Peabody enters into support agreement with certain creditors for debt relief, debt maturity extension and note exchange offer
ST. LOUIS, December 24, 2020 / PRNewswire / – Peabody (NYSE: BTU) has entered into a transaction support agreement with 100% of its revolving lenders and letter of credit issuers and approximately 65% of its 6,000% senior secured bonds due 2022 , which envisions a comprehensive financing solution to extend certain maturities of Peabody’s debt and provide relief from financial commitments, while maintaining sufficient operating liquidity and financial flexibility.
“Today’s announcement is important to the company as well as to its many stakeholders,” said Peabody President and CEO. Glenn kellow. “The closing of the exchange transaction will provide Peabody with the flexibility to continue to seek operational improvements across our operations as well as to seize potential improvements in the marine and thermal market.”
Pursuant to the Transaction Support Agreement, the creditors have committed, subject to its terms, to support the implementation of an offer to exchange the 2022 Senior Secured Notes for new 2024 Notes at issued by Peabody and certain subsidiaries. The company’s revolving credit lenders have also agreed to convert the existing revolving credit facility into new term loans and a letter of credit facility maturing in December 2024. november 2020, which remains contingent upon Peabody closing the recently initiated proposed exchange transactions.
“We are delighted to have entered into a support agreement with a substantial number of our creditors that lays the financial foundation for our future success and value creation,” said Mark Spurbeck, Executive Vice President and Chief Financial Officer. “This agreement would extend the maturity of our nearest debt to December 2024, eliminate the covenant of net debt from our credit agreement and, with the status quo of the guarantee, provide better visibility on future liquidity needs. “
Following the successful closing of the exchange offer, Peabody’s pro forma capital structure would include $ 1.52 billion of the debt financed and a $ 324 million letter of credit facility.
Peabody will file a Form 8-K with the Securities and Exchange Commission (SEC) regarding the transaction support agreement and related matters. Form 8-K is currently available on PeabodyEnergy.com under “Investor Relations – Presentations” and will be available on the SEC’s website at December 28, 2020. The related investor presentation will also be provided as part of the Form 8-K filing and is currently available on PeabodyEnergy.com under “Investor Relations – Presentations”. Any questions about exchange transactions should be addressed to Lazard or Jones Day.
December 28, 2020 at 10:00 am CST, Peabody will host a conference call to discuss transaction details. Participants can access Peabody’s call at PeabodyEnergy.com or by using the following call numbers:
United States and Canada
1800 849 976
0808 238 9907
All other international participants, please contact Peabody Investor Relations at [email protected] prior to the call to receive your call number.
Peabody (NYSE: BTU) is a leading producer of coal, serving customers in more than 25 countries on six continents. We provide essential products to power basic electricity for emerging and developed countries and create the steel needed to build basic infrastructure. Our commitment to sustainability underpins our business today and helps shape our strategy for the future. For more information, visit PeabodyEnergy.com.
This press release contains forward-looking statements within the meaning of securities laws. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. They often include words or variations of words such as “expects”, “anticipates”, “intention”, “plans”, “believes”, “research”, “estimates”, “projects”, ” forecast ”,“ targets ”,“ would ”,“ will ”,“ should ”,“ objective ”,“ could ”or“ could ”or other similar expressions. Forward-looking statements provide management’s current expectations or forecasts regarding future conditions, events or results. All statements that deal with operating performance, events or developments that Peabody believes will occur in the future are forward-looking statements, including the ability of the company to complete the exchange offer and solicitation. consent and the company’s expectations regarding future liquidity, cash flow, mandatory debt payments and other expenses. They can also include estimates of sales targets, cost savings, capital expenditures, other expense items, actions related to strategic initiatives, demand for the company’s products, liquidity, structure of capital, market shares, industry volume, other financial items, descriptions of management’s plans or objectives for future operations and descriptions of the assumptions underlying any of the items above. All forward-looking statements speak only as of the date they are made and reflect Peabody’s good faith beliefs, assumptions and expectations, but they are not guarantees of future performance or events. Further, Peabody disclaims any obligation to publicly update or revise any forward-looking statement, except as required by law. By their nature, forward-looking statements are subject to risks and uncertainties which could cause actual results to differ materially from those suggested by forward-looking statements. Factors that may cause such differences include, but are not limited to, a variety of economic, competitive and regulatory factors, many of which are beyond Peabody’s control, including the continued impact of the COVID-19 pandemic and factors described in Peabody’s annual report. Report on Form 10-K for the year ended December 31, 2019, and other factors that Peabody may describe from time to time in other filings with the SEC. You can get these documents free of charge from the Peabody website at www.peabodyenergy.com. You should understand that it is not possible to predict or identify all of these factors and, therefore, you should not view such a list as a complete set of all potential risks or uncertainties.
No offer or solicitation
This press release is not intended to and does not constitute an offer to sell or buy, or the solicitation of an offer to sell or buy, or the solicitation of any offers or consents with respect to of any title. No offer, solicitation, purchase or sale will be made in any jurisdiction in which such an offer, solicitation or sale would be illegal before registration or qualification under the securities laws of such jurisdiction. In the case of the Exchange Offer and the Consent Solicitation, the Exchange Offer and the Consent Solicitation are made only pursuant to the Offering Memorandum and the Consent Solicitation Statement, dated of December 24, 2020 (the “Offer Memorandum”) and only to persons and in jurisdictions authorized by applicable law. The Offering Memorandum and other documents relating to the Exchange Offer and the Consent Solicitation will only be distributed to eligible holders of the Company’s 6,000% Senior Secured Notes due 2022 (the “ existing tickets’) who complete and return an eligibility form confirming that they are either (a) a person who is in United States and is (i) a “Qualified Institutional Buyer” as that term is defined in Rule 144A of the Securities Act of 1933, as amended (the “Securities Act”), or (ii) an institutional “Approved Investor” (as of meaning of Rule 501 (a) (1), (2), (3) or (7) under the Securities Act, or (b) a person who is outside United States“and is (i) not a” US person “, as those terms are defined in Rule 902 of the Securities Act, and (ii) a” non-US person “(as defined in the offering memorandum) ( these holders, the “Eligible Holders”). Existing Holders of Notes who wish to obtain and complete an eligibility form should either visit the website for this purpose at https://gbsc-usa.com/eligibility/peabody or call Global Bondholder Services Corporation, the Information Agent and Exchange Agent for the Exchange Offer and Consent Solicitation at (212) 430-3774 (for banks and brokers) or ( 866) 470-4500 (free number). The full terms of the Exchange Offer and the Consent Solicitation are described in the Offering Memorandum.
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