8-K current report · filed Jun 2, 2026

PEABODY ENERGY CORP (BTU) 8-K Current Report: June 2, 2026

Item 1.01Item 2.03Item 3.02BTU overviewOriginal on SEC EDGAR

Short answer

PEABODY ENERGY CORP (BTU) filed an 8-K current report with the SEC on June 2, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 2.03 (Creation of a Direct Financial Obligation), Item 3.02 (Unregistered Sales of Equity Securities). $250M convertible notes due 2031 at 0.50%, lowering cash interest cost versus conventional debt.

PEABODY ENERGY CORP 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.01 · Entry into a Material Definitive Agreement

  • $250M convertible notes due 2031 at 0.50%, lowering cash interest cost versus conventional debt
  • $241.2M of 2028 notes repurchased for $388.8M cash, using proceeds plus available cash to refinance near-term convertibles
  • Initial conversion price $38.32 per share, a 32.5% premium to Peabody’s $28.9197 stock price
  • $16.7M allocated to capped calls, limiting dilution or excess conversion cash payments below the $50.6095 cap price
  • Notes mature June 1, 2031, with no issuer redemption before June 5, 2029 except cleanup redemption

Item 3.02 · Unregistered Sales of Equity Securities

  • Notes sold privately under Securities Act Section 4(a)(2), limiting public-market access
  • Initial resale restricted to qualified institutional buyers under Rule 144A
  • Notes and potential conversion shares unregistered, requiring registration or exemption for U.S. resale
  • Potential future share issuance could create dilution for existing shareholders

Other items in this filing:

  • Item 2.03: Creation of a Direct Financial Obligation

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