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The Company operates in a rapidly changing environment that involves a number of risks.
−Removed: The risk factor set forth below is in addition to the risk factors previously disclosed in Item 1A.
−Removed: “Risk Factors” of Part I of its Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on February 20, 2025 and Item 1A.
−Removed: “Risk Factors” of Part II of its Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025 filed with the SEC on May 8, 2025.
−Removed: Arbitration proceedings related to the termination of agreements to acquire properties from Anglo American plc could adversely affect the Company’s business, results of operations, and its financial condition.
−Removed: As previously disclosed, on August 19, 2025, Peabody terminated the Purchase Agreements for the planned acquisition of Anglo’s metallurgical coal portfolio in Australia.
−Removed: The termination of the Purchase Agreements followed Peabody’s prior delivery of a notice of a MAC as a result of an ignition event at the Moranbah North mine on March 31, 2025, which had led to the closure of the mine.
−Removed: Following Peabody’s termination of the Purchase Agreements, Anglo returned $29.0 million of the $75.0 million deposit previously paid by Peabody, and Peabody has demanded the outstanding portion of the deposit also be returned.
−Removed: On September 23, 2025, various subsidiaries of Anglo initiated International Chamber of Commerce arbitration proceedings in London, United Kingdom, against Peabody and certain of its affiliates.
−Removed: Anglo’s complaint alleges, among other things, that Peabody wrongfully terminated the Purchase Agreements and seeks, among other things, declarations that the ignition event at the Moranbah North mine did not constitute a MAC, as well as damages for losses in an unspecified amount, plus costs and interest.
−Removed: The outcome of these proceedings is inherently uncertain and may materially and adversely affect the Company’s business, results of operations, or its financial condition.
−Removed: While the Company remains confident that a MAC occurred, entitling the Company to terminate the Purchase Agreements, arbitration outcomes are unpredictable and may include monetary damages or other remedies unfavorable to us.
−Removed: Additionally, the costs associated with the arbitration process, including legal fees and potential settlement or award payments, could be significant.
−Removed: There can be no assurance as to the timing or final resolution of the arbitration proceedings.
−Removed: For information regarding other factors that could affect the Company’s results of operations, financial condition and liquidity, see the risk factors disclosed in Item 1A.
−Removed: “Risk Factors” of Part I of its Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on February 20, 2025 and Item 1A.
−Removed: “Risk Factors” of Part II of its Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025 filed with the SEC on May 8, 2025.
+Added: For information regarding factors that could affect the Company’s results of operations, financial condition and liquidity, see the risk factors disclosed in Item 1A.
+Added: “Risk Factors” of Part I of its Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on February 19, 2026.
In addition to the other information set forth in this Quarterly Report, including the information presented in Part I, Item 2.
−Removed: “Management's Discussion and Analysis of Financial Condition and Results of Operations,” you should carefully consider the risk factors disclosed in the aforementioned filings, which could materially affect the Company's results of operations, financial condition and liquidity.
+Added: “Management's Discussion and Analysis of Financial Condition and Results of Operations,” you should carefully consider the risk factors disclosed in the aforementioned filing, which could materially affect the Company's results of operations, financial condition and liquidity.
Factors that could affect the Company’s results or an investment in the Company’s securities include, but are not limited to:
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• if the assumptions underlying the Company’s asset retirement obligations for reclamation and mine closures are materially inaccurate, its costs could be significantly greater than anticipated;
−Removed: • the Company’s mining operations are extensively regulated, which imposes significant costs on it, and future regulations and developments could increase those costs or limit its ability to produce coal;
+Added: • the Company’s mining operations are extensively regulated, which imposes significant costs, and future regulations and developments or differing interpretations of existing regulations could increase those costs or limit its ability to produce coal;
+Added: • if litigation challenging “climate superfund” laws is unsuccessful, the Company may be required to make significant payments for alleged climate change damages;
• the Company’s operations may impact the environment or cause exposure to hazardous substances, and its properties may have environmental contamination, which could result in material liabilities to the Company;
−Removed: • the Company may be unable to obtain, renew or maintain permits necessary for its operations, or the Company may be unable to obtain, renew or maintain such permits without conditions on the manner in which it runs its operations, which would reduce its production, cash flows and profitability;
+Added: • the Company may be unable to obtain, renew or maintain permits necessary for its operations, or may only be able to do so subject to conditions that limit the manner in which it runs its operations, which would reduce its production, cash flows and profitability;
• concerns about the impacts of coal combustion on global climate are increasingly leading to conditions that have affected and could continue to affect demand for the Company’s products or its securities and its ability to produce, including increased governmental regulation of coal combustion and unfavorable investment decisions by electricity generators;
• numerous activist groups are devoting substantial resources to anti-coal activities to minimize or eliminate the use of coal as a source of electricity generation, domestically and internationally, thereby further reducing the demand and pricing for coal, and potentially materially and adversely impacting the Company’s future financial results, liquidity and growth prospects;
−Removed: • the Company’s trading and hedging activities do not cover certain risks and may expose it to earnings volatility and other risks;
+Added: • the Company’s hedging activities do not cover certain risks and may expose it to earnings volatility and other risks;
• the Company’s future success depends upon its ability to continue acquiring and developing coal reserves and resources that are economically recoverable;
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• the Company’s expenditures for postretirement benefit obligations could be materially higher than it has predicted if its underlying assumptions prove to be incorrect;
−Removed: • high inflation or imposed tariffs could result in higher costs and decreased profitability;
• changes to trade policy, including tariff and customs regulations, or failure to comply with such regulations may have an adverse effect on the Company’s business, financial condition and results of operations;
−Removed: • the Company’s business, results of operations, financial condition and prospects could be materially and adversely affected by pandemics or other widespread illnesses and the related effects on public health;
• Peabody is exposed to risks associated with political or international conflicts;
−Removed: • Peabody could be exposed to significant liability, reputational harm, loss of revenue, increased costs or other risks if it sustains cybersecurity attacks or other security breaches that disrupt its operations or result in the dissemination of proprietary or confidential information about the Company, its customers or other third-parties;
+Added: • Peabody could be exposed to significant liability, reputational harm, loss of revenue, increased costs or other risks if it experiences cybersecurity attacks or other security breaches that disrupt its operations or result in the dissemination of proprietary or confidential information about the Company, its customers or other third-parties;
• Peabody’s information and operational technology systems may be adversely affected by disruptions, damage, failure and risks associated with implementation and integration, including of new technologies;
+Added: • the Company is incorporating artificial intelligence technologies into its processes and these technologies may present business, compliance and reputational risks;
• the Company is subject to various general operating risks which may be fully or partially outside of its control;
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• the terms of the agreements and instruments governing the Company’s debt and surety bonding obligations impose restrictions that may limit its operating and financial flexibility;
−Removed: • the number and quantity of viable financing and insurance alternatives available to the Company may be significantly impacted by unfavorable lending and investment policies by financial institutions and insurance companies associated with concerns about environmental impacts of coal combustion, and negative views around its efforts with respect to environmental and social matters and related governance considerations could harm the perception of the Company by a significant number of investors or result in the exclusion of its securities from consideration by those investors;
+Added: • the number and viability of financing and insurance alternatives available to the Company may be significantly impacted by unfavorable lending and investment policies adopted by financial institutions and insurance companies in response to concerns about the environmental impacts of coal combustion, and negative views around the Company’s environmental and social practices and related governance considerations could harm its perception among investors or result in the exclusion of its securities from consideration by those investors;
• the price of Peabody’s securities may be volatile;
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• acquisitions and divestitures are a potentially important part of the Company’s long-term strategy, subject to its investment criteria, and involve a number of risks, any of which could cause the Company not to realize the anticipated benefits;
−Removed: • arbitration proceedings related to the termination of agreements to acquire properties from Anglo American plc could adversely affect the Company’s business, results of operations, and its financial condition;
+Added: • the outcome of arbitration proceedings related to the termination of agreements to acquire properties from Anglo American plc could adversely affect the Company’s business, results of operations, and its financial condition;
• the Company may not be able to fully utilize its deferred tax assets;
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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.