Item 7.01
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Regulation FD Disclosure
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Stipulation and Agreed Order Approving
Settlement
On March 16, 2017, the Debtors filed with the Bankruptcy Court a Stipulation and Agreed Order Approving Settlement
(the First Stipulation) among the Gold Fields Debtors, certain insurance companies and Blue Tee Corp. to resolve claims arising out of and in connection with certain Historic Gold Fields Policies (as defined in the Plan) and the
adversary proceeding initiated by the insurance carriers. On March 16, 2017, the Bankruptcy Court entered the First Stipulation.
On
March 17, 2017, the Debtors filed with the Bankruptcy Court a Stipulation and Agreed Order Approving Settlement (the Second Stipulation) among the Debtors and the United States of America, on behalf of multiple different entities
(the Governments), relating to the Governments proofs of claim and their various objections to the Plan.
Copies of the
First Stipulation and the Second Stipulation are available free of charge at
www.kccllc.net/Peabody
. The information set forth on the foregoing website shall not be deemed to be a part of or incorporated by reference into this Form 8-K.
Announcement of Change in Roles of Executive Leadership Team
On March 15, 2017, the Company issued a press release announcing the change in roles of its executive leadership team, a copy of which is
attached hereto as Exhibit 99.1 and incorporated herein by reference.
Nothing contained herein is intended to be, nor should it be
construed as, a solicitation for a vote on the Plan. The Plan will become effective only if various conditions set forth in the Plan are met. There can be no assurance that the Plan will be implemented successfully.
The information set forth in and incorporated into this Item 7.01 of this Current Report on Form 8-K is being furnished pursuant to
Item 7.01 of Form 8-K and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that section, nor
shall it be deemed incorporated by reference into any of Peabody Energys filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation
language in such filings, except to the extent expressly set forth by specific reference in such a filing. The filing of this Item 7.01 of this Current Report on Form 8-K shall not be deemed an admission as to the materiality of any information
herein that is required to be disclosed solely by reason of Regulation FD.
Cautionary Note Regarding Forward-Looking Statements
This Current Report contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These
forward-looking statements include statements that relate to the intent, beliefs, plans or expectations of Peabody Energy or its management at the time of this Current Report, as well as any estimates or projections for the outcome of events that
have not yet occurred at the time of this Current Report. All statements other than statements of historical fact are forward-looking statements. Forward-looking statements include expressions such as believe anticipate,
expect, estimate, intend, may, plan, predict, will
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and similar terms and expressions. All forward-looking statements made by Peabody Energy are predictions and not guarantees of future performance and are subject to various risks, uncertainties
and factors relating to Peabody Energys operations and business environment, and the progress of its Chapter 11 Cases, all of which are difficult to predict and many of which are beyond Peabody Energys control. These risks, uncertainties
and factors could cause Peabody Energys actual results to differ materially from those matters expressed in or implied by these forward-looking statements. Such factors include, but are not limited to: those described under the Risk
Factors section and elsewhere in Peabody Energys most recently filed Annual Report on Form 10-K and subsequent filings with the SEC, including its Quarterly Reports on Form 10-Q for the quarters ended March 31, 2016 and
June 30, 2016, which are available on Peabody Energys website at www.peabodyenergy.com and on the SECs website at www.sec.gov, such as unfavorable economic, financial and business conditions, as well as risks and uncertainties
relating to the Chapter 11 Cases, including, but not limited to:
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Peabody Energys ability to obtain bankruptcy court approval with respect to motions or other requests made to the bankruptcy court in connection with the Chapter 11 Cases, including maintaining strategic control
as debtor-in-possession;
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Peabody Energys ability to consummate the Plan;
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the effects of the Chapter 11 Cases on Peabody Energys operations, including customer, supplier, banking, insurance and other relationships and agreements;
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bankruptcy court rulings in the Chapter 11 Cases as well as the outcome of all other pending litigation and the outcome of the Chapter 11 Cases in general;
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the length of time that Peabody Energy will operate under Chapter 11 protection and the continued availability of operating capital during the pendency of the proceedings;
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risks associated with third-party motions in the Chapter 11 Cases, which may interfere with Peabody Energys ability to consummate the Plan and restructuring generally;
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increased advisory costs to execute the Plan;
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the likelihood that Peabody Energys common stock will be cancelled and extinguished on the Effective Date of the Plan with no payments made to the holders of Peabody Energys common stock;
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the volatility of the trading price of Peabody Energys common stock and the absence of correlation between any increases in the trading price and Peabody Energys expectation that the common stock will be
canceled and extinguished on the Effective Date;
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Peabody Energys ability to continue as a going concern including its ability to consummate the Plan;
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the risk that the Plan may not be consummated, in which case there can be no assurance that the Chapter 11 Cases will continue rather than be converted to chapter 7 liquidation cases or that any alternative plan of
reorganization would be on terms as favorable to holders of claims and interests as the terms of the Plan;
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Peabody Energys ability to use cash collateral and the possibility that Peabody Energy may be required to post additional cash collateral to secure its obligations;
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the effect of the Chapter 11 Cases on Peabody Energys relationships with third parties, regulatory authorities and employees;
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the potential adverse effects of the Chapter 11 Cases on Peabody Energys liquidity, results of operations, or business prospects;
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Peabody Energys ability to execute its business and restructuring plan;
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increased administrative and legal costs related to the Chapter 11 Cases and other litigation and the inherent risks involved in a bankruptcy process;
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the cost, availability and access to capital and financial markets, including the ability to secure new financing after emerging from the Chapter 11 Cases;
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the risk that the Chapter 11 Cases will disrupt or impede Peabody Energys international operations, including its business operations in Australia; and
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other risks and factors, including those described under the Risk Factors section and elsewhere in Peabody Energys most recently filed Annual Report on Form 10-K and subsequent filings with the SEC,
including its Quarterly Reports on Form 10-Q for the quarters ended March 31, 2016 and June 30, 2016.
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Forward-looking statements made by Peabody Energy in this Current Report, or elsewhere, speak
only as of the date on which the statements were made. New risks and uncertainties arise from time to time, and it is not possible for Peabody Energy to predict all of these events or how they may affect it or its anticipated results. Peabody Energy
does not undertake any obligation to publicly update any forward-looking statements except as may be required by law. In light of these risks and uncertainties, readers should keep in mind that the events referenced by any forward-looking statements
made in this Current Report may not occur and should not place undue reliance on any forward-looking statements.
The Plan provides that
Peabody Energy equity securities will be canceled and extinguished upon the Plan becoming effective, and that the holders thereof would not be entitled to receive, and would not receive or retain, any property or interest in property on account of
such equity interests. The Plan also sets forth the proposed recoveries for Peabody Energys other securities. Trading prices for Peabody Energys equity or other securities may bear little or no relationship during the pendency of the
Chapter 11 Cases to the actual recovery, if any, by the holders thereof at the conclusion of the Chapter 11 Cases. In the event of cancellation of Peabody Energy equity securities, as contemplated by the Plan, amounts invested by the holders of such
securities would not be recoverable and such securities would have no value. Accordingly, Peabody Energy urges caution with respect to existing and future investments in its equity or other securities.