PEABODY ENERGY CORP - Quarter Report: 2024 September (Form 10-Q)

Income from continuing operations before income taxes Income tax provision Income from continuing operations, net of income taxes (Loss) income from discontinued operations, net of income taxes() ()()Net income Less: Net income attributable to noncontrolling interests Net income attributable to common stockholders$ $ $ $ Income from continuing operations:Basic income per share$ $ $ $ Diluted income per share$ $ $ $ Net income attributable to common stockholders: Basic income per share$ $ $ $ Diluted income per share$ $ $ $

See accompanying notes to unaudited condensed consolidated financial statements.

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PEABODY ENERGY CORPORATION

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME


	Three Months Ended September 30,		Nine Months Ended September 30,
	2024	2023	2024	2023
	(Dollars in millions)
Net income	$	$	$	$
Postretirement plans (net of $ tax provisions in each period)	()	()	()	()
Foreign currency translation adjustment		()		()
Other comprehensive loss, net of income taxes	()	()	()	()
Comprehensive income
Other current assets
Total current assets
Property, plant, equipment and mine development, net
Operating lease right-of-use assets
Restricted cash and collateral
Investments and other assets
Total assets	$	$
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Current portion of long-term debt	$	$
Accounts payable and accrued expenses
Total current liabilities
Long-term debt, less current portion
Deferred income taxes
Asset retirement obligations, less current portion
Accrued postretirement benefit costs
Operating lease liabilities, less current portion
Other noncurrent liabilities
Total liabilities
Stockholders’ equity
Preferred Stock — $ per share par value; shares authorized, shares issued or outstanding as of September 30, 2024 and December 31, 2023
Series Common Stock — $ per share par value; shares authorized, shares issued or outstanding as of September 30, 2024 and December 31, 2023
Common Stock — $ per share par value; shares authorized, shares issued and shares outstanding as of September 30, 2024 and shares issued and shares outstanding as of December 31, 2023
Additional paid-in capital
Treasury stock, at cost — and common shares as of September 30, 2024 and December 31, 2023	()	()
Retained earnings
Accumulated other comprehensive income
Peabody Energy Corporation stockholders’ equity
Noncontrolling interests
Total stockholders’ equity
Total liabilities and stockholders’ equity	$	$

See accompanying notes to unaudited condensed consolidated financial statements.

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PEABODY ENERGY CORPORATION
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

	Nine Months Ended September 30,
	2024	2023
	(Dollars in millions)
Cash Flows From Operating Activities
Net income	$	$
Loss from discontinued operations, net of income taxes
Income from continuing operations, net of income taxes
Adjustments to reconcile income from continuing operations, net of income taxes to net cash provided by operating activities:
Depreciation, depletion and amortization
Noncash interest expense, net
Deferred income taxes	()
Noncash share-based compensation
Asset impairment
Noncash provision for NARM and Shoal Creek losses
Net gain on disposals	()	()
Noncash income from port and rail capacity assignment	()	()
Net loss on early debt extinguishment
Loss (income) from equity affiliates		()
Shoal Creek insurance recovery	()
Foreign currency option contracts	()	()
Changes in current assets and liabilities:
Accounts receivable
Inventories	()	()
Other current assets
Accounts payable and accrued expenses	()	()
Collateral arrangements		()
Asset retirement obligations	()
Workers’ compensation obligations	()	()
Postretirement benefit obligations	()	()
Pension obligations
Other, net	()	()
Net cash provided by continuing operations
Net cash used in discontinued operations	()	()
Net cash provided by operating activities

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PEABODY ENERGY CORPORATION
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - (Continued)

	Nine Months Ended September 30,
	2024	2023
	(Dollars in millions)
Cash Flows From Investing Activities
Additions to property, plant, equipment and mine development	()	()
Changes in accrued expenses related to capital expenditures	()	()
Wards Well acquisition	()
Insurance proceeds attributable to Shoal Creek equipment losses
Proceeds from disposal of assets, net of receivables
Contributions to joint ventures	()	()
Distributions from joint ventures
Other, net	()
Net cash used in investing activities	()	()
Cash Flows From Financing Activities
Repayments of long-term debt	()	()
Payment of debt issuance and other deferred financing costs	()	()
Common stock repurchases	()	()
Repurchase of employee common stock relinquished for tax withholding	()	()
Dividends paid	()	()
Distributions to noncontrolling interests	()	()
Net cash used in financing activities	()	()
Net change in cash, cash equivalents and restricted cash	()
Cash, cash equivalents and restricted cash at beginning of period (1)
Cash, cash equivalents and restricted cash at end of period (2)	$	$


(1) The following table provides a reconciliation of “Cash, cash equivalents and restricted cash at beginning of period”:
Cash and cash equivalents	$
Restricted cash included in “Restricted cash and collateral”
Cash, cash equivalents and restricted cash at beginning of period	$

(2) The following table provides a reconciliation of “Cash, cash equivalents and restricted cash at end of period”:
Cash and cash equivalents	$
Restricted cash included in “Restricted cash and collateral”
Cash, cash equivalents and restricted cash at end of period	$

See accompanying notes to unaudited condensed consolidated financial statements.

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PEABODY ENERGY CORPORATION

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY


	Three Months Ended September 30,		Nine Months Ended September 30,
	2024	2023	2024	2023
	(Dollars in millions, except per share data)
Common Stock
Balance, beginning of period	$	$	$	$
Balance, end of period
Additional paid-in capital
Balance, beginning of period
Dividend equivalent units on dividends declared
Share-based compensation for equity-classified awards
Balance, end of period
Treasury stock
Balance, beginning of period	()	()	()	()
Common stock repurchases	()	()	()	()
Net change in unsettled common stock repurchases				()
Excise tax accrued on common stock repurchases	()	()	()	()
Repurchase of employee common stock relinquished for tax withholding			()	()
Balance, end of period	()	()	()	()
Retained earnings
Balance, beginning of period
Net income attributable to common stockholders
Dividends declared ($, $, $ and $ per share, respectively)	()	()	()	()
Balance, end of period
Accumulated other comprehensive income
Balance, beginning of period
Postretirement plans (net of $ tax provisions in each period)	()	()	()	()
Foreign currency translation adjustment		()		()
Balance, end of period
Noncontrolling interests
Balance, beginning of period
Net income attributable to noncontrolling interests
Distributions to noncontrolling interests	()	()	()	()
Balance, end of period
Total stockholders’ equity	$	$	$	$

See accompanying notes to unaudited condensed consolidated financial statements.

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(1)

(2)

(3)

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

$ $ $ $ $ Export Total thermal Metallurgical coalExport Total metallurgical

Other (2)

Revenue$ $ $ $ $ $

Three Months Ended September 30, 2023

Seaborne Thermal

Seaborne Metallurgical

Powder River Basin

Other U.S. Thermal

Corporate and Other (1)

Consolidated

(Dollars in millions)

Thermal coal

Domestic

Export

Total thermal

Metallurgical coal

Export

Total metallurgical

Other (2)

()

Revenue

()

Nine Months Ended September 30, 2024

Seaborne Thermal

Seaborne Metallurgical

Powder River Basin

Other U.S. Thermal

Corporate and Other (1)

Consolidated

(Dollars in millions)

Thermal coal

Domestic

Export

Total thermal

Metallurgical coal

Export

Total metallurgical

Other (2)

Revenue

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

$ $ $ $ $ Export Total thermal Metallurgical coalExport Total metallurgical

Other (2)

() Revenue$ $ $ $ $ $

(1) Corporate and Other includes the following:


	Three Months Ended September 30,			Nine Months Ended September 30,
	2024	2023		2024	2023
	(Dollars in millions)
Unrealized gains on derivative contracts related to forecasted sales	$	$		$	$
Realized losses on derivative contracts related to forecasted sales					()
Revenue from physical sale of coal (3)		()
Trading revenue		()
Other (2)
Total Corporate and Other	$	$	()	$	$

(2) Includes revenue from arrangements such as customer contract-related payments associated with volume shortfalls; royalties related to coal lease agreements; sales agency commissions; farm income; property and facility rentals; and revenue related to the Company’s assignment of rights to its excess port and rail capacity.

(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.

Accounts Receivable

$ Miscellaneous receivables, net Accounts receivable, net$ $

of the above receivables included allowances for credit losses at September 30, 2024 or December 31, 2023. charges for credit losses were recognized during the three and nine months ended September 30, 2024 or 2023.

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(4)

$ Raw coal Saleable coal Inventories, net$ $

million and $ million as of September 30, 2024 and December 31, 2023, respectively.

(5)

$ $()$()$()$()Equity method investment related to R3 Total equity method investments$ $ $ $()$ $()

The Company contributed $ million and $ million to R3 during the nine months ended September 30, 2024 and 2023, respectively.

(6)

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

million Australian dollars to hedge currency risk associated with anticipated Australian dollar operating expenditures over the nine-month period ending June 30, 2025. The instruments entitle the Company to receive payment on the notional amount should the quarterly average Australian dollar-to-U.S. dollar exchange rate exceed amounts ranging from $ to $ over the nine-month period ending June 30, 2025. As of September 30, 2024, the Company also held purchased collars with an aggregate notional amount of $ million Australian dollars related to anticipated Australian dollar operating expenditures during the nine-month period ending June 30, 2025. The purchased collars have a floor and ceiling of approximately $ and $, 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 September 30, 2024, the Company had coal derivative contracts related to its forecasted sales. Historically, such financial contracts have included futures and forwards.

Financial Trading Contracts

On a limited basis, the Company may enter coal or freight derivative contracts for trading purposes. Such financial contracts may include futures, forwards and options. The Company held nominal financial trading contracts as of September 30, 2024.

Tabular Derivatives Disclosures

The Company has master netting agreements with certain of its counterparties which allow for the settlement of contracts in an asset position with contracts in a liability position in the event of default or termination. Such netting arrangements reduce the Company’s credit exposure related to these counterparties. 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 condensed consolidated balance sheets. As of September 30, 2024 and December 31, 2023, the Company had asset derivatives comprised of foreign currency option contracts with a fair value of $ million and $ million, respectively. The net amount of asset derivatives is included in “Other current assets” in the accompanying condensed consolidated balance sheets.

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

$()$ Total$ $()$ Three Months Ended September 30, 2023Total loss recognized in incomeLoss realized in income on derivativesUnrealized (loss) gain recognized in income on derivativesDerivative InstrumentClassification(Dollars in millions)Foreign currency option contractsOperating costs and expenses$()$()$()Financial trading contractsRevenue()() Total$()$()$ Nine Months Ended September 30, 2024Total loss recognized in incomeLoss realized in income on derivativesUnrealized gain recognized in income on derivativesDerivative InstrumentClassification(Dollars in millions)Foreign currency option contractsOperating costs and expenses$()$()$ Total$()$()$ Nine Months Ended September 30, 2023Total (loss) gain recognized in income(Loss) gain realized in income on derivativesUnrealized gain (loss) recognized in income on derivativesDerivative InstrumentClassification(Dollars in millions)Foreign currency option contractsOperating costs and expenses$()$()$ Derivative contracts related to forecasted salesRevenue () Financial trading contractsRevenue ()Total$ $()$

The Company classifies the cash effects of its derivatives within the “Cash Flows From Operating Activities” section of the unaudited condensed consolidated statements of cash flows.

Fair Value Measurements

The Company uses a three-level fair value hierarchy that categorizes assets and liabilities measured at fair value based on the observability of the inputs utilized in the valuation. These levels include: Level 1 - inputs are quoted prices in active markets for the identical assets or liabilities; Level 2 - inputs are other than quoted prices included in Level 1 that are directly or indirectly observable through market-corroborated inputs; and Level 3 - inputs are unobservable, or observable but cannot be market-corroborated, requiring the Company to make assumptions about pricing by market participants.

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

$ $ $ Equity securities Total net assets$ $ $ $ December 31, 2023 Level 1Level 2Level 3Total (Dollars in millions)Foreign currency option contracts$ $ $ $ Equity securities Total net assets$ $ $ $

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. In the case of certain debt securities, fair value is provided by a third-party pricing service. Below is a summary of the Company’s valuation techniques for Level 1 and 2 financial assets and liabilities:

•Foreign currency option contracts are valued utilizing inputs obtained in quoted public markets (Level 2) except when credit and non-performance risk is considered to be a significant input, then the Company classifies such contracts as Level 3.

•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 % of fair value), then the Company classifies as Level 3.

•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 September 30, 2024 and December 31, 2023:

•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.

•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).

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.

$ Less: Unamortized debt issuance costs()()Net carrying amount$ $ Estimated fair value$ $

The Company’s risk management function, which is independent of the Company’s coal trading function, is responsible for valuation policies and procedures, with oversight from executive management. The fair value of the Company’s coal derivative assets and liabilities reflects adjustments for credit risk. The Company’s exposure to credit risk is substantially with electric utilities, energy marketers, steel producers and nonfinancial trading houses.

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

million upon the exchange of shares.

The Company had transfers between Levels 1, 2 and 3 during the three and nine months ended September 30, 2024 and 2023.

(7)

$ Buildings and improvements Machinery and equipment Less: Accumulated depreciation, depletion and amortization()()Property, plant, equipment and mine development, net$ $

At-Risk Assets

The Company identified certain assets with an aggregate carrying value of approximately $ million at September 30, 2024 in its Other U.S. Thermal segment whose recoverability is most sensitive to customer concentration risk.

(8)

million and $ million for the three months ended September 30, 2024 and 2023, respectively, included a tax provision of $ million and a tax benefit of $ million, respectively, related to the remeasurement of foreign income tax accounts. The Company’s income tax provisions of $ million and $ million for the nine months ended September 30, 2024 and 2023, respectively, included tax benefits of $ million and $ million, respectively, related to the remeasurement of foreign income tax accounts. The Company’s estimated full year pretax income is expected to be generated in Australia and the U.S. Due to existing valuation allowances, the income tax expense will primarily be related to the Australian income.

million and its gross interest and penalties decreased by $ million due to expiration of statutes.

(9)

% Convertible Senior Notes due March 2028 (2028 Convertible Notes)$ $ Finance lease obligations Less: Debt issuance costs()() Less: Current portion of long-term debt Long-term debt$ $

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

million. The 2028 Convertible Notes are senior unsecured obligations of the Company and are governed under an indenture.

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. The Company capitalized $ 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. The 2028 Convertible Notes bear interest at a rate of % per year, payable semi-annually in arrears on March 1 and September 1 of each year.

The initial conversion rate for the 2028 Convertible Notes was shares of the Company’s common stock per $ principal amount of 2028 Convertible Notes, which represented an initial conversion price of approximately $ per share of the Company’s common stock. 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 %. Effective February 21, 2024, the conversion rate was increased to shares of the Company’s common stock per $ principal amount of 2028 Convertible Notes, which represented an adjusted conversion price of approximately $ per share. Under the applicable conversion rate formula, the cumulative $ per share dividends declared and paid during the six months ended September 30, 2024 yielded a revised conversion rate of shares per $ principal amount of 2028 Convertible Notes, which did not meet the % threshold to impact the existing conversion rate of . The conversion rate may be impacted prospectively, based upon cumulative dividends paid. The conversion rate is also subject to further adjustment under certain circumstances in accordance with the terms of the indenture.

During the first three quarters of 2024, the Company’s reported common stock prices did not prompt the conversion feature of the 2028 Convertible Notes. As a result, the 2028 Convertible Notes were not convertible at the option of the holders during the second or third quarters of 2024, and will not be similarly convertible during the fourth quarter of 2024.

As of September 30, 2024, the if-converted value of the 2028 Convertible Notes exceeded the principal amount by $ million.

Revolving Credit Facility

The Company established a new revolving credit facility with a maximum aggregate principal amount of $ 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. The Company paid aggregate debt issuance costs of $ million.

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. The Revolving Loans bear interest at a secured overnight financing rate (SOFR) plus an applicable margin ranging from % to %, 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 % to %, at the Company’s option. Letters of credit issued under the 2024 Credit Agreement incur a combined fee equal to an applicable margin ranging from % to % plus a fronting fee equal to % per annum. Unused capacity under the 2024 Credit Agreement bears a commitment fee of % per annum.

As of September 30, 2024, the 2024 Credit Agreement had only been utilized for letters of credit, including $ million outstanding as of September 30, 2024. 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 12. “Financial Instruments and Other Guarantees.” Availability under the 2024 Credit Agreement was $ million at September 30, 2024.

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

$ $ $ Finance lease obligations Financial assurance instruments Amortization of debt issuance costs Receivables securitization program Capitalized interest() () Other Interest expense, net of capitalized interest$ $ $ $ Cash paid for interest, net of capitalized interest$ $ $ $ Non-cash interest expense$ $ $ $

Covenant Compliance

(10)

$ $ $ Interest cost on projected benefit obligation Expected return on plan assets()()()()Net periodic pension cost$ $ $ $

At January 1, 2023, the Company had two qualified pension plans. During the year ended December 31, 2023, the Company settled its pension obligation for one of its qualified plans. Refer to Note 14. “Pension and Savings Plans” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, for information regarding the settlement of the plan’s obligation.

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

$ $ $ Interest cost on accumulated postretirement benefit obligation Expected return on plan assets()()()()Amortization of prior service credit()()()()Net periodic postretirement benefit credit$()$()$()$()

The Company has established a Voluntary Employees’ Beneficiary Association (VEBA) trust to pre-fund a portion of benefits for non-represented retirees. The Company does not expect to make any discretionary contributions to the VEBA trust in 2024 and plans to utilize a portion of VEBA assets to make certain benefit payments.

(11)

million for the three and nine months ended September 30, 2024 and 2023 because to do so would have been anti-dilutive for those periods. Because the potential dilutive impact of such share-based compensation awards is calculated under the treasury stock method, anti-dilution generally occurs when the exercise prices or unrecognized compensation cost per share of such awards are higher than the Company’s average stock price during the applicable period. 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.

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

$ $ $ Less: Net income attributable to noncontrolling interests Income from continuing operations attributable to common stockholders (Loss) income from discontinued operations, net of income taxes() ()()Net income attributable to common stockholders$ $ $ $ Diluted EPS numerator:Income from continuing operations, net of income taxes$ $ $ $ Add: Tax adjusted interest expense related to 2028 Convertible Notes Less: Net income attributable to noncontrolling interests Income from continuing operations attributable to common stockholders (Loss) income from discontinued operations, net of income taxes() ()()Net income attributable to common stockholders$ $ $ $ EPS denominator:

Weighted average shares outstanding — basic

Dilutive impact of share-based compensation awards Dilutive impact of 2028 Convertible Notes Weighted average shares outstanding — diluted

Basic EPS attributable to common stockholders:

Income from continuing operations$ $ $ $ (Loss) income from discontinued operations() ()()Net income attributable to common stockholders$ $ $ $ Diluted EPS attributable to common stockholders: Income from continuing operations$ $ $ $ (Loss) income from discontinued operations () Net income attributable to common stockholders$ $ $ $

(12)

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

$ $

Letters of credit (2)

Less: Letters of credit in support of surety bonds (3)

()()()Obligations supported, net$ $ $

(1) Instruments support obligations related to pension and health care plans, workers’ compensation, property and casualty insurance, customer and vendor contracts and certain restoration ancillary to prior mining activities.

(2) Amounts do not include cash-collateralized letters of credit.

(3) Certain letters of credit serve as collateral for surety bonds at the request of surety bond providers.

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. Under the April 2023 amendment, the Company and its surety providers agreed to a maximum aggregate collateral amount of $ million based upon bonding levels at the effective date of the amendment. This maximum collateral amount will vary prospectively as bonding levels increase or decrease. The amendment extended the agreement through December 31, 2026. 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 $ 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 $ million at September 30, 2024. The Company must also maintain a maximum net leverage ratio of to , where the numerator consists of its funded debt, net of cash, and the denominator consists of its Adjusted EBITDA for the trailing twelve months. For purposes of calculating the ratio, only % of the outstanding principal amount of the Company’s 2028 Convertible Notes is deemed to be funded debt. The Company’s ability to pay dividends and make share repurchases is also subject to the quarterly minimum liquidity test. The Company is in compliance with such requirements at September 30, 2024.

To fund the maximum collateral amount, the Company deposited $ million into trust accounts for the benefit of certain surety providers on March 31, 2023. The remainder was comprised of $ million of existing cash-collateralized letters of credit and $ million already held on behalf of a surety provider. The amendment became effective on April 14, 2023, when the Company terminated a then-existing credit agreement which, as amended, provided for $ million of capacity for irrevocable standby letters of credit (LC Facility).

LC Facility

The now-terminated LC Facility had an original capacity of $ 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 $ 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. The Company recorded early debt extinguishment losses of $ million during the nine months ended September 30, 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 % per annum and unused commitments were subject to a % per annum commitment fee.

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

million to $ 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.

Borrowings under the Securitization Program bear interest at a SOFR plus % per annum and remain outstanding throughout the term of the agreement, subject to the Company maintaining sufficient eligible receivables.

At September 30, 2024, the Company had outstanding borrowings and $ million of letters of credit outstanding under the Securitization Program. Availability under the Securitization Program, which is adjusted for certain ineligible receivables, was $ million at September 30, 2024. The Company was not required to post cash collateral under the Securitization Program at September 30, 2024.

The Company incurred interest and fees associated with the Securitization Program of $ million and $ million during the three months ended September 30, 2024 and 2023, respectively, and $ million and $ million during the nine months ended September 30, 2024 and 2023, respectively, which have been recorded as “Interest expense, net of capitalized interest” in the accompanying unaudited condensed consolidated statements of operations.

Credit Support Facilities

In February 2022, the Company entered into an agreement which provides up to $ million of capacity for irrevocable standby letters of credit, primarily to support reclamation bonding requirements. The agreement requires the Company to provide cash collateral at a level of % of the aggregate amount of letters of credit outstanding under the arrangement (limited to $ million total excess collateralization). Outstanding letters of credit bear a fixed fee in the amount of % per annum. The Company receives a variable deposit rate on the amount of cash collateral posted in support of letters of credit. The agreement has an initial expiration date of December 31, 2025. At September 30, 2024, letters of credit of $ million were outstanding under the agreement, which were collateralized by cash of $ million.

In December 2023, the Company established cash-backed bank guarantee facilities, primarily to support Australian reclamation bonding requirements. During the nine months ended September 30, 2024, the Company capitalized $ million of debt issuance costs related to these bank guarantee facilities. 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. At September 30, 2024, the bank guarantee facilities were backed by cash of $ million.

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

Credit support facilities (2) (3)

Other cash collateral (1)

Deposits with regulatory authorities for reclamation and other obligations (3)

Restricted cash and collateral$ $

(1) Restricted cash balances are combined with unrestricted cash and cash equivalents in the accompanying unaudited condensed consolidated statements of cash flows; changes between unrestricted cash and cash equivalents and restricted cash balances are thus not reflected in the operating, investing or financing activities therein. Changes in other cash collateral balances are reflected as operating activities therein.

(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.

(3) At September 30, 2024, the Australian dollar denominated balances supporting the bank guarantee facilities and the deposits with regulatory authorities were $ million and $ million, respectively. At December 31, 2023, the Australian dollar denominated balances supporting the bank guarantee facilities and the deposits with regulatory authorities were $ million and $ million, respectively.

(13)

million, all of which is obligated within the next 12 months.

There were no other material changes to the Company’s commitments from the information provided in Note 21. “Commitments and Contingencies” to the consolidated financial statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

Contingencies

From time to time, the Company or its subsidiaries are involved in legal proceedings arising in the ordinary course of business or related to indemnities or historical operations. The Company believes it has recorded adequate reserves for these liabilities. 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.

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(14)

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

$ $ $ Seaborne Metallurgical Powder River Basin Other U.S. Thermal Corporate and Other () Total$ $ $ $ Adjusted EBITDA: Seaborne Thermal$ $ $ $ Seaborne Metallurgical Powder River Basin Other U.S. Thermal Corporate and Other()()()()Total$ $ $ $ $ $ $ Depreciation, depletion and amortization Asset retirement obligation expenses Restructuring charges Asset impairment Provision for NARM and Shoal Creek losses Shoal Creek insurance recovery - property damage () Changes in amortization of basis difference related to equity affiliates()()()()Interest expense, net of capitalized interest Net loss on early debt extinguishment Interest income()()()()Unrealized gains on derivative contracts related to forecasted sales ()Unrealized (gains) losses on foreign currency option contracts() ()()Take-or-pay contract-based intangible recognition()()()()Income tax provision Adjusted EBITDA$ $ $ $

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(15)

million shares and million shares, respectively, of its common stock for $ million and $ million, respectively, including commission fees. The Company had accrued excise taxes of $ million related to share repurchases, which were unpaid at September 30, 2024. The Company includes commission fees and excise taxes, as incurred, with the cost of treasury stock. At September 30, 2024, $ million remained available under its share repurchase program.

Wards Well Acquisition

The Company entered into a definitive agreement dated October 26, 2023, to acquire the southern part of the Wards Well tenements (Wards Well) which are adjacent to the Company’s Centurion Mine in Queensland, Australia. The acquisition, which was accounted for as an asset acquisition, was completed on April 16, 2024. The acquired asset was measured at the cost of the acquisition based on the total consideration, allocated on the basis of relative fair value. The total consideration of $ million, consisting of cash consideration of $ million, cash transaction costs of $ million and the non-cash settlement of existing receivables with the acquiree of $ million, was recorded in “Property, plant, equipment and mine development, net” in the condensed consolidated balance sheets as of September 30, 2024.

The agreement also includes an initial contingent royalty of up to $ million. 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. No royalty is payable if the Company does not commence mining Wards Well. 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

On June 23, 2023, the Company’s North Antelope Rochelle Mine sustained damage from a tornado which led to a temporary suspension of operations. The mine resumed operations on June 25, 2023. During the three and nine months ended September 30, 2023, the Company recorded a provision for loss of $ million and $ million, respectively, related to the tornado damage. The combined provision includes $ million for materials and supplies inventories, $ million for buildings and equipment and $ million for incremental repair costs. During the nine months ended September 30, 2024, the Company recorded $ million for incremental repair costs related to the tornado damage. During the three months ended September 30, 2024, the Company did not record a provision related to the tornado damage.

Shoal Creek

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. 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. During the nine months ended September 30, 2023, the Company recorded a provision for loss of $ million related to the fire, which included $ million related to longwall development and other costs and $ 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 $ million above a $ million deductible. During June 2024, the Company reached a settlement with its insurers and various re-insurers and recognized a $ million insurance recovery which the Company included in its results of operations during the nine months ended September 30, 2024.

During the nine months ended September 30, 2024, the Company collected $ million of the insurance recovery. The Company classified $ million of the recovery within the “Cash Flows From Investing Activities” section of the unaudited condensed 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. The remaining $ million of the insurance recovery was recorded as a receivable within “Accounts receivable, net” in the condensed consolidated balance sheets as of September 30, 2024 and was subsequently collected in October 2024.

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PEABODY ENERGY CORPORATION

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

million Australian dollars. 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. In connection with the transaction, the Company recorded revenue of $ million during the nine months ended September 30, 2023. 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.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

As used in this report, the terms “Peabody” or “the Company” refer to Peabody Energy Corporation or its applicable subsidiary or subsidiaries. Unless otherwise noted herein, disclosures in this Quarterly Report on Form 10-Q relate only to the Company’s continuing operations.

When used in this filing, the term “ton” refers to short or net tons, equal to 2,000 pounds (907.18 kilograms), while “tonne” refers to metric tons, equal to 2,204.62 pounds (1,000 kilograms).

Cautionary Notice Regarding Forward-Looking Statements

This report includes statements of Peabody’s expectations, intentions, plans and beliefs that constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act), and are intended to come within the safe harbor protection provided by those sections. These statements relate to future events or Peabody’s future financial performance. The Company uses words such as “anticipate,” “believe,” “expect,” “may,” “forecast,” “project,” “should,” “estimate,” “plan,” “outlook,” “target,” “likely,” “will,” “to be” or other similar words to identify forward-looking statements.

Without limiting the foregoing, all statements relating to Peabody’s future operating results, anticipated capital expenditures, future cash flows and borrowings, and sources of funding are forward-looking statements and speak only as of the date of this report. These forward-looking statements are based on numerous assumptions that Peabody believes are reasonable, but are subject to a wide range of uncertainties and business risks, and actual results may differ materially from those discussed in these statements. These factors are difficult to accurately predict and may be beyond the Company’s control.

When considering these forward-looking statements, you should keep in mind the cautionary statements in this document and in the Company’s other Securities and Exchange Commission (SEC) filings, including, but not limited to, the more detailed discussion of these factors and other factors that could affect its results contained in Item 1A. “Risk Factors” of Part II of this Quarterly Report on Form 10-Q, Item 1A. “Risk Factors” of Part II of its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2024 filed with the SEC on August 8, 2024 and Item 1A. “Risk Factors” and Item 3. “Legal Proceedings” of Part I of its Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on February 23, 2024. These forward-looking statements speak only as of the date on which such statements were made, and the Company undertakes no obligation to update these statements except as required by federal securities laws.

Non-GAAP Financial Measures

The following discussion of the Company’s results of operations includes references to and analysis of Adjusted EBITDA and Total Reporting Segment Costs, which are financial measures not recognized in accordance with U.S. generally accepted accounting principles (U.S. GAAP). Adjusted EBITDA is used by the chief operating decision maker as the primary metric to measure each of the segments’ operating performance and allocate resources. Total Reporting Segment Costs is also used by management as a component of a metric to measure each of its segments’ operating performance.

Also included in the following discussion of the Company’s results of operations are references to Revenue per Ton, Costs per Ton and Adjusted EBITDA Margin per Ton for each reporting segment. These metrics are used by management to measure each of its reporting segments’ operating performance. Management believes Costs per Ton and Adjusted EBITDA Margin per Ton best reflect controllable costs and operating results at the reporting segment level. The Company considers all measures reported on a per ton basis to be operating/statistical measures; however, the Company includes reconciliations of the related non-GAAP financial measures (Adjusted EBITDA and Total Reporting Segment Costs) in the “Reconciliation of Non-GAAP Financial Measures” section contained within this Item 2.

In its discussion of liquidity and capital resources, the Company includes references to Available Free Cash Flow (AFCF) which is also a non-GAAP financial measure. AFCF is used by management as a measure of its ability to generate excess cash flow from its business operations.

The Company believes non-GAAP performance measures are used by investors to measure its operating performance. These measures are not intended to serve as alternatives to U.S. GAAP measures of performance and may not be comparable to similarly-titled measures presented by other companies. Refer to the “Reconciliation of Non-GAAP Financial Measures” section contained within this Item 2 for definitions and reconciliations to the most comparable measures under U.S. GAAP.

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Overview

Peabody is a leading producer of metallurgical and thermal coal. In 2023, the Company produced and sold 126.7 million and 126.2 million tons of coal, respectively, from continuing operations. At September 30, 2024, the Company owned interests in 17 active coal mining operations located in the United States (U.S.) and Australia. Included in that count is Peabody’s 50% equity interest in Middlemount Coal Pty Ltd (Middlemount), which owns the Middlemount Mine in Queensland, Australia. In addition to its mining operations, the Company markets and brokers coal from other coal producers; trades coal and freight-related contracts; and since 2022, is 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.

The Company reports its results of operations primarily through the following reportable segments: Seaborne Thermal, Seaborne Metallurgical, Powder River Basin, Other U.S. Thermal and Corporate and Other. Refer to Note 14. “Segment Information” to the accompanying unaudited condensed consolidated financial statements for further information regarding those segments and the components of its Corporate and Other segment.

Spot pricing for premium low-vol hard coking coal (Premium HCC), premium low-vol pulverized coal injection (Premium PCI) coal, Newcastle index thermal coal and API 5 index thermal coal, and prompt month pricing for PRB 8,880 Btu/Lb coal and Illinois Basin 11,500 Btu/Lb coal during the three months ended September 30, 2024 is set forth in the table below.

The seaborne pricing included in the table below is not necessarily indicative of the pricing the Company realized during the three months ended September 30, 2024 due to quality differentials and a portion of its seaborne sales being executed through annual and multi-year international coal supply agreements that contain provisions requiring both parties to renegotiate pricing periodically, with spot, index and quarterly sales arrangements also utilized. The Company’s typical practice is to negotiate pricing for seaborne metallurgical coal contracts on a quarterly, spot or index basis and seaborne thermal coal contracts on an annual, spot or index basis.

In the U.S., the pricing included in the table below is also not necessarily indicative of the pricing the Company realized during the three months ended September 30, 2024 since the Company generally sells coal under long-term contracts where pricing is determined based on various factors. Such long-term contracts in the U.S. may vary significantly in many respects, including price adjustment features, price reopener terms, coal quality requirements, quantity parameters, permitted sources of supply, treatment of environmental constraints, extension options, force majeure and termination and assignment provisions. Competition from alternative fuels such as natural gas and other fuel sources may also impact the Company’s realized pricing.


	High		Low		Average		September 30, 2024		November 4, 2024
Premium HCC (1)	$	258.00	$	180.00	$	210.67	$	204.75	$	203.00
Premium PCI coal (1)	200.00		140.00		174.20		147.00		160.00
Newcastle index thermal coal (1)	150.05		132.81		140.80		140.56		145.88
API 5 index thermal coal (1)	88.68		86.41		87.45		88.68		90.50
PRB 8,800 Btu/Lb coal (2)	13.90		13.70		13.84		13.90		14.00
Illinois Basin 11,500 Btu/Lb coal (2)	41.75		40.00		41.12		41.00		42.75

(1) Prices expressed per metric tonne.

(2) Prices expressed per short ton.

Within the global coal industry, supply and demand for its products and the supplies used for mining continue to be impacted by the ongoing Russian-Ukrainian conflict. As future developments related to the Russian-Ukrainian conflict and geopolitical instability in key energy producing regions are unknown, the global coal industry data for the nine months ended September 30, 2024 presented herein may not be indicative of their ultimate impacts.

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Within the seaborne metallurgical coal market, coking coal prices have retreated from a high base during the nine months ended September 30, 2024. Parts of the global steel market have reported tepid demand and thin profit margins during this period, restricting demand growth for metallurgical coal. In China, continued weakness in the property sector has contributed to lower domestic steel demand and steel production in 2024 and has also supported increased steel exports. The increased availability of competitively priced Chinese imports has pressured steel margins for steel producers in other countries, although India has recorded year-over-year production growth due to its increased domestic consumption. Meanwhile, global supply of coking coal has been relatively stable during the nine months ended September 30, 2024, and has met global demand despite various disruption events, such as a fire at the Grosvenor Mine in Australia and shipping interruptions at the U.S.’s Baltimore, Maryland port. In the PCI segment, prices were initially under pressure early in the year with a wide discount to coking coal caused in part by reduced steel making productivity targets under thin margin conditions. PCI relativities to coking coal have since improved. In September 2024, increased government stimulus activity in China has supported an uptick in Chinese ferrous futures prices, which has in turn contributed to improved spot pricing for seaborne metallurgical coal. In the coming period, seasonal restocking patterns and ongoing economic stimulus may lend support to metallurgical coal pricing. Overall, the market for metallurgical coal remains finely balanced and exposed to volatility, influenced by the rate of exports from Australia and economic performance in China, India and elsewhere.

Within the seaborne thermal coal market, global thermal coal prices continued to remain stable during the nine months ended September 30, 2024, driven by healthy supply meeting elevated demand in Asian markets. In China, overall total generation demand has been elevated while domestic coal production has remained relatively flat, which has driven stronger coal import demand year-over-year through the nine months ended September 30, 2024. In India, strong growth in coal generation has supported increased import demand, despite elevated domestic coal production. Looking ahead, global thermal coal markets remain turbulent amid tighter supply ahead of winter restocking requirements in the Northern Hemisphere, as well as volatile global natural gas markets.

In the U.S., overall electricity demand increased approximately 3% year-over-year. Through the nine months ended September 30, 2024, electricity generation from thermal coal has decreased year-over-year driven by continued low natural gas prices and stronger renewable generation. Coal’s share of electricity generation has declined to approximately 15% for the nine months ended September 30, 2024, while wind and solar’s combined generation share is at 17% and the share of natural gas generation has remained level at 43%. U.S. coal inventories have declined through September 30, 2024, resulting in stockpiles declining more than 10 million tons below levels seen at the end of 2023. During the nine months ended September 30, 2024, utility consumption of PRB coal has declined compared to the prior year period.

Centurion Mine

Peabody’s redevelopment of the Centurion Mine, an underground longwall metallurgical coal mine in Queensland, Australia, continues to advance as planned. Through September 30, 2024, two continuous miners units have been commissioned, the first development coal was produced and the first coal was washed. The first coal shipment from the Centurion Mine is expected in the fourth quarter of 2024, and the Company is targeting the commencement of longwall production in the first quarter of 2026. Approximately $250 million of the $489 million of capital expenditures to reach longwall production has been completed as of September 30, 2024.

Other

Wards Well Acquisition. The Company entered into a definitive agreement dated October 26, 2023, to acquire the southern part of the Wards Well tenements (Wards Well) which are adjacent to the Company’s Centurion Mine in Queensland, Australia. The acquisition was completed on April 16, 2024 for 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.

The agreement also includes an initial contingent royalty of up to $200 million. 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. No royalty is payable if the Company does not commence mining Wards Well.

Shoal Creek Insurance Recovery. 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. 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.

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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. During June 2024, the Company reached a settlement with its insurers and various re-insurers and recognized a $109.5 million insurance recovery which the Company included in its results of operations during the nine months ended September 30, 2024.

Results of Operations

Three and Nine Months Ended September 30, 2024 Compared to the Three and Nine Months Ended September 30, 2023

Summary

The decrease in income from continuing operations, net of income taxes for the three months ended September 30, 2024 compared to the same period in the prior year ($16.3 million) was driven by higher operating costs and expenses ($42.1 million), partially offset by a lower year-over-year provision for taxes ($20.8 million) and higher revenue ($9.1 million) due to higher seaborne thermal coal pricing.

The decrease in income from continuing operations, net of income taxes for the nine months ended September 30, 2024 compared to the same period in the prior year ($248.0 million) was driven by lower revenue ($598.1 million) due to no unrealized mark-to-market gains from derivative contracts related to forecasted sales in the current year, lower seaborne coal pricing and volume decreases in the U.S. thermal segments. This unfavorable variance was partially offset by a lower tax provision ($153.5 million), the current year insurance recovery related to the 2023 event at the Shoal Creek Mine ($109.5 million), lower operating costs and expenses ($48.4 million) and a lower year-over-year provision for losses at the NARM and Shoal Creek Mines ($33.3 million).

Adjusted EBITDA for the three and nine months ended September 30, 2024 reflected year-over-year decreases of $45.2 million and $323.8 million, respectively.

Tons Sold

The following table presents tons sold by operating segment:


	Three Months Ended September 30,		(Decrease) Increase to Volumes			Nine Months Ended September 30,		Increase (Decrease) to Volumes
	2024	2023	Tons	%		2024	2023	Tons	%
	(Tons in millions)					(Tons in millions)
Seaborne Thermal	4.1	4.2	(0.1)	(2)	%	12.2	11.8	0.4	3	%
Seaborne Metallurgical	1.7	1.5	0.2	13	%	5.1	4.8	0.3	6	%
Powder River Basin	22.1	22.7	(0.6)	(3)	%	56.6	63.6	(7.0)	(11)	%
Other U.S. Thermal	4.0	4.2	(0.2)	(5)	%	10.9	12.5	(1.6)	(13)	%
Total tons sold from operating segments	31.9	32.6	(0.7)	(2)	%	84.8	92.7	(7.9)	(9)	%
Corporate and Other	—	—	—	n.m.		0.1	0.3	(0.2)	(67)	%
Total tons sold	31.9	32.6	(0.7)	(2)	%	84.9	93.0	(8.1)	(9)	%

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Supplemental Financial Data

The following table presents supplemental financial data by operating segment:


	Three Months Ended September 30,				Increase (Decrease)				Nine Months Ended September 30,				(Decrease) Increase
	2024		2023		$		%		2024		2023		$		%
Revenue per Ton (1)
Seaborne Thermal	$	76.21	$	71.38	$	4.83	7	%	$	73.99	$	89.06	$	(15.07)	(17)	%
Seaborne Metallurgical	144.60		162.02		(17.42)		(11)	%	154.31		189.50		(35.19)		(19)	%
Powder River Basin	13.84		13.79		0.05		—	%	13.82		13.80		0.02		—	%
Other U.S. Thermal	53.52		53.89		(0.37)		(1)	%	55.92		54.12		1.80		3	%
Costs per Ton (1)(2)
Seaborne Thermal	$	47.01	$	43.68	$	3.33	8	%	$	47.96	$	48.35	$	(0.39)	(1)	%
Seaborne Metallurgical	128.04		110.38		17.66		16	%	126.98		132.74		(5.76)		(4)	%
Powder River Basin	11.50		11.41		0.09		1	%	12.30		11.98		0.32		3	%
Other U.S. Thermal	46.50		42.28		4.22		10	%	45.81		40.92		4.89		12	%
Adjusted EBITDA Margin per Ton (1)(2)
Seaborne Thermal	$	29.20	$	27.70	$	1.50	5	%	$	26.03	$	40.71	$	(14.68)	(36)	%
Seaborne Metallurgical	16.56		51.64		(35.08)		(68)	%	27.33		56.76		(29.43)		(52)	%
Powder River Basin	2.34		2.38		(0.04)		(2)	%	1.52		1.82		(0.30)		(16)	%
Other U.S. Thermal	7.02		11.61		(4.59)		(40)	%	10.11		13.20		(3.09)		(23)	%

(1)This is an operating/statistical measure not recognized in accordance with U.S. GAAP. Refer to the “Reconciliation of Non-GAAP Financial Measures” section below for definitions and reconciliations to the most comparable measures under U.S. GAAP.

(2)Includes revenue-based production taxes and royalties; excludes depreciation, depletion and amortization; asset retirement obligation expenses; selling and administrative expenses; restructuring charges; asset impairment; amortization of take-or-pay contract-based intangibles; insurance recoveries; and certain other costs related to post-mining activities.

Revenue

The following table presents revenue by reporting segment:


	Three Months Ended September 30,				Increase (Decrease) to Revenue				Nine Months Ended September 30,				Decrease to Revenue
	2024		2023		$		%		2024		2023		$		%
	(Dollars in millions)								(Dollars in millions)
Seaborne Thermal	$	313.2	$	297.4	$	15.8	5	%	$	904.6	$	1,043.4	$	(138.8)	(13)	%
Seaborne Metallurgical	242.5		247.0		(4.5)		(2)	%	783.8		907.9		(124.1)		(14)	%
Powder River Basin	305.3		313.0		(7.7)		(2)	%	781.3		878.0		(96.7)		(11)	%
Other U.S. Thermal	216.7		228.2		(11.5)		(5)	%	610.3		677.5		(67.2)		(10)	%
Corporate and Other	10.3		(6.7)		17.0		254	%	33.6		204.9		(171.3)		(84)	%
Revenue	$	1,088.0	$	1,078.9	$	9.1	1	%	$	3,113.6	$	3,711.7	$	(598.1)	(16)	%

Seaborne Thermal. Segment revenue increased during the three months ended September 30, 2024 compared to the same period in the prior year due to favorable mix variances. Segment revenue decreased during the nine months ended September 30, 2024 compared to the same period in the prior year due to unfavorable realized prices ($214.2 million), partially offset by favorable export volume ($75.4 million).

Seaborne Metallurgical. Segment revenue decreased during the three and nine months ended September 30, 2024 compared to the same periods in the prior year due to unfavorable realized prices ($28.1 million and $195.1 million, respectively), partially offset by favorable volume and mix variances ($23.6 million and $71.0 million, respectively).

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Powder River Basin. Segment revenue decreased during the three months ended September 30, 2024 compared to the same period in the prior year due to unfavorable volume. Segment revenue decreased during the nine months ended September 30, 2024 compared to the same period in the prior year due to unfavorable volume ($91.5 million) resulting from decreased demand driven by low natural gas pricing and mild weather and unfavorable realized prices ($6.7 million), partially offset by increased revenue from sales contract cancellation settlements.

Other U.S. Thermal. Segment revenue decreased during the three months ended September 30, 2024 compared to the same period in the prior year primarily due to unfavorable realized prices ($10.9 million) due in part to mix variances. Segment revenue decreased during the nine months ended September 30, 2024 compared to the same period in the prior year due to unfavorable volume ($71.9 million) resulting from decreased demand driven by low natural gas pricing and mild weather and unfavorable realized prices ($10.0 million), partially offset by increased revenue from sales contract cancellation settlements ($14.7 million).

Corporate and Other. Segment revenue increased during the three months ended September 30, 2024 compared to the same period in the prior year due to favorable results from trading activities ($16.4 million). Segment revenue decreased during the nine months ended September 30, 2024 compared to the same period in the prior year due to no unrealized mark-to-market gains from derivative contracts related to forecasted sales in the current year ($159.0 million) as all derivative contracts settled in 2023 and prior year revenue related to the Company’s assignment of rights to its excess port and rail capacity ($19.2 million) as discussed in Note 15. “Other Events” to the accompanying unaudited condensed consolidated financial statements.

Adjusted EBITDA

The following table presents Adjusted EBITDA for each of the Company’s reporting segments:


	Three Months Ended September 30,				Increase (Decrease) to Segment Adjusted EBITDA				Nine Months Ended September 30,				Decrease to Segment Adjusted EBITDA
	2024		2023		$		%		2024		2023		$		%
	(Dollars in millions)								(Dollars in millions)
Seaborne Thermal	$	120.0	$	115.5	$	4.5	4	%	$	318.2	$	477.0	$	(158.8)	(33)	%
Seaborne Metallurgical	27.8		78.6		(50.8)		(65)	%	219.7		271.9		(52.2)		(19)	%
Powder River Basin	51.7		54.1		(2.4)		(4)	%	85.9		116.1		(30.2)		(26)	%
Other U.S. Thermal	28.4		49.1		(20.7)		(42)	%	110.3		165.2		(54.9)		(33)	%
Corporate and Other	(3.1)		(27.3)		24.2		89	%	(39.1)		(11.4)		(27.7)		(243)	%
Adjusted EBITDA (1)	$	224.8	$	270.0	$	(45.2)	(17)	%	$	695.0	$	1,018.8	$	(323.8)	(32)	%

(1)This is a financial measure not recognized in accordance with U.S. GAAP. Refer to the “Reconciliation of Non-GAAP Financial Measures” section below for definitions and reconciliations to the most comparable measures under U.S. GAAP.

Seaborne Thermal. Segment Adjusted EBITDA increased during the three months ended September 30, 2024 compared to the same period in the prior year due to favorable mix variances, partially offset by lower realized prices net of sales price sensitive costs. Segment Adjusted EBITDA decreased during the nine months ended September 30, 2024 compared to the same period in the prior year as a result of lower realized prices net of sales price sensitive costs ($203.3 million), partially offset by favorable volume and mix variances ($39.3 million).

Seaborne Metallurgical. Segment Adjusted EBITDA decreased during the three months ended September 30, 2024 compared to the same period in the prior year due to unfavorable operational costs ($42.2 million) and lower realized prices net of sales price sensitive costs ($26.4 million). These decreases were offset by favorable volume ($20.9 million). Segment Adjusted EBITDA decreased during the nine months ended September 30, 2024 compared to the same period in the prior year due to lower realized prices net of sales price sensitive costs ($164.5 million) and unfavorable operational costs ($92.7 million). These decreases were offset by favorable volume ($104.0 million) driven by increased production from the Shoal Creek Mine following the fire in the first quarter of 2023, despite the lock outages during 2024; and the Shoal Creek insurance recovery ($80.8 million) further discussed in Note 15. “Other Events” in the accompanying unaudited condensed consolidated financial statements

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Powder River Basin. Segment Adjusted EBITDA decreased during the three and nine months ended September 30, 2024 compared to the same periods in the prior year due to increased lease spend ($4.6 million and $10.0 million, respectively), unfavorable volume ($4.0 million and $49.3 million, respectively) and increased overburden removal costs ($3.6 million and $10.9 million, respectively). These decreases were offset by favorable commodity pricing ($7.7 million and $15.6 million, respectively) and lower costs for materials, services, repairs and labor ($6.3 million and $28.5 million, respectively).

Other U.S. Thermal. Segment Adjusted EBITDA decreased during the three and nine months ended September 30, 2024 compared to the same periods in the prior year due to unfavorable volume ($12.2 million and $52.4 million, respectively), lower realized prices net of sales price sensitive costs ($10.5 million and $11.1 million, respectively) and higher costs for materials, services, repairs and labor ($3.7 million and $10.2 million, respectively). These decreases were offset by favorable mine sequencing ($3.5 million and $16.0 million, respectively) and increased sales contract cancellation settlements ($1.6 million and $14.7 million, respectively).

Corporate and Other Adjusted EBITDA. The following table presents a summary of the components of Corporate and Other Adjusted EBITDA:


	Three Months Ended September 30,				(Decrease) Increase to Adjusted EBITDA				Nine Months Ended September 30,				(Decrease) Increase to Adjusted EBITDA
	2024		2023		$		%		2024		2023		$		%
	(Dollars in millions)								(Dollars in millions)
Middlemount (1)	$	1.8	$	7.7	$	(5.9)	(77)	%	$	2.9	$	13.7	$	(10.8)	(79)	%
Resource management activities (2)	2.2		3.1		(0.9)		(29)	%	16.5		11.4		5.1		45	%
Selling and administrative expenses	(20.6)		(21.5)		0.9		4	%	(64.7)		(66.0)		1.3		2	%
Other items, net (3)	13.5		(16.6)		30.1		181	%	6.2		29.5		(23.3)		(79)	%
Corporate and Other Adjusted EBITDA	$	(3.1)	$	(27.3)	$	24.2	89	%	$	(39.1)	$	(11.4)	$	(27.7)	(243)	%

(1)Middlemount’s results are before the impact of related changes in amortization of basis difference.

(2)Includes gains (losses) on certain surplus coal reserve, coal resource and surface land sales and property management costs and revenue.

(3)Includes trading and brokerage activities, costs associated with post-mining activities, gains (losses) on certain asset disposals, minimum charges on certain transportation-related contracts, results from the Company’s equity method investment in R3 Renewables LLC, costs associated with suspended operations including the Centurion Mine, the impact of foreign currency remeasurement and expenses related to the Company’s other commercial activities.

Corporate and Other Adjusted EBITDA increased during the three months ended September 30, 2024 compared to the same period in the prior year due to the favorable net impact of foreign currency rate changes ($17.1 million) and favorable trading results ($14.4 million), partially offset by unfavorable variances in Middlemount’s results driven by lower sales volume and pricing.

Corporate and Other Adjusted EBITDA decreased during the nine months ended September 30, 2024 compared to the same period in the prior year due to prior year revenue related to the Company’s assignment of rights to its excess port and rail capacity ($19.2 million) as discussed in Note 15. “Other Events” to the accompanying unaudited condensed consolidated financial statements; unfavorable trading results ($11.1 million); and unfavorable variances in Middlemount’s results driven by lower sales volume and pricing. These decreases were partially offset by the favorable net impact of foreign currency rate changes ($11.6 million).

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Income From Continuing Operations, Net of Income Taxes

The following table presents income from continuing operations, net of income taxes:


	Three Months Ended September 30,				(Decrease) Increase to Income				Nine Months Ended September 30,				(Decrease) Increase to Income
	2024		2023		$		%		2024		2023		$		%
	(Dollars in millions)								(Dollars in millions)
Adjusted EBITDA (1)	$	224.8	$	270.0	$	(45.2)	(17)	%	$	695.0	$	1,018.8	$	(323.8)	(32)	%
Depreciation, depletion and amortization	(84.7)		(82.3)		(2.4)		(3)	%	(247.4)		(239.2)		(8.2)		(3)	%
Asset retirement obligation expenses	(12.9)		(15.4)		2.5		16	%	(38.7)		(46.3)		7.6		16	%
Restructuring charges	(1.9)		(0.9)		(1.0)		(111)	%	(2.1)		(3.0)		0.9		30	%

Asset impairment	—		—		—		n.m.		—		(2.0)		2.0		100	%
Provision for NARM and Shoal Creek losses	—		(3.3)		3.3		100	%	(3.7)		(37.0)		33.3		90	%
Shoal Creek insurance recovery - property damage	—		—		—		n.m.		28.7		—		28.7		n.m.
Changes in amortization of basis difference related to equity affiliates	0.4		0.5		(0.1)		(20)	%	1.1		1.2		(0.1)		(8)	%
Interest expense, net of capitalized interest	(9.7)		(13.8)		4.1		30	%	(35.1)		(45.5)		10.4		23	%
Net loss on early debt extinguishment	—		—		—		n.m.		—		(8.8)		8.8		100	%
Interest income	17.7		20.3		(2.6)		(13)	%	53.7		56.5		(2.8)		(5)	%

Unrealized gains on derivative contracts related to forecasted sales	—		—		—		n.m.		—		159.0		(159.0)		(100)	%
Unrealized gains (losses) on foreign currency option contracts	3.7		(0.5)		4.2		840	%	0.4		0.1		0.3		300	%
Take-or-pay contract-based intangible recognition	0.8		0.7		0.1		14	%	2.3		1.9		0.4		21	%
Income tax provision	(25.7)		(46.5)		20.8		45	%	(85.2)		(238.7)		153.5		64	%
Income from continuing operations, net of income taxes	$	112.5	$	128.8	$	(16.3)	(13)	%	$	369.0	$	617.0	$	(248.0)	(40)	%

Depreciation, Depletion and Amortization. The following table presents a summary of depreciation, depletion and amortization expense by reporting segment:


	Three Months Ended September 30,				(Decrease) Increase to Income				Nine Months Ended September 30,				(Decrease) Increase to Income
	2024		2023		$		%		2024		2023		$		%
	(Dollars in millions)								(Dollars in millions)
Seaborne Thermal	$	(33.4)	$	(26.1)	$	(7.3)	(28)	%	$	(89.7)	$	(77.5)	$	(12.2)	(16)	%
Seaborne Metallurgical	(19.5)		(23.1)		3.6		16	%	(64.2)		(67.1)		2.9		4	%
Powder River Basin	(14.6)		(13.3)		(1.3)		(10)	%	(39.9)		(35.6)		(4.3)		(12)	%
Other U.S. Thermal	(16.3)		(17.9)		1.6		9	%	(46.9)		(52.7)		5.8		11	%
Corporate and Other	(0.9)		(1.9)		1.0		53	%	(6.7)		(6.3)		(0.4)		(6)	%
Total	$	(84.7)	$	(82.3)	$	(2.4)	(3)	%	$	(247.4)	$	(239.2)	$	(8.2)	(3)	%

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Additionally, the following table presents a summary of the Company’s weighted-average depletion rate per ton for active mines in each of its operating segments:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Seaborne Thermal	$	2.18	$	2.14	$	2.12	$	2.13
Seaborne Metallurgical	1.68		2.29		2.30		2.06
Powder River Basin	0.33		0.31		0.35		0.31
Other U.S. Thermal	1.55		1.23		1.59		1.25

The changes in the weighted-average depletion rate per ton for both the Seaborne Metallurgical and the Other U.S. Thermal segments during the three and nine months ended September 30, 2024 compared to the same periods in the prior year reflect the impact of volume and mix variances across the segments.

Provision for NARM and Shoal Creek Losses. The provision recorded during the prior year periods was for losses related to the events at the NARM and Shoal Creek Mines, as discussed in Note 15. “Other Events” in the accompanying unaudited condensed consolidated financial statements. Incremental repair costs related to the tornado damage at NARM were recorded during the current year.

Shoal Creek Insurance Recovery - Property Damage. During June 2024, the Company reached a settlement with its insurers and various re-insurers related to the Shoal Creek losses and recorded a $109.5 million insurance recovery, as discussed in Note 15. “Other Events” in the accompanying unaudited condensed consolidated financial statements. Of this amount, Adjusted EBITDA excludes an allocated amount applicable to total equipment losses recognized at the time of the insurance recovery, which consisted of $28.7 million recognized during the year ended December 31, 2023. The remaining $80.8 million, applicable to incremental costs and business interruption recoveries, is included in Adjusted EBITDA for the nine months ended September 30, 2024.

Interest Expense, Net of Capitalized Interest. The decrease in expense during the three and nine months ended September 30, 2024 compared to the same periods in the prior year was driven by lower interest and fees for financial assurance instruments and the capitalization of interest related to the redevelopment of the Centurion Mine.

Net Loss on Early Debt Extinguishment. The loss recognized during the prior year was primarily related to the Company’s terminated letter of credit facility as further discussed in Note 12. “Financial Instruments and Other Guarantees” to the accompanying unaudited condensed consolidated financial statements.

Unrealized Gains on Derivative Contracts Related to Forecasted Sales. The prior year unrealized gains primarily relate to mark-to-market activity on derivative contracts related to forecasted coal sales. As further described in Note 6. "Derivatives and Fair Value Measurements" to the Annual Report on Form 10-K for the year ended December 31, 2023, all derivative contracts related to forecasted coal sales settled in 2023.

Income Tax Provision. The decrease in the income tax provision during the three and nine months ended September 30, 2024 compared to the same periods in the prior year was primarily due to lower pretax income. Refer to Note 8. “Income Taxes” to the accompanying unaudited condensed consolidated financial statements for additional information.

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Net Income Attributable to Common Stockholders

The following table presents net income attributable to common stockholders:


	Three Months Ended September 30,				Decrease to Income				Nine Months Ended September 30,				Decrease to Income
	2024		2023		$		%		2024		2023		$		%
	(Dollars in millions)								(Dollars in millions)
Income from continuing operations, net of income taxes	$	112.5	$	128.8	$	(16.3)	(13)	%	$	369.0	$	617.0	$	(248.0)	(40)	%
(Loss) income from discontinued operations, net of income taxes	(1.0)		2.5		(3.5)		(140)	%	(3.3)		(0.1)		(3.2)		(3,200)	%
Net income	111.5		131.3		(19.8)		(15)	%	365.7		616.9		(251.2)		(41)	%
Less: Net income attributable to noncontrolling interests	10.2		11.4		(1.2)		(11)	%	25.4		49.3		(23.9)		(48)	%
Net income attributable to common stockholders	$	101.3	$	119.9	$	(18.6)	(16)	%	$	340.3	$	567.6	$	(227.3)	(40)	%

(Loss) Income from Discontinued Operations, Net of Income Taxes. The decrease in the results from discontinued operations, net of income taxes during the three and nine months ended September 30, 2024 compared to the same periods in the prior year was primarily due to the prior year gain recognized on the settlement of the Patriot federal black lung liabilities.

Net Income Attributable to Noncontrolling Interests. The decrease in the results attributable to noncontrolling interests during the three and nine months ended September 30, 2024 compared to the same periods in the prior year was primarily due to a decline in the financial results of Peabody’s majority-owned Wambo operations in which there is an outside non-controlling interest.

Diluted Earnings per Share (EPS)

The following table presents diluted EPS:


	Three Months Ended September 30,				Decrease to EPS				Nine Months Ended September 30,				Decrease to EPS
	2024		2023		$		%		2024		2023		$		%
Diluted EPS attributable to common stockholders:
Income from continuing operations	$	0.74	$	0.80	$	(0.06)	(8)	%	$	2.47	$	3.68	$	(1.21)	(33)	%
(Loss) income from discontinued operations	—		0.02		(0.02)		(100)	%	(0.03)		—		(0.03)		n.m.
Net income attributable to common stockholders	$	0.74	$	0.82	$	(0.08)	(10)	%	$	2.44	$	3.68	$	(1.24)	(34)	%

Diluted EPS is commensurate with the changes in results from continuing operations and discontinued operations during that period. Diluted EPS reflects weighted average diluted common shares outstanding of 141.6 million and 149.9 million for the three months ended September 30, 2024 and 2023, respectively, and 143.1 million and 156.7 million for the nine months ended September 30, 2024 and 2023, respectively.

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Reconciliation of Non-GAAP Financial Measures

Adjusted EBITDA is defined as income from continuing operations before deducting net interest expense, income taxes, asset retirement obligation expenses and depreciation, depletion and amortization. Adjusted EBITDA is also adjusted for the discrete items that management excluded in analyzing each of its segment’s operating performance, as displayed in the reconciliations below.


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
	(Dollars in millions)
Income from continuing operations, net of income taxes	$	112.5	$	128.8	$	369.0	$	617.0
Depreciation, depletion and amortization	84.7		82.3		247.4		239.2
Asset retirement obligation expenses	12.9		15.4		38.7		46.3
Restructuring charges	1.9		0.9		2.1		3.0
Asset impairment	—		—		—		2.0
Provision for NARM and Shoal Creek losses	—		3.3		3.7		37.0
Shoal Creek insurance recovery - property damage	—		—		(28.7)		—
Changes in amortization of basis difference related to equity affiliates	(0.4)		(0.5)		(1.1)		(1.2)
Interest expense, net of capitalized interest	9.7		13.8		35.1		45.5
Net loss on early debt extinguishment	—		—		—		8.8
Interest income	(17.7)		(20.3)		(53.7)		(56.5)
Unrealized gains on derivative contracts related to forecasted sales	—		—		—		(159.0)
Unrealized (gains) losses on foreign currency option contracts	(3.7)		0.5		(0.4)		(0.1)
Take-or-pay contract-based intangible recognition	(0.8)		(0.7)		(2.3)		(1.9)
Income tax provision	25.7		46.5		85.2		238.7
Total Adjusted EBITDA	$	224.8	$	270.0	$	695.0	$	1,018.8

Total Reporting Segment Costs is defined as operating costs and expenses adjusted for the discrete items that management excluded in analyzing each of its segments’ operating performance, as displayed in the reconciliations below.


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
	(Dollars in millions)
Operating costs and expenses	$	845.8	$	803.7	$	2,463.9	$	2,512.3
Unrealized gains (losses) on foreign currency option contracts	3.7		(0.5)		0.4		0.1
Take-or-pay contract-based intangible recognition	0.8		0.7		2.3		1.9
Net periodic benefit credit, excluding service cost	(10.1)		(10.0)		(30.4)		(29.4)
Total Reporting Segment Costs	$	840.2	$	793.9	$	2,436.2	$	2,484.9

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The following table presents Total Reporting Segment Costs by reporting segment:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
	(Dollars in millions)
Seaborne Thermal	$	193.2	$	181.9	$	586.4	$	566.4
Seaborne Metallurgical	214.7		168.4		644.9		636.0
Powder River Basin	253.6		258.9		695.4		761.9
Other U.S. Thermal	188.3		179.1		500.0		512.3
Corporate and Other	(9.6)		5.6		9.5		8.3
Total Reporting Segment Costs	$	840.2	$	793.9	$	2,436.2	$	2,484.9

Revenue per Ton and Adjusted EBITDA Margin per Ton are equal to revenue by segment and Adjusted EBITDA by segment (excluding insurance recoveries), respectively, divided by segment tons sold. Costs per Ton is equal to Revenue per Ton less Adjusted EBITDA Margin per Ton.

The following tables present tons sold, revenue, Total Reporting Segment Costs and Adjusted EBITDA by operating segment:


	Three Months Ended September 30, 2024
	Seaborne Thermal				Seaborne Metallurgical		Powder River Basin		Other U.S. Thermal
	(Amounts in millions, except per ton data)
Tons sold	4.1				1.7		22.1		4.0

Revenue	$	313.2			$	242.5	$	305.3	$	216.7
Total Reporting Segment Costs	193.2				214.7		253.6		188.3
1,089.9			$	1,059.7

Capital Returns to Shareholders

The Company repurchased approximately 7.7 million shares of its common stock for $180.5 million, including commission fees, and paid dividends of $28.5 million during the nine months ended September 30, 2024.

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. 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. This maximum collateral amount will vary prospectively as bonding levels increase or decrease. The amendment extended the agreement through December 31, 2026. 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 $507.3 million at September 30, 2024. The Company must also maintain a maximum net leverage ratio of 1.5 to 1.0, where the numerator consists of its funded debt, net of cash, and the denominator consists of its Adjusted EBITDA for the trailing twelve months. For purposes of calculating the ratio, only 50% of the outstanding principal amount of the Company’s 3.250% Convertible Senior Notes due March 2028 (the 2028 Convertible Notes) is deemed to be funded debt. The Company’s ability to pay dividends and make share repurchases is also subject to the quarterly minimum liquidity test. The Company is in compliance with such requirements at September 30, 2024.

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. 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. The amendment became effective on April 14, 2023, when the Company terminated a then-existing credit agreement.

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. The agreement requires the Company to provide cash collateral at a level of 103% of the aggregate amount of letters of credit outstanding under the arrangement (limited to $5.0 million total excess collateralization). Outstanding letters of credit bear a fixed fee in the amount of 0.75% per annum. The Company receives a variable deposit rate on the amount of cash collateral posted in support of letters of credit. The agreement has an initial expiration date of December 31, 2025. At September 30, 2024, letters of credit of $116.6 million were outstanding under the agreement, which were collateralized by cash of $120.1 million.

In December 2023, the Company established cash-backed bank guarantee facilities, primarily to support Australian reclamation bonding requirements. 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. At September 30, 2024, the bank guarantee facilities were backed by cash of $187.9 million.

Revolving Credit Facility

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.

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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. 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. 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. Unused capacity under the 2024 Credit Agreement bears a commitment fee of 0.50% per annum.

As of September 30, 2024, the 2024 Credit Agreement had only been utilized for letters of credit, including $98.6 million outstanding as of September 30, 2024. 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 12. “Financial Instruments and Other Guarantees.” Availability under the 2024 Credit Agreement was $221.4 million at September 30, 2024.

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. The 2024 Credit Agreement is secured by substantially all assets of the Company and its U.S. subsidiaries, as well as a pledge of two Australian subsidiaries.

Capital Expenditures

The Company increased its targeted capital expenditures for 2024 from approximately $375 million to $425 million. The increase is primarily driven by the acceleration of the planned capital spend at the Centurion Mine as development rates have advanced ahead of projected timelines and timing of spend at the Wambo Open-Cut Mine.

Indebtedness

The Company’s total indebtedness as of September 30, 2024 and December 31, 2023 is presented in the table below.


Debt Instrument (defined below, as applicable)	September 30, 2024		December 31, 2023
	(Dollars in millions)
3.250% Convertible Senior Notes due March 2028 (2028 Convertible Notes)	$	320.0	$	320.0
Finance lease obligations	25.1		22.3
Less: Debt issuance costs	(6.6)		(8.1)
	338.5		334.2
Less: Current portion of long-term debt	14.8		13.5
Long-term debt	$	323.7	$	320.7

The Company’s indebtedness requires estimated contractual principal and interest payments, assuming interest rates in effect at September 30, 2024, of approximately $8 million in 2024, $20 million in 2025, $17 million in 2026, $13 million in 2027 and $326 million in 2028.

Cash paid for interest, net of capitalized interest related to the Company’s indebtedness and financial assurance instruments amounted to $32.6 million and $56.7 million during the nine months ended September 30, 2024 and 2023, respectively.

2028 Convertible Notes

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.

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The 2028 Convertible Notes will mature on March 1, 2028, unless earlier converted, redeemed or repurchased in accordance with their terms. The 2028 Convertible Notes bear interest at a rate of 3.250% per year, payable semi-annually in arrears on March 1 and September 1 of each year.

Accounts Receivable Securitization Program

As described in Note 12. “Financial Instruments and Other Guarantees” of the accompanying unaudited condensed consolidated financial statements, the Company entered into an accounts receivable securitization program during 2017. The securitization program 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. Funding capacity is limited to the availability of eligible receivables and is accounted for as a secured borrowing. Funding capacity under the program may also be utilized for letters of credit in support of other obligations, which has been the Company’s primary utilization. At September 30, 2024, the Company had no outstanding borrowings and $60.4 million of letters of credit outstanding under the program. The Company was not required to post cash collateral under the securitization program at September 30, 2024.

Covenant Compliance

The Company was compliant with all relevant covenants under its debt and other finance agreements at September 30, 2024.

Cash Flows

The following table summarizes the Company’s cash flows for the nine months ended September 30, 2024 and 2023, as reported in the accompanying unaudited condensed consolidated financial statements. Available Free Cash Flow is a financial measure not recognized in accordance with U.S. GAAP. Refer to the “Reconciliation of Non-GAAP Financial Measures” section above for definitions and reconciliations to the most comparable measures under U.S. GAAP.


	Nine Months Ended September 30,
	2024		2023
	(Dollars in millions)
Net cash provided by operating activities	$	486.7	$	753.1
Net cash used in investing activities	(389.6)		(174.6)
Net cash used in financing activities	(268.8)		(364.5)
Net change in cash, cash equivalents and restricted cash	(171.7)		214.0
Cash, cash equivalents and restricted cash at beginning of period	1,650.2		1,417.6
Cash, cash equivalents and restricted cash at end of period	$	1,478.5	$	1,631.6

Available Free Cash Flow	$	37.6

Operating Activities. The decrease in net cash provided by operating activities for the nine months ended September 30, 2024 compared to the same period in the prior year was driven by a year-over-year decrease in operating cash flow from working capital ($260.9 million), primarily attributable to income tax payments and accruals ($218.8 million) and Shoal Creek inventories build due to the lock outages during 2024 ($61.1 million); the prior year receipt of cash related to variation margin requirements associated with derivative financial instruments ($198.0 million); and lower cash generated from mining operations. These unfavorable variances were partially offset by decreases in cash used for collateral requirements ($289.2 million) and discontinued operations ($74.9 million) primarily related to the prior year use of cash to settle disputed black lung claims.

Investing Activities. The increase in net cash used in investing activities for the nine months ended September 30, 2024 compared to the same period in the prior year was driven by the acquisition of Wards Well ($143.8 million) and higher capital expenditures ($75.3 million).

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Financing Activities. The decrease in net cash used by financing activities for the nine months ended September 30, 2024 compared to the same period in the prior year was primarily driven by decreases in common stock repurchases ($80.9 million) and distributions to noncontrolling interest ($24.1 million), partially offset by an increase in payment of debt issuance and other deferred financing costs ($10.8 million).

Off-Balance-Sheet Arrangements

In the normal course of business, the Company is a party to various guarantees and financial instruments that carry off-balance-sheet risk and are not reflected in the accompanying condensed consolidated balance sheets. Such financial instruments provide support for the Company’s reclamation bonding requirements, lease obligations, insurance policies and various other performance guarantees. The Company periodically evaluates the instruments for on-balance-sheet treatment based on the amount of exposure under the instrument and the likelihood of required performance. 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 condensed consolidated balance sheets.

The following table summarizes the Company’s financial instruments that carry off-balance-sheet risk.


	September 30, 2024
	Reclamation Support		Other Support (1)		Total
	(Dollars in millions)
Surety bonds	$	932.2	$	107.7	$	1,039.9
Letters of credit (2)	55.2		103.8		159.0
	987.4		211.5		1,198.9
Less: Letters of credit in support of surety bonds (3)	(55.2)		(12.4)		(67.6)
Obligations supported, net	$	932.2	$	199.1	$	1,131.3

(2) Amounts do not include cash-collateralized letters of credit.

(3) Certain letters of credit serve as collateral for surety bonds at the request of surety bond providers.

Not presented in the above table is $839.0 million of restricted cash and other balances serving as collateral which are included in the accompanying condensed consolidated balance sheets at September 30, 2024, as described in Note 12. “Financial Instruments and Other Guarantees” of the accompanying unaudited condensed consolidated financial statements. Such collateral is primarily in support of the financial instruments noted above, including in relation to the Company’s surety bond portfolio, its collateralized letter of credit agreement, its bank guarantee facilities and amounts held directly with beneficiaries which are not supported by surety bonds. The restricted cash and collateral balance decreased $118.6 million during the nine months ended September 30, 2024 due to collateral releases related to reductions in reclamation bonding requirements, replacement of cash-collateralized letters of credit with letters of credit under the new revolving credit facility and the impact of foreign currency rate changes.

At September 30, 2024, the Company had total asset retirement obligations of $701.4 million. Bonding requirement amounts may differ significantly from the related asset retirement obligation because such requirements are calculated under the assumption that reclamation begins currently, whereas the Company’s accounting liabilities are discounted from the end of a mine’s economic life (when final reclamation work would begin) to the balance sheet date.

As noted above, the Company’s reclamation bonding requirements decreased during the nine months ended September 30, 2024, primarily due to an approximate $110 million reduction in U.S. reclamation bonding requirements. At September 30, 2024, the Company’s reclamation bonding requirements were supported by approximately $725 million of restricted cash and other balances serving as collateral, which exceeds the financial liability for final mine reclamation as calculated in accordance with U.S. GAAP.

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Critical Accounting Policies and Estimates

The Company’s discussion and analysis of its financial condition, results of operations, liquidity and capital resources is based upon its financial statements, which have been prepared in accordance with U.S. GAAP. The Company is also required under U.S. GAAP to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses and related disclosure of contingent assets and liabilities. On an ongoing basis, the Company evaluates its estimates. The Company bases its estimates on historical experience and on various other assumptions that it believes are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

At September 30, 2024, the Company identified certain assets with an aggregate carrying value of approximately $207 million in its Other U.S. Thermal segment whose recoverability is most sensitive to customer concentration risk.

The Company’s critical accounting policies and estimates are discussed in Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in its Annual Report on Form 10-K for the year ended December 31, 2023. The Company’s critical accounting policies remain unchanged at September 30, 2024, and there have been no material changes in the Company’s critical accounting estimates.

Newly Adopted Accounting Standards and Accounting Standards Not Yet Implemented

See Note 2. “Newly Adopted Accounting Standards and Accounting Standards Not Yet Implemented” to the Company’s unaudited condensed consolidated financial statements for a discussion of newly adopted accounting standards and accounting standards not yet implemented.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Coal Pricing Risk

The Company predominantly manages its commodity price risk for its non-trading, long-term coal contract portfolio through the use of long-term coal supply agreements (those with terms longer than one year) to the extent possible, rather than through the use of derivative instruments. As of September 30, 2024, the Company had approximately 100 million tons of U.S. thermal coal priced and committed for 2024. This includes approximately 85 million tons of PRB coal and 15 million tons of other U.S. thermal coal. The Company has the flexibility to increase volumes should demand warrant. Peabody is estimating full year 2024 thermal coal sales volumes from its Seaborne Thermal segment of 16.0 million to 16.4 million tons comprised of thermal export volume of 10.0 million to 10.4 million tons and domestic volume of 6.0 million tons. Peabody is estimating full year 2024 metallurgical coal sales from its Seaborne Metallurgical segment of 7.2 million to 7.6 million tons. Sales commitments in the metallurgical coal market are typically not long-term in nature, and the Company is therefore subject to fluctuations in market pricing. The Company’s sensitivity to market pricing in thermal coal markets is dependent on the duration of contracts.

As of September 30, 2024, the Company had no coal derivative contracts related to its forecasted sales. Historically, such financial contracts have included futures and forwards.

Foreign Currency Risk

The Company utilizes options and collars to hedge currency risk associated with anticipated Australian dollar operating expenditures. The accounting for these derivatives is discussed in Note 6. “Derivatives and Fair Value Measurements” to the accompanying unaudited condensed consolidated financial statements. As of September 30, 2024, the Company held average rate options with an aggregate notional amount of $531.0 million Australian dollars to hedge currency risk associated with anticipated Australian dollar operating expenditures over the nine-month period ending June 30, 2025. As of September 30, 2024, the Company also held purchased collars with an aggregate notional amount of $468.0 million Australian dollars related to anticipated Australian dollar operating expenditures during the nine-month period ending June 30, 2025. Assuming the Company had no foreign currency hedging instruments in place, its exposure in operating costs and expenses due to a $0.10 change in the Australian dollar/U.S. dollar exchange rate is approximately $205 million to $215 million for the next twelve months. Based upon the Australian dollar/U.S. dollar exchange rate at September 30, 2024, the currency option contracts outstanding at that date would limit the Company’s exposure to approximately $127 million with respect to a $0.10 increase in the exchange rate, while the Company would benefit by approximately $198 million with respect to a $0.10 decrease in the exchange rate for the next twelve months.

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Although Peabody believes its Australian dollar monetary asset position acts as a hedge to lessen the impact on its results from operations, the Company may continue to use options and collars to hedge its cash flow exposure to currency risk associated with anticipated Australian dollar operating expenditures.

Diesel Fuel Price Risk

The Company expects to consume 85 to 95 million gallons of diesel fuel during the next twelve months. A $10 per barrel change in the price of crude oil (the primary component of a refined diesel fuel product) would increase or decrease its annual diesel fuel costs by approximately $21 million based on its expected usage.

As of September 30, 2024, the Company did not have any diesel fuel derivative instruments in place. The Company partially manages the price risk of diesel fuel through the use of cost pass-through contacts with certain customers.

Interest Rate Risk

Peabody’s objectives in managing exposure to interest rate changes are to limit the impact of interest rate changes on earnings and cash flows and to lower overall borrowing costs. Peabody is primarily exposed to interest rate risk as a result of its interest-earning cash balances.

Peabody’s interest-earning cash and restricted cash balances are primarily held in deposit accounts and investments with maturities of three months or less. Therefore, these balances are subject to interest rate fluctuations and could produce less income if interest rates fall. Based upon its interest-earning cash and restricted cash balances at September 30, 2024, a one percentage point decrease in interest rates would result in a decrease of approximately $15 million to interest income for the next twelve months.

Item 4. Controls and Procedures.

The Company’s disclosure controls and procedures are designed to, among other things, provide reasonable assurance that material information, both financial and non-financial, and other information required under the securities laws to be disclosed is accumulated and communicated to senior management, including its principal executive and financial officers, on a timely basis. The Company’s Chief Executive Officer and Chief Financial Officer have evaluated its disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) as of September 30, 2024, and concluded that such controls and procedures were effective to provide reasonable assurance that the desired control objectives were achieved. Additionally, there have been no changes to the Company’s internal control over financial reporting during the most recent fiscal quarter that materially affected, or are reasonably likely to materially affect, its internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

The Company is subject to various legal and regulatory proceedings. For a description of its significant legal proceedings refer to Note 13. “Commitments and Contingencies” to the unaudited condensed consolidated financial statements included in Part I, Item 1. “Financial Statements” of this Quarterly Report, which information is incorporated by reference herein.

Item 1A. Risk Factors.

The Company operates in a rapidly changing environment that involves a number of risks. 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. “Risk Factors” of Part I of its Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on February 23, 2024 and Item 1A. “Risk Factors” of Part II of its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2024 filed with the SEC on August 8, 2024. In addition to the other information set forth in this Quarterly Report, including the information presented in Part I, Item 2. “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.

Factors that could affect the Company’s results or an investment in the Company’s securities include, but are not limited to:

•the Company’s profitability depends upon the prices it receives for its coal;

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•if a substantial number of the Company’s long-term coal supply agreements, including those with its largest customers, terminate, or if the pricing, volumes or other elements of those agreements materially adjust, its revenue and operating profits could suffer if the Company is unable to find alternate buyers willing to purchase its coal on comparable terms to those in its contracts;

•risks inherent to mining could increase the cost of operating the Company’s business, and events and conditions that could occur during the course of its mining operations could have a material adverse impact on the Company;

•the Company’s take-or-pay arrangements could unfavorably affect its profitability;

•the Company may not recover its investments in its mining, exploration and other assets, which may require the Company to recognize impairment charges related to those assets;

•the Company’s ability to operate effectively could be impaired if it loses key personnel or fails to attract qualified personnel;

•the Company could be negatively affected if it fails to maintain satisfactory labor relations;

•the Company could be adversely affected if it fails to appropriately provide financial assurances for its obligations;

•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;

•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;

•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;

•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;

•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;

•the Company’s trading and 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;

•the Company faces numerous uncertainties in estimating its coal reserves and resources and inaccuracies in its estimates could result in lower than expected revenue, higher than expected costs and decreased profitability;

•joint ventures, partnerships or non-managed operations may not be successful and may not comply with the Company’s operating standards;

•the Company’s expenditures for postretirement benefit obligations could be materially higher than it has predicted if its underlying assumptions prove to be incorrect;

•high inflation could continue to result in higher costs and decreased profitability;

•the Company’s business, results of operations, financial condition and prospects could be materially and adversely affected by pandemic or other widespread illnesses and the related effects on public health;

•Peabody is exposed to risks associated with political or international conflicts;

•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;

•Peabody’s information and operational technology systems have been and in the future may be adversely affected by disruptions, damage, failure and risks associated with implementation and integration, including of new technologies;

•the Company is subject to various general operating risks which may be fully or partially outside of its control;

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•the Company may be able to incur more debt, including secured debt, which could increase the risks associated with its indebtedness;

•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;

•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;

•the price of Peabody’s securities may be volatile;

•Peabody’s common stock is subject to dilution and may be subject to further dilution in the future;

•there may be circumstances in which the interests of a significant stockholder could be in conflict with other stakeholders’ interests;

•the future payment of dividends on Peabody’s stock or future repurchases of its stock is dependent on a number of factors and cannot be assured;

•the Company may not be able to fully utilize its deferred tax assets;

•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;

•Peabody’s certificate of incorporation and by-laws include provisions that may discourage a takeover attempt;

•diversity in interpretation and application of accounting literature in the mining industry may impact the Company’s reported financial results; and

•other risks and factors detailed in this report, including, but not limited to, those discussed in “Legal Proceedings,” set forth in Part II, Item 1 of this Quarterly Report on Form 10-Q.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

Share Repurchase Program

On April 17, 2023, the Company announced that its Board of Directors authorized a new share repurchase program (2023 Repurchase Program) authorizing repurchases of up to $1.0 billion of its common stock.

Under the 2023 Repurchase Program, the Company may purchase shares of common stock from time to time at the discretion of management through open market purchases, privately negotiated transactions, block trades, accelerated or other structured share repurchase programs or other means. The amount of any share repurchase transactions is subject to the Company’s annual AFCF. The manner, timing, and pricing of any share repurchase transactions will be based on a variety of factors, including market conditions, applicable legal requirements and alternative opportunities that the Company may have for the use or investment of capital. Through September 30, 2024, the Company had repurchased 23.8 million shares of its common stock under the 2023 Repurchase Program for $530.8 million, which included commissions paid of $0.4 million, leaving $ million available for share repurchase.

Dividends

During the three and nine months ended September 30, 2024, the Company declared dividends per share of $0.075 and $0.225, respectively. On October 31, 2024, the Company declared an additional dividend per share of $0.075 to be paid on December 4, 2024 to shareholders of record as of November 14, 2024. The declaration and payment of dividends and the amount of dividends will depend on the Company’s annual AFCF.

Share Relinquishments

The Company routinely allows employees to relinquish Common Stock to pay estimated taxes upon the vesting of restricted stock units and the payout of performance units that are settled in Common Stock under its equity incentive plans. The value of Common Stock tendered by employees is determined based on the closing price of the Company’s Common Stock on the dates of the respective relinquishments.

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Purchases of Equity Securities

The following table summarizes all share purchases for the three months ended September 30, 2024:


Period	Total Number of Shares Purchased (1)	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Program	Maximum Dollar Value that May Yet Be Used to Repurchase Shares Under the Publicly Announced Program (In millions)
July 1 through July 31, 2024	291	$	23.26	—	$	569.6
August 1 through August 31, 2024	1,057,013	22.50		1,057,013	545.8
September 1 through September 30, 2024	3,374,598	22.56		3,374,598
Total	4,431,902	22.55		4,431,611

(1)Includes shares withheld to cover the withholding taxes upon the vesting of equity awards, which are not part of the publicly announced repurchase programs.

Item 4. Mine Safety Disclosures.

Peabody’s “Safety and Sustainability Management System” has been designed to set clear and consistent expectations for safety, health and environmental stewardship across the Company’s business. It aligns to the National Mining Association’s CORESafety® framework and encompasses three fundamental areas: leadership and organization, risk management and assurance. Peabody also partners with other companies and certain governmental agencies to pursue new technologies that have the potential to improve its safety performance and provide better safety protection for employees.

Peabody continually monitors its safety performance and regulatory compliance. The information concerning mine safety violations or other regulatory matters required by SEC regulations is included in Exhibit 95 to this Quarterly Report on Form 10-Q.

Item 5. Other Information.

or a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as defined in Item 408 of Regulation S-K of the Exchange Act.

Item 6. Exhibits.

See Exhibit Index on following pages.

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EXHIBIT INDEX

The exhibits below are numbered in accordance with the Exhibit Table of Item 601 of Regulation S-K.


Exhibit No.						Description of Exhibit
31.1†						Certification of periodic financial report by the Registrant’s Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2†						Certification of periodic financial report by the Registrant’s Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1†						Certification of periodic financial report pursuant to 18 U.S.C. Section 1350, adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, by the Registrant’s Chief Executive Officer.

32.2†						Certification of periodic financial report pursuant to 18 U.S.C. Section 1350, adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, by the Registrant’s Chief Financial Officer.

95†						Mine Safety Disclosure required by Item 104 of Regulation S-K.

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

101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document

104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

†						Filed herewith.

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SIGNATURE

Pursuant to the requirements 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.

PEABODY ENERGY CORPORATION

Date:

November 8, 2024

By:

/s/ MARK A. SPURBECK

Mark A. Spurbeck

Executive Vice President and Chief Financial Officer
(On behalf of the registrant and as Principal Financial Officer)

PEABODY ENERGY CORP - Quarter Report: 2024 September (Form 10-Q)

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