certain customary conditions for transactions of this type.
+Added: Any definitive financing documentation for the Bridge Facility will contain customary representations and warranties, covenants and events of defaults for transactions of this type.
+Added: Upon execution of any definitive financing documentation for the Bridge Facility, the Bridge Facility will be guaranteed by substantially all U.S.
+Added: subsidiaries of the Company and secured by substantially all assets of the Company, its U.S.
+Added: subsidiaries and, subject to certain conditions, certain of the Company’s Australian subsidiaries.
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Interest Charges
The following table presents the components of the Company’s interest expense related to its indebtedness and financial assurance instruments such as surety bonds and letters of credit.
−Removed: Additionally, the table sets forth the amount of cash paid for interest and the amount of non-cash interest expense primarily related to the amortization of debt issuance costs.
+Added: Additionally, the table sets forth the amount of cash paid for interest, net of capitalized interest and the amount of non-cash interest expense primarily related to the amortization of debt issuance costs.
Year Ended December 31,
1 unchanged sentence
(Dollars in millions)
−Removed: Indebtedness $ 21.6 $ 87.0 $ 132.3
+Added: 2028 Convertible Notes $ 10.4 $ 10.4 $ 8.7
+Added: Debt retired during 2022 — — 51.5
+Added: Finance lease obligations 1.8 1.8 2.1
Financial assurance instruments 27.3 38.2 53.3
−Removed: Interest expense $ 59.8 $ 140.3 $ 183.4
−Removed: Cash paid for interest $ 61.9 $ 118.5 $ 174.9
+Added: Amortization of debt issuance costs 5.4 3.6 17.3
+Added: Receivables securitization program 2.6 3.6 3.8
+Added: Capitalized interest ( 5.8 ) — —
+Added: Other 5.2 2.2 3.6
+Added: Interest expense, net of capitalized interest $ 46.9 $ 59.8 $ 140.3
+Added: Cash paid for interest, net of capitalized interest $ 37.6 $ 61.9 $ 118.5
Non-cash interest expense $ 5.4 $ 4.6 $ 17.7
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Covenant Compliance
The Company was compliant with all relevant covenants under its debt and other finance agreements at December 31, 2024.
−Removed: The April 2023 termination of the Company’s then-existing credit agreement and related letter of credit facility, as described in Note 20.
−Removed: “Financial Instruments, Guarantees With Off-Balance-Sheet Risk and Other Guarantees,” eliminated the related compliance requirements as of March 31, 2023 and prospectively.
−Removed: Revolving Credit Facility
−Removed: On January 18, 2024, the Company established a new revolving credit facility with a maximum aggregate principal amount of $ 320.0 million in revolving commitments by entering into a credit agreement, dated as of January 18, 2024 (the 2024 Credit Agreement), by and among the Company, as borrower, certain subsidiaries of the Company party thereto, PNC Bank, National Association, as administrative agent, and the lenders party thereto.
−Removed: The revolving commitments and any related loans, if applicable (any such loans, the Revolving Loans), established by the 2024 Credit Agreement terminate or mature, as applicable, on January 18, 2028, subject to certain conditions relating to the Company’s outstanding 2028 Convertible Notes.
−Removed: The Revolving Loans bear interest at a secured overnight financing rate (SOFR) plus an applicable margin ranging from 3.50 % to 4.25 %, depending on the Company’s total net leverage ratio (as defined under the 2024 Credit Agreement) or a base rate plus an applicable margin ranging from 2.50 % to 3.25 %, at the Company’s option.
−Removed: The 2024 Credit Agreement contains customary covenants that, among other things and subject to certain exceptions (including compliance with financial ratios), may limit the Company and its subsidiaries’ ability to incur additional indebtedness, make certain restricted payments or investments, sell or otherwise dispose of assets, enter into transactions with affiliates, create or incur liens, and merge, consolidate or sell all or substantially all of their assets.
−Removed: The 2024 Credit Agreement is secured by substantially all assets of the Company and its U.S.
−Removed: subsidiaries, as well as a pledge of two Australian subsidiaries.
Finance Lease Obligations
104 unchanged sentences
Net periodic postretirement benefit credit $ ( 60.8 ) $ ( 46.2 ) $ ( 98.0 )
+Added: The actuarial gain for all benefit plans in 2024 was primarily due to the increase in the discount rate used to measure the benefit obligation and favorable impact of claims experience for the year.
The actuarial gain for all benefit plans in 2023 was primarily due to favorable impact of claims experience for the year offset by the decrease in the discount rate used to measure the benefit obligation.
The actuarial gain for all benefit plans in 2022 was primarily due to the increase in the discount rate used to measure the benefit obligation and favorable impact of claims experience for the year offset by increase in medical trend rate due to inflation as well as the expected impact of the Inflation Reduction Act.
−Removed: The actuarial gain for all benefit plans in 2021 was primarily due to the increase in the discount rate used to measure the benefit obligation, favorable impact of claims experience for the year, and updating the mortality base table and improvement scale to those published by the Society of Actuaries considering the plan’s experience for participants receiving medical benefits under the United Mine Workers of America (UMWA) Coal Act design.
The following includes pretax amounts recorded in “Accumulated other comprehensive income”:
19 unchanged sentences
Interest cost 9.1 10.2
+Added: Plan amendments ( 6.5 ) —
Benefits paid and administrative fees (net of Medicare Part D reimbursements) ( 18.8 ) ( 20.9 )
10 unchanged sentences
Noncurrent obligation (included in “Accrued postretirement benefit costs”) $ 120.4 $ 148.4
−Removed: In October 2021, the Company announced changes to its postretirement health care benefit plan for certain represented retirees.
−Removed: Effective January 1, 2022, the Company no longer provides medical coverage to certain existing retirees but continues to offer a life insurance benefit to eligible retirees.
+Added: In December 2024, the Company entered into a new labor agreement covering certain represented employees.
+Added: Under terms of the new labor agreement, when a represented employee retires or dies the health benefits of the retiree and/or their surviving spouse and any eligible dependents will be provided by the labor union and will no longer be covered by the Company’s health plan.
+Added: The Company will continue to offer a life insurance benefit to eligible represented retirees.
The impact of the changes on future benefits reduced the Company’s accumulated postretirement benefit obligation by $ 6.5 million.
The reduction was attributable to the elimination of health care benefits for certain represented retirees.
−Removed: The reduction in liability was recorded with an offsetting balance in “Accumulated other comprehensive income” and is being amortized to earnings based upon the estimated remaining life expectancies of certain plan participants ( 12.0 years and 13.0 years were the remaining amortization periods at December 31, 2023 and 2022, respectively;
+Added: The reduction in liability was recorded with an offsetting balance in “Accumulated other comprehensive income” and is being amortized to earnings over the average remaining life expectancy of participants benefiting under the plan ( 12.7 years is the amortization period at December 31, 2024;
$ 6.5 million remaining in “Accumulated other comprehensive income” at December 31, 2024).
−Removed: A prior service credit established in December 2020 is being amortized to earnings over the average remaining life expectancy of the affected plan ( 7.5 years and 8.5 years were the remaining amortization periods at December 31, 2023 and 2022, respectively;
+Added: A prior service credit established in October 2021 is being amortized to earnings over the average remaining life expectancy of the affected plan participants ( 11.0 years and 12.0 years were the remaining amortization periods at December 31, 2024 and 2023, respectively;
$ 107.6 million remaining in “Accumulated other comprehensive income” at December 31, 2024).
−Removed: A prior service credit established in September 2020 is being amortized to earnings over an average remaining service period to full eligibility for participating employees ( 1.9 years and 2.9 years were the remaining amortization periods at December 31, 2023 and 2022, respectively;
+Added: A prior service credit established in December 2020 is being amortized to earnings over the average remaining life expectancy of the affected plan participants 6.5 years and 7.5 years were the remaining amortization periods at December 31, 2024 and 2023, respectively;
$ 6.7 million remaining in “Accumulated other comprehensive income” at December 31, 2024).
−Removed: A prior service credit established in December 2018 is being amortized to earnings over an average remaining service period to full eligibility for participating employees ( 0.9 years and 1.9 years were the remaining amortization periods at December 31, 2023 and 2022, respectively;
+Added: A prior service credit established in September 2020 is being amortized to earnings over an average remaining service period to full eligibility for participating employees ( 0.9 years and 1.9 years were the remaining amortization periods at December 31, 2024 and 2023, respectively;
$ 29.4 million remaining in “Accumulated other comprehensive income” at December 31, 2024).
+Added: A prior service credit established in December 2018 was amortized to earnings over an average remaining service period to full eligibility for participating employees ( 0.9 years was the remaining amortization period at December 31, 2023).
The weighted-average assumptions used to determine the benefit obligations for the plans as of the end of each year were as follows:
11 unchanged sentences
The expected rate of return on plan assets is determined by taking into consideration expected long-term returns associated with each major asset class based on long-term historical ranges, inflation assumptions and the expected net value from active management of the assets based on actual results.
−Removed: The asset allocation of plan assets and long-term capital market expectations remain unchanged from December 31, 2022, therefore the Company’s expected pretax rate of return on plan assets will remain at 5.75 % for 2024.
−Removed: The accumulated postretirement benefit obligation exceeded plan assets for all plans as of December 31, 2023 and 2022.
−Removed: The accumulated postretirement benefit obligation for all plans was $ 178.0 million and $ 189.9 million as of December 31, 2023 and 2022, respectively.
+Added: Effective January 1, 2025, the Company increased its expected rate of return on plan assets from 5.75 % to 5.95 % reflecting the impact of its asset allocations and capital market expectations.
The following presents information about the assumed health care cost trend rate:
9 unchanged sentences
Year that the rate reaches the ultimate trend rate 2032 2032
−Removed: (1) An additional one-time increase of 3 % is applied to claims in 2024 to reflect potential reductions in payments from Center for Medicare and Medicaid Services related to the passage of the Inflation Reduction Act in August 2022.
+Added: (1) An additional one-time increase of 3 % was applied to claims in 2024 to reflect potential reductions in payments from Center for Medicare and Medicaid Services related to the passage of the Inflation Reduction Act in August 2022.
The Company maintains a Voluntary Employees’ Beneficiary Association (VEBA) trust to pre-fund a portion of benefits for non-represented retirees.
8 unchanged sentences
equity securities for growth and diversification.
−Removed: Investment vehicles include various domestic large-cap publicly traded common stocks.
+Added: Investment vehicles include various domestic large-cap publicly traded common stocks and mutual funds.
All common stocks are traded on a national securities exchange and are valued at quoted market prices in active markets and accordingly classified within Level 1 of the valuation hierarchy.
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
+Added: The mutual funds are traded on a national securities exchange in an active market, are valued using daily publicly quoted net asset value (NAV) prices and accordingly classified within Level 1 of the valuation hierarchy.
International equity securities.
2 unchanged sentences
The mutual funds are traded on a national securities exchange in an active market, are valued using daily publicly quoted net asset value (NAV) prices and accordingly classified within Level 1 of the valuation hierarchy.
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Corporate bonds .
38 unchanged sentences
Total assets at fair value $ 6.3 $ 8.0 $ — $ 14.3
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Contributions
1 unchanged sentence
During the year ended December 31, 2024, the Company made no contributions to the trust.
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Estimated Future Benefit Payments
8 unchanged sentences
As discussed further below, the Peabody Plan was terminated in 2022 with assets distributed in 2023.
−Removed: A subsidiary of PIC has a defined benefit pension plan covering eligible employees who are represented by the UMWA under the Kayenta Reclamation Agreement of 2020 (the Western Plan and together with the Peabody Plan, the Pension Plans).
+Added: A subsidiary of PIC has a defined benefit pension plan covering eligible employees who are represented by the United Mine Workers of America (UMWA) under the Kayenta Reclamation Agreement of 2024 (the Western Plan and together with the Peabody Plan, the Pension Plans).
Effective May 31, 2008, the Peabody Plan was frozen in its entirety for both participation and benefit accrual purposes.
15 unchanged sentences
During the year ended December 31, 2023, the Company settled $ 443.2 million of its pension obligations for active and deferred participants in the Peabody Plan with an equal amount paid from plan assets.
−Removed: As a result of the termination process, the Company recorded a settlement gain of $ 2.2 million during the year ended December 31, 2023, which was reflected in “Net periodic benefit credit, excluding service cost” on the consolidated statement of operations.
+Added: As a result of the termination process, the Company recorded a settlement gain of $ 2.2 million during the year ended December 31, 2023, which was reflected in “Net periodic benefit credit, excluding service cost” on the consolidated statements of operations.
As a result of the Peabody Plan’s over-funded status, $ 11.1 million was transferred to a Company sponsored employee retirement account (the Qualified Replacement Plan) during December 2023 as part of the distribution of the Peabody Plan assets resulting from the Peabody Plan termination.
10 unchanged sentences
Net periodic pension cost $ 3.6 $ 0.4 $ 18.3
+Added: The actuarial loss for the Western Plan in 2024 was primarily due to actual returns on plan assets that were lower than expected returns for the year offset by the increase in the discount rate used to measure the benefit obligation.
The actuarial loss for all pension plans in 2022 was primarily due to actual returns on plan assets that were lower than expected returns for the year and the premium paid to Prudential to purchase the GAC, offset by the increase in the discount rate used to measure the benefit obligation.
−Removed: The actuarial loss for all pension plans in 2021 was primarily due to actual returns on plan assets that were lower than expected returns for the year, offset by the increase in the discount rate used to measure the benefit obligation.
The following summarizes the change in benefit obligation, change in plan assets and funded status of the Pension Plans:
5 unchanged sentences
Benefits paid ( 10.7 ) ( 36.1 )
−Removed: Actuarial loss (gain) 3.4 ( 137.2 )
+Added: Actuarial (gain) loss ( 3.5 ) 3.4
Settlement — ( 443.2 )
9 unchanged sentences
Amounts recognized in the consolidated balance sheets:
−Removed: Noncurrent asset (included in “Investments and other assets”) $ — $ 9.9
Noncurrent obligation (included in “Other noncurrent liabilities”) $ 12.8 $ 9.2
−Removed: Net amount recognized $ ( 9.2 ) $ 2.4
Peabody Energy Corporation 2024 Form 10-K
11 unchanged sentences
The expected rate of return on plan assets is determined by taking into consideration expected long-term returns associated with each major asset class based on long-term historical ranges, inflation assumptions and the expected net value from active management of the assets based on actual results.
−Removed: Effective January 1, 2024, the Company lowered its expected rate of return on plan assets from 4.65 % to 4.40 % for the Western Plan, reflecting the impact of its asset allocations and capital market expectations.
−Removed: As of December 31, 2023 and 2022, the accumulated benefit obligation for all plans was $ 125.2 million and $ 580.9 million, respectively, which was equal to the projected benefit obligation for those periods.
−Removed: As of December 31, 2023, there were no plan assets, projected benefit obligation or accumulated benefit obligation for the Peabody Plan.
−Removed: As of December 31, 2022, the plan assets for the Peabody Plan of $ 464.7 million exceeded the projected benefit obligation and accumulated benefit obligation of $ 454.8 million.
−Removed: The projected benefit obligation and accumulated benefit obligation for the Western Plan as of December 31, 2023 and 2022, was $ 125.2 million and $ 126.1 million, respectively, which exceeded the plan assets of $ 116.0 million and $ 118.6 million, respectively, for those periods.
+Added: Effective January 1, 2025, the Company raised its expected rate of return on plan assets from 4.40 % to 4.95 % for the Western Plan, reflecting the impact of its asset allocations and capital market expectations.
+Added: As of December 31, 2024 and 2023, the projected benefit obligation and accumulated benefit obligation for the Western Plan was $ 117.6 million and $ 125.2 million, respectively, which exceeded the plan assets of $ 104.8 million and $ 116.0 million, respectively, for those periods.
+Added: As of December 31, 2024 and 2023, there were no plan assets, projected benefit obligation or accumulated benefit obligation for the Peabody Plan.
Assets of the Pension Plans
−Removed: Assets of the PIC Master Trust (the Master Trust) are invested in accordance with investment guidelines established by the Peabody Plan Retirement Committee and the Peabody Western Plan Retirement Committee (collectively, the Retirement Committees) after consultation with outside investment advisors and actuaries.
+Added: Prior to December 31, 2023, assets of the PIC Master Trust (the Master Trust) were invested in accordance with investment guidelines established by the Peabody Plan Retirement Committee and the Peabody Western Plan Retirement Committee (collectively, the Retirement Committees) after consultation with outside investment advisors and actuaries.
+Added: As of January 1, 2024, assets of the Master Trust are invested in accordance with investment guidelines established by the Western Plan Retirement Committee after consultation with outside investment advisors and actuaries.
The asset allocation targets have been set with the expectation that the assets of the Master Trust will be managed with an appropriate level of risk to fund each Pension Plan’s expected liabilities.
1 unchanged sentence
These allocation targets are reviewed by the Retirement Committees on a regular basis and revised as necessary.
−Removed: As a result of discretionary contributions made in recent years, the Pension Plans have become nearly fully funded and therefore, as of December 31, 2023 and 2022, the Master Trust investment portfolio reflected the Company’s target asset mix of 100 % fixed income investments.
−Removed: Prior to December 31, 2023 the Master Trust assets also included investments in various real estate holdings through limited partnerships.
−Removed: The real estate holdings represented approximately less than 1 % of total Master Trust assets as of December 31, 2022.
−Removed: All real estate holdings have been liquidated as of December 31, 2023.
+Added: As a result of discretionary contributions made in recent years, the Western Plan has become nearly fully funded and therefore, as of December 31, 2024 and 2023, the Master Trust investment portfolio reflected the Company’s target asset mix of 100 % fixed income investments.
+Added: Prior to December 31, 2023, the assets of the Master Trust also included investments of the Peabody Plan as well as various real estate holdings through limited partnerships.
+Added: The Peabody Plan assets were distributed and all real estate holdings were liquidated as of December 31, 2023.
Assets of the Master Trust are under management by third-party investment managers, which are selected and monitored by the Retirement Committees.
3 unchanged sentences
Fixed income investment guidelines only allow for exchange-traded derivatives if the investment manager deems the derivative vehicle to be more attractive than a similar direct investment in an underlying cash market or to manage the duration of the fixed income portfolio.
+Added: A financial instrument’s level within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.
+Added: Following is a description of the valuation techniques and inputs used for investments measured at fair value, including the general classification of such investments pursuant to the valuation hierarchy.
Peabody Energy Corporation 2024 Form 10-K
1 unchanged sentence
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
−Removed: A financial instrument’s level within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.
−Removed: Following is a description of the valuation techniques and inputs used for investments measured at fair value, including the general classification of such investments pursuant to the valuation hierarchy.
Corporate bonds .
44 unchanged sentences
The Corporate Bond Fund is not traded on a national securities exchange and is valued at NAV, the practical expedient to estimate fair value.
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values.
1 unchanged sentence
The inputs or methodologies used for valuing investments are not necessarily an indication of the risk associated with investing in those investments.
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
The following tables present the fair value of assets in the Master Trust by asset category and by fair value hierarchy:
19 unchanged sentences
Cash funds 3.8 — — 3.8
−Removed: Group annuity contract — — 430.1 430.1
−Removed: Real estate interests — — 0.3 0.3
Total assets at fair value $ 23.1 $ 72.8 $ — 95.9
17 unchanged sentences
Contributions
−Removed: Annual contributions to the qualified plans are made in accordance with minimum funding standards and the Company’s agreement with the Pension Benefit Guaranty Corporation.
−Removed: Funding decisions also consider certain funded status thresholds defined by the Pension Protection Act of 2006 (generally 80 %).
−Removed: As of December 31, 2023, the Company’s qualified plans are expected to be at or above the Pension Protection Act thresholds.
−Removed: The Company was not required to make any payments to its qualified pension plans in 2023 based on minimum funding requirements and did not make any discretionary contributions in 2023.
+Added: Annual contributions to the qualified plans are made in accordance with minimum funding standards and the Company’s agreement with the Pension Benefit Guaranty Corporation (PBGC).
+Added: Funding decisions also consider certain funded status thresholds defined by the Pension Protection Act of 2006.
+Added: As of December 31, 2024, the Company’s remaining qualified plan was expected to be at or above the Pension Protection Act thresholds.
+Added: The Company was not required to make any cash contributions to its remaining qualified pension plan in 2024 based on minimum funding requirements and did not make any discretionary cash contributions in 2024.
+Added: In January 2025, the Company made a discretionary cash contribution of $ 5.0 million to its remaining qualified pension plan which terminated the Company’s agreement with the PBGC and resulted in the release of a $ 37.0 million letter of credit that had been maintained in favor of the PBGC.
Estimated Future Benefit Payments
9 unchanged sentences
Discretionary contribution features in the plans allow for additional contributions from the Company.
−Removed: The Company granted discretionary contributions of $ 7.3 million and $ 9.2 million during the years ended December 31, 2023 and 2022, respectively.
−Removed: There were no discretionary contributions granted during the year ended December 31, 2021.
−Removed: Discretionary contributions paid during the years ended December 31, 2023 and 2022 were $ 4.6 million and $ 4.0 million, respectively.
−Removed: There were no discretionary contributions paid during the year ended December 31, 2021.
+Added: The Company granted discretionary contributions of $ 7.8 million, $ 7.3 million and $ 9.2 million during the years ended December 31, 2024, 2023 and 2022, respectively.
+Added: Discretionary contributions paid during the years ended December 31, 2024, 2023 and 2022 were $ 7.7 million, $ 4.6 million and $ 4.0 million, respectively.
Superannuation
2 unchanged sentences
A performance contribution feature allows for additional discretionary contributions from the Company.
−Removed: The Company granted discretionary performance contributions of $ 1.6 million during both the years ended December 31, 2023 and 2022.
−Removed: There were no discretionary performance contributions granted for the year ended December 31, 2021.
−Removed: Discretionary contributions paid during the year ended December 31, 2023 were $ 1.3 million.
−Removed: There were no discretionary performance contributions paid during the years ended December 31, 2022 and 2021.
+Added: The Company granted discretionary performance contributions of $ 2.2 million during the year ended December 31, 2024, and $ 1.6 million during both the years ended December 31, 2023 and 2022.
+Added: Discretionary contributions paid during the years ended December 31, 2024 and 2023 were $ 1.9 million and $ 1.3 million, respectively.
+Added: There were no discretionary performance contributions paid during the year ended December 31, 2022.
Peabody Energy Corporation 2024 Form 10-K
15 unchanged sentences
Shares issued for vested restricted stock units 0.6 1.5 0.7
−Removed: Shares issued in exchange for debt retirement — — 10.0
Shares issued under at-the-market equity offering program — — 10.1
19 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
−Removed: On August 1, 2017, the Board authorized a $ 500 million share repurchase program of the outstanding shares of the Company’s common stock and/or preferred stock (2017 Repurchase Program), which was eventually expanded to $ 1.5 billion during 2018.
−Removed: Prior to the suspension of the 2017 Repurchase Program, as discussed above, the Company repurchased 41.5 million shares of its Common Stock for $ 1,340.3 million, which included commissions paid of $ 0.8 million.
On April 17, 2023, the Board authorized a new share repurchase program (2023 Repurchase Program) authorizing repurchases of up to $ 1.0 billion of its Common Stock.
−Removed: The 2017 Repurchase Program was superseded and replaced by the 2023 Repurchase Program.
−Removed: Through December 31, 2023, the Company repurchased 16.1 million shares of its Common Stock for $ 350.3 million, which included commission fees of $ 0.3 million.
−Removed: Of this amount repurchased, $ 2.6 million related to repurchases which settled subsequent to December 31, 2023.
+Added: Under the 2023 Repurchase Program, the Company may purchase shares of common stock at its discretion.
+Added: The manner, timing, pricing and amount 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.
+Added: During the year ended December 31, 2024, the Company repurchased 7.7 million shares of its Common Stock for $ 180.5 million, which included commission fees of $ 0.2 million.
+Added: Excluded from this amount repurchased is $ 2.6 million of repurchases made during the year ended December 31, 2023 that were settled during the year ended December 31, 2024.
As of December 31, 2024, the Company had accrued excise taxes of $ 1.7 million related to the repurchases, which were unpaid at December 31, 2024.
1 unchanged sentence
At December 31, 2024, $ 469.6 million remained available under the 2023 Repurchase Program.
−Removed: Under the 2023 Repurchase Program, the Company may purchase shares of common stock at its discretion.
−Removed: The manner, timing, pricing and amount 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.
Shares relinquished.
8 unchanged sentences
The Company’s share-based compensation expense is recorded in “Operating costs and expenses” and “Selling and administrative expenses” in the consolidated statements of operations.
−Removed: Cash received by the Company upon the exercise of stock options is reflected as a financing activity in the consolidated statements of cash flows.
Share-based compensation expense and cash flow amounts were as follows:
5 unchanged sentences
Share-based compensation expense, net of tax benefit $ 7.3 $ 6.9 $ 8.4
−Removed: Cash received upon the exercise of stock options
−Removed: Write-off tax benefits related to share-based compensation — — —
As of December 31, 2024, the total unrecognized compensation cost related to nonvested awards was $ 11.0 million, which is expected to be recognized over 3.0 years with a weighted-average period of 0.9 years.
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Deferred Stock Units
8 unchanged sentences
The payouts for active grants awarded during the years ended December 31, 2024, 2023 and 2022 will be settled in the Company’s Common Stock.
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Awards granted to certain senior management employees during the year ended December 31, 2022 contain a performance feature in which the award can be increased by up to 100 % based on Adjusted EBITDA results over a two-year period.
−Removed: The incremental shares, which can be increased by up to 234,973 shares as of December 31, 2023 if the performance condition is satisfied, are not included in the table below.
+Added: There were 234,973 incremental shares granted during the year ended December 31, 2024 as a result of the performance condition being satisfied which are included in the table below.
A summary of restricted stock unit activity is as follows:
10 unchanged sentences
The total fair value of restricted stock units and DEUs vested was $ 13.1 million, $ 13.8 million and $ 6.8 million during the years ended December 31, 2024, 2023 and 2022, respectively.
−Removed: In March 2021 the Company entered into a transition agreement with its former chief executive officer which resulted in a modification to restricted stock units granted.
−Removed: Under terms of the agreement, any restricted stock units held by the former chief executive officer that would have vested under their original terms during the twelve months following the specified termination vested upon such date.
−Removed: As a result of this modification, the Company avoided additional compensation expense of approximately $ 1.3 million for the year ended December 31, 2021.
Performance Units
2 unchanged sentences
The performance units granted during the year ended December 31, 2023 were based on the following conditions:
−Removed: three-year return on invested capital and environmental reclamation (performance condition).
−Removed: In addition, the payout of the performance units can be increased or decreased by up to 25 % of the award based on three-year stock price performance compared to a custom peer group (market condition).
−Removed: The performance units can be increased by up to a maximum of 100 % of the award granted.
−Removed: There were 384,453 incremental shares granted during the year ended December 31, 2023 as a result the performance condition being satisfied which are included in the table below.
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
−Removed: The performance units granted during the year ended December 31, 2023 were based on the following conditions:
two-year free cash flow and environmental reclamation (performance condition).
1 unchanged sentence
The incremental shares, which can be increased by up to 61,902 shares as of December 31, 2024 if the performance condition is satisfied, are not included in the table below.
+Added: The performance units granted during the year ended December 31, 2024 were based on the following conditions:
+Added: two-year free cash flow, sales volume and environmental reclamation (performance condition).
+Added: In addition, the payout of the performance units can be increased or decreased by up to 25 % of the award based on three-year stock price performance compared to a custom peer group (market condition).
+Added: The performance units can be increased by up to a maximum of 100 % of the award granted.
+Added: The incremental shares, which can be increased by up to 151,106 shares as of December 31, 2024 if the performance condition is satisfied, are not included in the table below.
Awards granted during the year ended December 31, 2024 will be settled in the Company's Common Stock.
−Removed: There were no performance units granted during the years ended December 31, 2022 or 2021.
+Added: There were 176,487 and 531,915 performance units granted during the years ended December 31, 2024 and December 31, 2023, respectively.
+Added: There were no performance units granted during the year ended December 31, 2022.
A summary of performance unit activity is as follows:
3 unchanged sentences
Granted 176,487
−Removed: Vested ( 834,474 )
Forfeited ( 45,984 )
Nonvested at December 31, 2024 274,911 1.5
−Removed: As of December 31, 2023, there were 834,474 performance units and DEU’s vested that had an aggregate intrinsic value of $ 21.9 million and a conversion price per share of $ 26.19 .
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
+Added: As of December 31, 2024, there were no performance units and DEUs that were vested.
The performance units receive DEUs upon payment of cash dividends to holders of Common Stock.
1 unchanged sentence
As of December 31, 2024, there were approximately 5,000 nonvested DEUs.
−Removed: In March 2021 the Company entered into a transition agreement with its former chief executive officer which resulted in a modification to performance units granted.
−Removed: Under terms of the agreement, a portion of the performance units held by the former chief executive officer as of the specified termination date remain eligible to vest based on actual performance through the original performance period.
−Removed: As a result of this modification, the Company avoided additional compensation expense of approximately $ 2.5 million for the year ended December 31, 202 1.
(17) Other Events
−Removed: Coal Deposit Acquisition
−Removed: The Company entered into a definitive agreement dated October 26, 2023, with Stanmore SMC Pty Ltd (Stanmore) to acquire the southern part of Stanmore’s Wards Well tenements (Wards Well area) which are adjacent to the Company’s Centurion Mine, previously known as the North Goonyella Mine, in Queensland, Australia.
−Removed: The acquisition terms include cash consideration of $ 136 million and a contingent royalty of up to $ 200 million.
−Removed: The royalty will only be payable once the Company has recovered its investment and development costs of the Wards Well area and if the average sales price achieved exceeds certain thresholds.
−Removed: No royalty is payable if the Company does not commence mining in the Wards Well area.
−Removed: Completion of the transaction is subject to the satisfaction of certain conditions, including regulatory approvals.
+Added: Planned Anglo American Acquisition
+Added: On November 25, 2024, the Company entered into definitive agreements (the Purchase Agreements), to acquire from Anglo a portion of the assets and businesses associated with Anglo’s metallurgical coal portfolio in Australia, including the Moranbah North and Grosvenor mines, the Moranbah South development project, the Capcoal complex, the Roper Creek mine and the Dawson complex (comprising the Dawson Main/Central, Dawson South, Dawson South Exploration and Theodore South exploration mines, collectively, the Dawson Assets).
+Added: Following the prospective closing of the Anglo acquisition, the Company is contracted to sell the Dawson Assets to BUMA.
+Added: The acquisition is expected to close in the second quarter of 2025, subject to regulatory approvals, completion of preemptive rights processes and satisfaction of other customary closing conditions.
+Added: The Purchase Agreements contemplate an upfront cash payment of $ 2.05 billion, including a deposit of $ 75.0 million paid to Anglo upon execution of the Purchase Agreements, and fixed deferred cash payments totaling $ 725.0 million that will be payable in annual installments over a four-year period commencing on the first anniversary of the closing date of the acquisition, and additional contingent cash payments capped at $ 1.0 billion, comprised of (a) royalty payments contingent on the price of coal exceeding agreed-upon thresholds for each of the five years following the closing date of the acquisition and (b) payments contingent on the potential restart of the Grosvenor mine.
+Added: The total consideration for the acquisition would be up to approximately $ 3.775 billion if the maximum amounts under the contingencies described above become payable.
+Added: Wards Well Acquisition
+Added: On April 16, 2024 the Company acquired the southern part of the Wards Well tenements (Wards Well) which are adjacent to the Company’s Centurion Mine in Queensland, Australia.
+Added: The acquisition was accounted for as an asset acquisition.
+Added: The acquired asset was measured at the cost of the acquisition based on the total consideration, allocated on the basis of relative fair value.
+Added: The total consideration of $ 153.4 million, consisting of cash consideration of $ 134.4 million, cash transaction costs of $ 9.4 million and the non-cash settlement of existing receivables with the acquiree of $ 9.6 million, was recorded in “Property, plant, equipment and mine development, net” in the consolidated balance sheets as of December 31, 2024.
+Added: The agreement also includes an initial contingent royalty of up to $ 200 million.
+Added: The royalty will only be payable once the Company has recovered its investment and development costs of Wards Well and if the average sales price achieved exceeds certain thresholds.
+Added: No royalty is payable if the Company does not commence mining Wards Well.
+Added: The Company will adjust the cost basis of the assets acquired if and when the contingent royalty is paid or becomes payable.
North Antelope Rochelle Mine Tornado
2 unchanged sentences
During the year ended December 31, 2023, the Company recorded a provision for loss of $ 12.2 million related to the tornado damage.
−Removed: The combined provision includes $ 4.0 million for materials and supplies inventories, $ 1.0 million for buildings and equipment and $ 7.2 million for incremental repair costs.
−Removed: The Company anticipates that immaterial incremental repair costs will continue to be recorded in early 2024.
−Removed: Shoal Creek Incident
−Removed: On March 29, 2023, the Company’s Shoal Creek Mine experienced a fire involving void fill material utilized to stabilize the roof structure of the mine.
+Added: The combined provision included $ 4.0 million for materials and supplies inventories, $ 1.0 million for buildings and equipment and $ 7.2 million for incremental repair costs.
+Added: During the year ended December 31, 2024, the Company recorded $ 3.7 million for incremental repair costs related to the tornado damage.
+Added: On March 29, 2023, the Company’s Shoal Creek Mine experienced a fire.
On June 20, 2023, the Company announced that the Shoal Creek Mine, in coordination with the Mine Safety and Health Administration, had safely completed localized sealing of the affected area of the mine.
−Removed: In November 2023, longwall coal production commenced in a new area of the mine.
+Added: During the year ended December 31, 2023, the Company recorded a provision for loss of $ 28.7 million related to the fire, which included $ 17.8 million related to longwall development and other costs and $ 10.9 million for equipment deemed inoperable within the affected area of the mine.
Peabody Energy Corporation 2024 Form 10-K
1 unchanged sentence
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
−Removed: During the year ended December 31, 2023, the Company recorded a provision for loss of $ 28.7 million related to the fire.
−Removed: The provision includes $ 17.8 million related to longwall development and other costs and $ 10.9 million for equipment deemed inoperable within the affected area of the mine.
In October 2023, the Company filed an insurance claim against applicable insurance policies with combined business interruption and property loss limits of $ 125 million above a $ 50 million deductible.
+Added: During June 2024, the Company reached a settlement and recognized a $ 109.5 million insurance recovery, which the Company included in its results of operations during the year ended December 31, 2024.
+Added: The Company collected all of the insurance recovery during the year ended December 31, 2024, and classified $ 10.9 million of the recovery within the “Cash Flows From Investing Activities” section of the consolidated statements of cash flows since this portion of the recovery related to equipment damage for which the Company previously recognized the provision for loss.
Port and Rail Capacity Assignment
1 unchanged sentence
In the first transaction, the Company assigned its right in exchange for $ 30.0 million Australian dollars.
−Removed: Half of such amount was received by the Company upon entry into the agreement, and half is payable in June 2024, subject to certain conditions.
−Removed: In connection with the transaction, the Company recorded revenue of $ 19.2 million during the year ended December 31, 2023 and had a discounted receivable of $ 9.6 million included in “Accounts receivable, net” as of December 31, 2023.
+Added: Half of such amount was received by the Company upon entry into the agreement, and half was payable in June 2024, subject to certain conditions.
+Added: In connection with the transaction, the Company recorded revenue of $ 19.2 million during the year ended December 31, 2023.
+Added: In association with the completion of the Wards Well acquisition described above, the remaining receivable was settled as part of the consideration on April 16, 2024.
In the second transaction, the Company assigned its right in exchange for $ 10.0 million Australian dollars, all of which was received as of December 31, 2023.
In connection with the transaction, the Company recorded revenue of $ 6.7 million during the year ended December 31, 2023.
−Removed: Divestitures and Other Transactions
−Removed: During July 2021, the Company executed transactions to sell its closed Millennium and Wilkie Creek Mines, which reduced its closed mine reclamation liabilities and associated costs.
−Removed: The Millennium Mine was sold for minimal cash consideration and the assumption of the majority of the mine’s reclamation liabilities.
−Removed: At December 31, 2023, the Company remains responsible for $ 4.1 million of reclamation liabilities.
−Removed: The Company recorded a gain of $ 26.1 million in connection with the sale, which is included within “Net gain on disposals” in the accompanying consolidated statements of operations for the year ended December 31, 2021.
−Removed: The Wilkie Creek Mine was sold for minimal cash consideration and full assumption of the mine’s reclamation liabilities.
−Removed: The Company recorded a gain of $ 24.6 million in connection with the sale, which is included within “(Loss) income from discontinued operations, net of income taxes” in the accompanying consolidated statements of operations for the year ended December 31, 2021.
(18) Earnings per Share (EPS)
12 unchanged sentences
In periods where the potentially dilutive common stock is included in the computation of diluted EPS, the numerator will be adjusted to add back tax adjusted interest expense, which includes the amortization of debt issuance costs, related to the convertible debt.
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
The computation of diluted EPS excluded aggregate share-based compensation awards of less than 0.1 million for all of the years ended December 31, 2024, 2023 and 2022, because to do so would have been anti-dilutive for those periods.
1 unchanged sentence
Anti-dilution also occurs when a company reports a net loss from continuing operations, and the dilutive impact of all share-based compensation awards are excluded accordingly.
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
The following illustrates the earnings allocation method utilized in the calculation of basic and diluted EPS:
28 unchanged sentences
Net income attributable to common stockholders $ 2.70 $ 5.00 $ 8.31
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
(19) Management — Labor Relations
5 unchanged sentences
The Mining and Energy Union (MEU) generally represents the Company’s Australian subsidiaries’ hourly production and engineering employees, including those employed through contract mining relationships.
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
The following table presents the Company’s active and inactive mining operations as of December 31, 2024 in which the employees are represented by organized labor unions:
Mine Approximate Number of Active Employees Represented Union Current Agreement Expiration Date or Date Amendable
−Removed: Kayenta 20 UMWA November 2024
−Removed: Shoal Creek 270 UMWA December 2024
−Removed: Wilpinjong 440 MEU June 2024
+Added: 30 UMWA November 2029
+Added: Shoal Creek (2)
+Added: 310 UMWA December 2024
+Added: Wilpinjong (3)
+Added: 460 MEU June 2024
Coppabella 330 MEU February 2026
165 MEU June 2023
−Removed: Centurion (2)
−Removed: Underground employees 165 MEU May 2025
−Removed: Handling and preparation plant employees (3)
+Added: Centurion 130 N/A January 2028
+Added: Underground employees (3)
+Added: 165 MEU May 2025
+Added: Handling and preparation plant employees 15 MEU January 2027
Wambo Underground
1 unchanged sentence
Handling and preparation plant employees 20 MEU August 2025
−Removed: (1) Employees of the Moorvale Mine operate on individual contracts under a direct engagement model.
−Removed: Such contracts are modeled after the Company’s former labor agreement with the MEU which ended in 2017.
+Added: (1) The Company and Western Surface mine employees agreed to a new five-year term labor agreement in November 2024.
+Added: (2) The Company is currently negotiating a new labor agreement with the UMWA and employees.
(3) The Company is currently negotiating a new labor agreement with the MEU and employees.
−Removed: (2) The Company and employees have agreed to a new four-year term labor agreement in December, and it is lodged with the Fair Work Commission for approval.
−Removed: (3) The Company, employees and the MEU have agreed to a new three-year term labor agreement in December, and it is lodged with the Fair Work Commission for approval.
(20) Financial Instruments, Guarantees With Off-Balance-Sheet Risk and Other Guarantees
3 unchanged sentences
The Company does not expect any material losses to result from these guarantees or off-balance-sheet instruments in excess of liabilities provided for in the accompanying consolidated balance sheets.
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
The following table summarizes the Company’s financial instruments that carry off-balance-sheet risk.
12 unchanged sentences
(3) Certain letters of credit serve as collateral for surety bonds at the request of surety bond providers.
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Surety Agreement Amendment and Collateral Requirements
In April 2023, the Company amended its existing agreement with the providers of its surety bond portfolio, dated November 6, 2020.
−Removed: Under the agreement, the Company was required to post collateral on a periodic basis through December 31, 2025.
−Removed: Prior to the April 2023 amendment, the Company had posted cumulative collateral of $ 557.8 million, primarily in the form of letters of credit.
−Removed: Under the April 2023 amendment, the Company and its surety providers agreed to a maximum aggregate collateral amount of $ 721.8 million based upon bonding levels at the effective date of the amendment.
−Removed: This maximum collateral amount represented a negotiated increase from the uncapped cumulative collateral amount prior to the amendment and will vary prospectively as bonding levels increase or decrease.
−Removed: The amendment also removed restrictions on the payment of dividends and share repurchases, and extended the agreement through December 31, 2026.
−Removed: In order to maintain the new maximum collateral standstill, the Company must remain compliant with a minimum liquidity test and a maximum net leverage ratio, as measured each quarter.
+Added: Under the April 2023 amendment, the Company and its surety providers agreed to a maximum aggregate collateral amount based upon bonding levels which will vary prospectively as bonding levels increase or decrease.
+Added: The amendment also extended the agreement through December 31, 2026.
+Added: In order to maintain the maximum collateral agreement, the Company must remain compliant with a minimum liquidity test and a maximum net leverage ratio, as measured each quarter.
The minimum liquidity test requires the Company to maintain liquidity at the greater of $ 400 million or the difference between the penal sum of all surety bonds and the amount of collateral posted in favor of surety providers, which was $ 495.5 million at December 31, 2024.
2 unchanged sentences
The Company’s ability to pay dividends and make share repurchases is also subject to the quarterly minimum liquidity test.
−Removed: The Company is in compliance with such requirements, which commenced for the second quarter of 2023.
−Removed: The Company granted second liens on $ 200.0 million of mining equipment under the original agreement, which remain in force under the April 2023 amendment.
−Removed: To fund the maximum collateral amount, the Company deposited $ 566.3 million into trust accounts for the benefit of certain surety providers on March 31, 2023.
−Removed: The remainder was comprised of $ 140.5 million of existing cash-collateralized letters of credit and $ 15.0 million already held on behalf of a surety provider.
+Added: The Company is in compliance with such requirements at December 31, 2024.
+Added: At December 31, 2024, the Company’s maximum aggregate collateral amount was $ 522.0 million, which was comprised of $ 394.6 million in trust accounts and letters of credit of $ 127.4 million held for the benefit of certain surety providers.
The amendment became effective on April 14, 2023, when the Company terminated a then-existing credit agreement which, as amended, provided for $ 237.2 million of capacity for irrevocable standby letters of credit (LC Facility).
−Removed: All letters of credit that were outstanding under the LC Facility were cancelled upon its termination and, in certain cases, replaced by cash-collateralized letters of credit or letters of credit issued under the Company’s accounts receivable securitization program.
The now-terminated LC Facility had an original capacity of $ 324.0 million and was subsequently amended at various dates to reduce its capacity and effect certain other changes, including in February 2023 to reduce capacity by $ 65.0 million, accelerate the expiration date to December 31, 2023 from December 31, 2024, and eliminate the prepayment premium due upon any reduction of commitments thereunder prior to July 29, 2023.
−Removed: The Company recorded early debt extinguishment losses of $ 8.8 million during the year ended December 31, 2023 as a result of the February 2023 amendment and subsequent termination.
+Added: The Company recorded early debt extinguishment losses of $ 8.8 million during the year ended December 31, 2023, primarily as a result of the February 2023 amendment and subsequent termination.
Prior to its termination, undrawn letters of credit under the LC Facility bore interest at 6.00 % per annum and unused commitments were subject to a 0.50 % per annum commitment fee.
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Accounts Receivable Securitization
In 2017, the Company entered into the Sixth Amended and Restated Receivables Purchase Agreement, as amended from time to time (the Receivables Purchase Agreement.) The receivables securitization program authorized under the agreement (Securitization Program) is subject to customary events of default.
−Removed: The Receivables Purchase Agreement was amended in February 2023 to increase the available funding capacity from $ 175.0 million to $ 225.0 million and adjust the relevant interest rate for borrowings to a SOFR.
+Added: The Receivables Purchase Agreement was amended in February 2023 to increase the available funding capacity from $ 175.0 million to $ 225.0 million and adjust the relevant interest rate for borrowings to a SOFR plus an applicable margin.
Such funding is accounted for as a secured borrowing, limited to the availability of eligible receivables, and may be secured by a combination of collateral and the trade receivables underlying the program.
Funding capacity under the Securitization Program may also be utilized for letters of credit in support of other obligations, which has been the Company’s primary utilization.
+Added: The accounts receivable securitization program was amended in January 2025 to extend its maturity to January 2028.
Borrowings under the Securitization Program bear interest at SOFR plus 2.1 % per annum and remain outstanding throughout the term of the agreement, subject to the Company maintaining sufficient eligible receivables.
−Removed: At December 31, 2023, the Company had no outstanding borrowings and $ 108.1 million of letters of credit outstanding under the Securitization Program, primarily in support of reclamation obligations.
+Added: At December 31, 2024, the Company had no outstanding borrowings and $ 60.4 million of letters of credit outstanding under the Securitization Program.
Availability under the Securitization Program, which is adjusted for certain ineligible receivables, was $ 138.4 million at December 31, 2024.
The Company was not required to post cash collateral under the Securitization Program at December 31, 2024.
−Removed: The Company incurred interest and fees associated with the Securitization Program of $ 3.6 million, $ 3.8 million and $ 2.9 million during the years ended December 31, 2023, 2022 and 2021, respectively, which have been recorded as “Interest expense” in the accompanying statements of operations.
−Removed: Collateralized Letter of Credit Agreement
+Added: The Company incurred interest and fees associated with the Securitization Program of $ 2.6 million, $ 3.6 million and $ 3.8 million during the years ended December 31, 2024, 2023 and 2022, respectively, which have been recorded as “Interest expense, net of capitalized interest” in the accompanying statements of operations.
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
+Added: Credit Support Facilities
In February 2022, the Company entered into an agreement, which provides up to $ 250.0 million of capacity for irrevocable standby letters of credit, primarily to support reclamation bonding requirements.
3 unchanged sentences
At December 31, 2024, letters of credit of $ 115.6 million were outstanding under the agreement, which were collateralized by cash of $ 119.1 million.
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
+Added: In December 2023, the Company established cash-backed bank guarantee facilities, primarily to support Australian reclamation bonding requirements.
+Added: During the year ended December 31, 2024, the Company capitalized $ 1.4 million of debt issuance costs related to these bank guarantee facilities.
+Added: The Company receives a variable deposit rate on the amount of cash collateral posted in support of the bank guarantee facilities, which mature at various dates between 2026 and 2029.
+Added: At December 31, 2024, the bank guarantee facilities were backed by cash of $ 168.5 million.
Restricted Cash and Collateral
2 unchanged sentences
withdrawals are subject to the approval of account beneficiaries, such as the Company’s surety providers, who have perfected security interests in the funds.
−Removed: The Company’s other collateral generally includes deposits held by regulatory authorities or financial institutions over which the Company has no control or ability to access.
−Removed: December 31, 2023 December 31, 2022
+Added: The Company’s other cash collateral generally includes deposits held by regulatory authorities or financial institutions over which the Company has no control or ability to access.
+Added: Portions of the restricted cash balances and deposits are held in accounts denominated in Australian dollars.
(Dollars in millions)
1 unchanged sentence
Surety trust accounts (2)
−Removed: Collateralized letters of credit funding (2)
−Removed: Cash backed bank guarantees (2)
−Removed: Other collateral (1)
+Added: $ 394.6 $ 444.0
+Added: Credit support facilities (2) (3)
+Added: Other cash collateral (1)
Deposits with regulatory authorities for reclamation and other obligations (3)
−Removed: LC Facility (3)
−Removed: Deposit held on behalf of surety — 15.0
Restricted cash and collateral $ 809.8 $ 957.6
(1) Restricted cash balances are combined with unrestricted cash and cash equivalents in the accompanying consolidated statements of cash flows;
−Removed: changes in restricted cash balances are thus not reflected in the operating, investing or financing activities therein.
−Removed: Changes in other collateral balances are reflected as operating activities therein.
−Removed: (2) Surety trust accounts, the funding for collateralized letters of credit and cash supporting the bank guarantees are comprised of highly liquid investments with original maturities of three months or less;
+Added: changes between unrestricted cash and cash equivalents and restricted cash balances are thus not reflected in the operating, investing or financing activities therein.
+Added: Changes in other cash collateral balances are reflected as operating activities therein.
+Added: (2) Surety trust accounts, the funding for collateralized letters of credit and cash supporting the bank guarantee facilities are comprised of highly liquid investments with original maturities of three months or less;
interest and other earnings on such funds accrue to the Company.
−Removed: (3) Balance related to the Company’s mandatory repurchase of $ 30.0 million priority lien obligations under the LC Facility during 2022 at approximately 95 %.
−Removed: The Company received approximately $ 30.0 million upon termination of the LC Facility on April 14, 2023.
+Added: (3) At December 31, 2024, the Australian dollar denominated balances supporting the bank guarantee facilities and the deposits with regulatory authorities were $ 271 million and $ 205 million, respectively.
+Added: At December 31, 2023, the Australian dollar denominated balances supporting the bank guarantee facilities and the deposits with regulatory authorities were $ 95 million and $ 404 million, respectively.
The Company is the lessee under numerous equipment and property leases.
3 unchanged sentences
Aside from indemnification of the lessor for the value of the property leased, the Company’s maximum potential obligations under its leases are equal to the respective future minimum lease payments, and the Company assumes that no amounts could be recovered from third parties.
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Substantially all of the Company’s U.S.
3 unchanged sentences
Unconditional Purchase Obligations
−Removed: As of December 31, 2023, purchase commitments for capital expenditures were $ 86.1 million, all of which is obligated within the next two years, with $ 79.3 million obligated within the next 12 months.
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
+Added: As of December 31, 2024, purchase commitments for capital expenditures were $ 58.7 million, all of which is obligated within the next 12 months.
In Australia, the Company has generally secured the ability to transport coal through rail contracts and ownership interests in five east coast coal export terminals that are primarily funded through take-or-pay arrangements with terms ranging up to 19 years.
5 unchanged sentences
The Company believes it has recorded adequate reserves for these liabilities.
−Removed: The Company discusses its significant legal proceedings below, including ongoing proceedings and those that impacted the Company’s results of operations for the periods presented.
+Added: The Company discusses its significant legal proceedings below, including ongoing proceedings and those that impacted the Company’s consolidated results of operations for the periods presented.
Litigation and Matters Relating to Continuing Operations
Metropolitan Mine Stormwater Discharge .
−Removed: Over the past few years, there has been significantly high rainfall in New South Wales, including unprecedented rain totals at the Metropolitan Mine site.
−Removed: While stormwater collected at the mine site is managed through two sedimentation dams, at times the heavy rainfall presented challenges with managing the significant volumes of stormwater, as the surface water management infrastructure has not had sufficient capacity.
−Removed: As a result, on multiple occasions throughout 2021 and 2022 stormwater was discharged from the mine site.
−Removed: Metropolitan Collieries Pty Ltd (MCPL), a wholly-owned subsidiary of PEC, removed accumulated material from the sedimentation dams to restore full site stormwater capacity by December 31, 2022 and identified and is implementing additional controls for the management of sediment moving forward.
−Removed: Despite the measures undertaken by MCPL to manage and improve the situation, the Environment Protection Authority commenced a prosecution for five breaches of the Protection of the Environment Operations Act 1997 on September 6, 2023.
−Removed: Oregon Climate Change Lawsuit .
−Removed: On July 20, 2023, Peabody Energy was served with a summons issued on behalf of Multnomah County, Oregon.
−Removed: The complaint seeks damages from the Company and other major energy producers for allegedly causing an “extreme heat event” in Multnomah County in late June and early July 2021.
−Removed: The causes of action, pursuant to Oregon state law, include a failure to warn, false or misleading advertisement and public nuisance.
−Removed: The Company will defend the claim and will continue to assert all applicable defenses available in regards to these claims.
+Added: Significantly high rainfall in New South Wales, including unprecedented rain totals at the Metropolitan Mine site resulted in stormwater being discharged from the mine site on several occasions in 2021 and 2022.
+Added: On September 6, 2023, the New South Wales Environment Protection Authority commenced a prosecution for five breaches of the Protection of the Environment Operations Act 1997 relating to the stormwater discharges.
+Added: On March 15, 2024, the Company pled guilty to two of the charges related to water pollution and two charges related to a failure to adequately maintain plant and equipment were consolidated into one charge to which the Company also pled guilty.
+Added: The remaining charge was discontinued.
+Added: A sentencing hearing was held in November 2024 and the judgment has been reserved.
+Added: The judgment is expected in the second quarter of 2025.
+Added: During the year ended December 31, 2024, the Company recorded an immaterial provision to establish a current liability that the Company believes is probable and reasonably estimable.
At times, the Company becomes a party to other disputes, including those related to contract miner performance, claims, lawsuits, arbitration proceedings, regulatory investigations and administrative procedures in the ordinary course of business in the U.S., Australia and other countries where the Company does business.
1 unchanged sentence
The Company reassesses the probability and estimability of contingent losses as new information becomes available.
−Removed: Claims, Litigation and Settlements Relating to Indemnities or Historical Operations
−Removed: Patriot-Related Matters .
−Removed: In 2012, Patriot filed voluntary petitions for relief under Chapter 11 of Title 11 of the U.S.
−Removed: Code (the Bankruptcy Code).
−Removed: In 2013, the Company entered into a definitive settlement agreement (2013 Agreement) with Patriot and the United Mine Workers of America, on behalf of itself, its represented Patriot employees and its represented Patriot retirees, to resolve all then-disputed issues related to Patriot’s bankruptcy.
−Removed: In May 2015, Patriot again filed voluntary petitions for relief under the Bankruptcy Code and subsequently initiated a process to sell substantially all of its assets to qualified bidders.
−Removed: On October 9, 2015, Patriot’s bankruptcy court entered an order confirming Patriot’s plan of reorganization, which provided, among other things, for the sale of substantially all of Patriot’s assets to two different buyers.
−Removed: Patriot had federal and state black lung occupational disease liabilities related to workers employed in periods prior to Patriot’s spin-off from the Company in 2007.
−Removed: Upon spin-off, Patriot indemnified the Company against any claim relating to these liabilities, which amounted to approximately $ 150 million at that time.
−Removed: The indemnification included any claim made by the U.S.
−Removed: Department of Labor (DOL) against the Company with respect to these obligations as a potentially liable operator under the Federal Coal Mine Health and Safety Act of 1969.
−Removed: The 2013 Agreement included Patriot’s affirmance of indemnities provided in the spin-off agreements, including the indemnity relating to such black lung liabilities;
−Removed: however, Patriot rejected this indemnity in its May 2015 bankruptcy.
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
−Removed: By statute, the Company had secondary liability for the black lung liabilities related to Patriot’s workers employed by former subsidiaries of the Company (the Patriot Federal Black Lung Claims).
−Removed: The Company’s accounting for the black lung liabilities related to Patriot was based on an interpretation of applicable statutes.
−Removed: Management believed that inconsistencies existed among the applicable statutes, regulations promulgated under those statutes and the DOL’s interpretative guidance.
−Removed: The Company sought clarification from the DOL regarding these inconsistencies and challenged the DOL’s position in individual black lung claims.
−Removed: The amount of the liability, which was determined on an actuarial basis based on the best information available to the Company, was $ 82.3 million at December 31, 2022.
−Removed: The liability, which was classified as discontinued operations, was included in the Company’s consolidated balance sheet within “Accounts payable and accrued expenses” and “Other noncurrent liabilities.”
−Removed: On August 8, 2023, the Company entered into a settlement agreement to resolve the liability dispute with the DOL.
−Removed: In accordance with the settlement agreement, the Company paid $ 72.0 million to settle the Patriot Federal Black Lung Claims, with the exception of approximately $ 4.2 million of certain claims for attorney’s fees and additional compensation due to claimants not paid during appeal.
−Removed: As a result of the settlement, the Company recognized a $ 3.9 million gain within “(Loss) income from discontinued operations, net of income taxes” during the year ended December 31, 2023.
(22) Segment and Geographic Information
2 unchanged sentences
Thermal and Corporate and Other.
−Removed: The business of the Company’s seaborne operating platform is primarily export focused with customers spread across several countries, with a portion of its thermal and metallurgical coal sold within Australia.
−Removed: Generally, revenue from individual countries vary year by year based on electricity and steel demand, the strength of the global economy, governmental policies and several other factors, including those specific to each country.
+Added: The Company’s seaborne operating platform is primarily export focused with customers spread across several countries, with a portion of its thermal and metallurgical coal sold within Australia.
+Added: Generally, revenue from individual countries varies year by year based on electricity and steel demand, the strength of the global economy, governmental policies and several other factors, including those specific to each country.
The Company classifies its seaborne mines within the Seaborne Thermal or Seaborne Metallurgical segments based on the primary customer base and coal reserve type of each mining operation.
2 unchanged sentences
Additionally, the Company may market some of its metallurgical coal products as a thermal coal product from time to time depending on market conditions.
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
The Company’s Seaborne Thermal operations consist of mines in New South Wales, Australia.
3 unchanged sentences
The metallurgical coal qualities include hard coking coal, semi-hard coking coal, semi-soft coking coal and pulverized coal injection coal.
−Removed: The principal business of the Company’s thermal operating segments in the U.S.
−Removed: is the mining, preparation and sale of thermal coal, sold primarily to electric utilities in the U.S.
+Added: The Company’s thermal operating segments in the U.S.
+Added: are focused on the mining, preparation and sale of thermal coal, sold primarily to electric utilities in the U.S.
under long-term contracts, with a relatively small portion sold as international exports as conditions warrant.
6 unchanged sentences
Thermal operations mine both bituminous and sub-bituminous coal deposits.
−Removed: The Company’s Corporate and Other segment includes selling and administrative expenses, results from equity affiliates, corporate hedging activities, trading and brokerage activities, minimum charges on certain transportation-related contracts, the closure of inactive mining sites and certain commercial matters.
−Removed: Peabody Energy Corporation 2023 Form 10-K
−Removed: PEABODY ENERGY CORPORATION
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
−Removed: The Company’s CODM, defined as its Chief Executive Officer, uses Adjusted EBITDA as the primary metric to measure the segments’ operating performance and allocate resources.
+Added: The Company’s Corporate and Other segment includes selling and administrative expenses, results from equity method investments, trading and brokerage activities, minimum charges on certain transportation-related contracts, the closure of inactive mining sites, the impact of foreign currency remeasurement and certain commercial matters.
+Added: The Company’s CODM, defined as the President and Chief Executive Officer, uses Adjusted EBITDA as the primary financial metric to measure each segment’s operating performance against expected results and to allocate resources, including capital investment in mining operations and potential expansions.
Adjusted EBITDA is a non-GAAP financial measure defined as income from continuing operations before deducting net interest expense, income taxes, asset retirement obligation expenses and depreciation, depletion and amortization.
−Removed: Adjusted EBITDA is also adjusted for the discrete items that management excluded in analyzing the segments’ operating performance, as displayed in the reconciliation below.
−Removed: Management believes non-GAAP performance measures are used by investors to measure the Company’s operating performance.
+Added: Adjusted EBITDA is also adjusted for the discrete items that management excluded in analyzing the segments’ operating performance, as displayed in the reconciliations below.
+Added: Management believes this non-GAAP measure is used by investors to measure the Company’s operating performance.
Adjusted EBITDA is not intended to serve as an alternative to U.S.
6 unchanged sentences
Revenue $ 1,213.9 $ 1,055.6 $ 1,098.8 $ 822.6 $ 45.8 $ 4,236.7
+Added: Less Significant Segment Expenses:
+Added: Labor costs 157.2 212.7 206.8 218.6
+Added: Repair costs 152.8 190.8 131.7 141.0
+Added: Outside services 128.7 258.9 123.2 146.8
+Added: Commodities expense 88.6 59.6 158.5 77.0
+Added: Sales related costs 224.3 231.6 297.5 53.0
+Added: Other expenses (1)
+Added: 32.3 ( 140.5 ) 42.5 35.4
Adjusted EBITDA 430.0 242.5 138.6 150.8 ( 90.2 ) 871.7
2 unchanged sentences
Income from equity affiliates — — — — ( 11.5 ) ( 11.5 )
+Added: Peabody Energy Corporation 2024 Form 10-K
+Added: PEABODY ENERGY CORPORATION
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Segment results for the year ended December 31, 2023 were as follows:
4 unchanged sentences
Revenue $ 1,329.7 $ 1,301.9 $ 1,198.1 $ 888.2 $ 228.8 $ 4,946.7
+Added: Less Significant Segment Expenses:
+Added: Labor costs 148.8 187.2 201.1 218.8
+Added: Repair costs 154.4 151.3 154.9 153.4
+Added: Outside services 122.7 205.1 138.0 176.2
+Added: Commodities expense 97.0 61.5 180.2 102.7
+Added: Sales related costs 207.4 259.0 341.9 58.7
+Added: Other expenses (1)
+Added: 22.6 ( 0.3 ) 28.3 ( 29.1 )
Adjusted EBITDA 576.8 438.1 153.7 207.5 ( 12.2 ) 1,363.9
8 unchanged sentences
Revenue $ 1,345.6 $ 1,616.9 $ 1,065.5 $ 952.2 $ 1.7 $ 4,981.9
+Added: Less Significant Segment Expenses:
+Added: Labor costs 143.2 183.8 192.1 200.7
+Added: Repair costs 109.3 134.1 148.0 149.0
+Added: Outside services 116.5 167.3 147.6 170.8
+Added: Commodities expense 97.7 72.2 214.1 137.1
+Added: Sales related costs 206.0 286.0 286.0 55.2
+Added: Other expenses (1)
+Added: 25.3 ( 8.2 ) 9.5 ( 3.0 )
Adjusted EBITDA 647.6 781.7 68.2 242.4 104.8 1,844.7
2 unchanged sentences
Income from equity affiliates — — — — ( 131.2 ) ( 131.2 )
−Removed: Asset details are reflected at the division level only for the Company’s operating segments and are not allocated between each individual segment as such information is not regularly reviewed by the Company’s CODM.
+Added: (1) Other expenses for the mining operations primarily include lease expense;
+Added: non-sales related taxes;
+Added: insurance expense;
+Added: joint facility charges;
+Added: and credits related to the capitalization of costs to the balance sheet.
+Added: For the year ended December 31, 2024, the Seaborne Metallurgical segment includes $ 80.8 million related to the portion of the Shoal Creek insurance recovery that was applicable to incremental costs and business interruption recoveries.
+Added: Total assets are reflected at the division level only for the Company’s operating segments and are not allocated between each individual segment as such information is not regularly reviewed by the Company’s CODM.
Further, some assets service more than one segment within the division and an allocation of such assets would not be meaningful or representative on a segment by segment basis.
Assets related to closed, suspended or otherwise inactive mines are included within the Corporate and Other category.
−Removed: Assets related to the Company’s Centurion Mine, which is in redevelopment and targeted to commence mining of development coal in the second quarter of 2024, are included in the Seaborne division level as of December 31, 2023.
−Removed: Assets as of December 31, 2023 were as follows:
−Removed: Seaborne U.S.
−Removed: Thermal Corporate
−Removed: and Other Consolidated
−Removed: (Dollars in millions)
−Removed: Total assets $ 2,088.2 $ 1,373.2 $ 2,500.7 $ 5,962.1
−Removed: Property, plant, equipment and mine development, net
−Removed: 1,565.1 1,149.2 129.8 2,844.1
−Removed: Operating lease right-of-use assets 33.1 25.0 3.8 61.9
+Added: Assets related to the Company’s Centurion Mine, which is in development and targeted to commence longwall production in the first quarter of 2026, are included in the Seaborne division level as of both December 31, 2024 and 2023.
Peabody Energy Corporation 2024 Form 10-K
1 unchanged sentence
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
−Removed: Assets as of December 31, 2022 were as follows:
−Removed: Seaborne U.S.
−Removed: Thermal Corporate
−Removed: and Other Consolidated
+Added: The following table presents total assets at the division level:
+Added: 2024 2023 2022
(Dollars in millions)
+Added: Seaborne $ 2,465.3 $ 2,088.2 $ 1,632.6
+Added: Thermal 1,346.9 1,373.2 1,359.4
+Added: Corporate and Other 2,141.5 2,500.7 2,618.8
Total Assets $ 5,953.7 $ 5,962.1 $ 5,610.8
−Removed: Property, plant, equipment and mine development, net
+Added: The Company defines its long-lived assets as its property, plant, equipment and mine development, net and operating lease right-of-use assets.
+Added: The following table presents the geographic location of the Company’s long-lived assets:
2024 2023 2022
−Removed: Operating lease right-of-use assets 20.5 0.5 5.9 26.9
−Removed: Assets as of December 31, 2021 were as follows:
−Removed: Seaborne U.S.
−Removed: Thermal Corporate
−Removed: and Other Consolidated
(Dollars in millions)
−Removed: Total assets $ 1,669.6 $ 1,318.5 $ 1,961.7 $ 4,949.8
+Added: $ 1,432.1 $ 1,523.1 $ 1,592.2
+Added: Australia 1,649.4 1,321.0 1,272.8
Property, plant, equipment and mine development, net $ 3,081.5 $ 2,844.1 $ 2,865.0
$ 85.6 $ 28.7 $ 6.4
+Added: Australia 33.7 33.1 20.5
+Added: Other — 0.1 —
Operating lease right-of-use assets $ 119.3 $ 61.9 $ 26.9
−Removed: A reconciliation of consolidated income from continuing operations, net of income taxes to Adjusted EBITDA follows:
+Added: A reconciliation of consolidated income from continuing operations before income taxes to Adjusted EBITDA follows:
Year Ended December 31,
1 unchanged sentence
(Dollars in millions)
−Removed: Income from continuing operations, net of income taxes $ 816.0 $ 1,317.4 $ 347.4
+Added: Income from continuing operations before income taxes $ 516.1 $ 1,124.8 $ 1,278.6
Depreciation, depletion and amortization 343.0 321.4 317.6
1 unchanged sentence
Restructuring charges 4.4 3.3 2.9
+Added: Transaction costs related to business combinations 10.3 — —
Asset impairment — 2.0 11.2
Provision for NARM and Shoal Creek losses 3.7 40.9 —
−Removed: Changes in deferred tax asset valuation allowance and reserves and amortization of basis difference related to equity affiliates ( 1.6 ) ( 2.3 ) ( 33.8 )
−Removed: Interest expense 59.8 140.3 183.4
−Removed: Net loss (gain) on early debt extinguishment 8.8 57.9 ( 33.2 )
+Added: Shoal Creek insurance recovery - property damage ( 28.7 ) — —
+Added: Changes in amortization of basis difference related to equity affiliates ( 1.8 ) ( 1.6 ) ( 2.3 )
+Added: Interest expense, net of capitalized interest 46.9 59.8 140.3
+Added: Net loss on early debt extinguishment — 8.8 57.9
Interest income ( 71.0 ) ( 76.8 ) ( 18.4 )
2 unchanged sentences
Unrealized (gains) losses on derivative contracts related to forecasted sales — ( 159.0 ) 35.8
−Removed: Unrealized (gains) losses on foreign currency option contracts ( 7.4 ) 2.3 7.5
+Added: Unrealized losses (gains) on foreign currency option contracts 9.0 ( 7.4 ) 2.3
Take-or-pay contract-based intangible recognition ( 3.0 ) ( 2.5 ) ( 2.8 )
−Removed: Income tax provision (benefit) 308.8 ( 38.8 ) 22.8
Total Adjusted EBITDA $ 871.7 $ 1,363.9 $ 1,844.7
10 unchanged sentences
Taiwan 3.3 % 6.6 % 9.3 %
−Removed: Brazil 3.6 % 2.8 % 0.9 %
−Removed: Vietnam 2.4 % 2.8 % 2.0 %
Indonesia 2.4 % 2.0 % 1.5 %
−Removed: France 1.6 % 1.1 % — %
−Removed: India 1.2 % 2.9 % 5.4 %
−Removed: Germany 1.0 % 0.7 % — %
+Added: Brazil 2.0 % 3.6 % 2.8 %
+Added: Malaysia 1.5 % 0.9 % 0.8 %
Belgium 1.3 % 0.6 % 1.3 %
+Added: India 1.2 % 1.2 % 2.9 %
+Added: France 1.1 % 1.6 % 1.1 %
+Added: Vietnam 0.9 % 2.4 % 2.8 %
South Korea 0.6 % — % 2.1 %
+Added: Germany 0.2 % 1.0 % 0.7 %
Chile — % — % 1.1 %
16 unchanged sentences
Reserves deducted from asset accounts:
−Removed: Advance royalty recoupment reserve $ 0.3 $ ( 0.3 ) $ — $ — $ —
Reserve for materials and supplies $ 9.5 $ 2.6 $ ( 4.9 ) $ — $ 7.2
9 unchanged sentences
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.