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Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The Company’s discussion and analysis of the year ended December 31, 2023 compared to the year ended December 31, 2022 is included herein. For discussion and analysis of the year ended December 31, 2022 compared to the year ended December 31, 2021, please refer to Item 7 of Part II, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Peabody’s Annual Report on Form 10-K for the year ended December 31, 2022, which was filed with the SEC on February 24, 2023 and is incorporated by reference herein.

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Non-GAAP Financial Measures

The following discussion of Peabody’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 management as the primary metric to measure each of its 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 Peabody’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 7.

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.

Peabody 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 7 for definitions and reconciliations to the most comparable measures under U.S. GAAP.

Overview

In 2023, Peabody produced and sold 126.7 million and 126.2 million tons of coal, respectively, from continuing operations.

As of December 31, 2023, 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.

The business of the Company’s seaborne operating platform is primarily export focused with customers spread across several countries, with a portion of its thermal and metallurgical coal sold within Australia. Generally, revenue from individual countries vary year by year based on electricity and steel demand, the strength of the global economy, governmental policies and several other factors, including those specific to each country. The Company classifies its seaborne mines within the Seaborne Thermal or Seaborne Metallurgical segments based on the primary customer base and coal reserve type of each mining operation. A small portion of the coal mined by the Seaborne Thermal segment is of a metallurgical grade. Similarly, a small portion of the coal mined by the Seaborne Metallurgical segment is of a thermal grade. Additionally, the Company may market some of its metallurgical coal products as a thermal coal product from time to time depending on market conditions.

The Company’s Seaborne Thermal operations consist of mines in New South Wales, Australia. The mines in that segment utilize both surface and underground extraction processes to mine low-sulfur, high Btu thermal coal.

The Company’s Seaborne Metallurgical operations consist of mines in Queensland, Australia, one in New South Wales, Australia and one in Alabama, USA. The mines in that segment utilize both surface and underground extraction processes to mine various qualities of metallurgical coal. The metallurgical coal qualities include hard coking coal, semi-hard coking coal, semi-soft coking coal and pulverized coal injection coal.

The principal business of the Company’s thermal operating segments in the U.S. is the mining, preparation and sale of thermal coal, sold primarily to electric utilities in the U.S. under long-term contracts, with a relatively small portion sold as international exports as conditions warrant. The Company’s Powder River Basin operations consist of its mines in Wyoming. The mines in that segment are characterized by surface mining extraction processes, coal with a lower sulfur content and Btu and higher customer transportation costs (due to longer shipping distances). The Company’s Other U.S. Thermal operations reflect the aggregation of its Illinois, Indiana, New Mexico and Colorado mining operations. The mines in that segment are characterized by a mix of surface and underground mining extraction processes, coal with a higher sulfur content and Btu and lower customer transportation costs (due to shorter shipping distances). Geologically, the Company’s Powder River Basin operations mine sub-bituminous coal deposits and its Other U.S. Thermal operations mine both bituminous and sub-bituminous coal deposits.

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The Company’s Corporate and Other segment includes selling and administrative expenses, results from equity affiliates, corporate hedging activities, trading and brokerage activities, minimum charges on certain transportation-related contracts, the closure of inactive mining sites and certain commercial matters.

Resource Management. As of December 31, 2023, Peabody controlled approximately 2.1 billion tons of proven and probable coal reserves, 2.7 billion tons of coal resources and approximately 350,000 acres of surface property through ownership and lease agreements. The Company has an ongoing asset optimization program whereby its property management group regularly reviews these coal reserves, coal resources and surface properties for opportunities to generate earnings and cash flow through the sale or exchange of non-strategic coal reserves, coal resources and surface lands. These surface lands include acres where Peabody has completed post-mining reclamation. In addition, the Company generates revenue through royalties from coal reserves and oil and gas rights leased to third parties, farm income from surface lands under third-party contracts and lease income from surface lands under contracts with renewable energy ventures.

Middlemount Mine. Peabody owns a 50% equity interest in Middlemount, which owns the Middlemount Mine in Queensland, Australia. The mine predominantly produces semi-hard coking coal and low-volatile pulverized coal injection (LV PCI) coal for sale into seaborne coal markets through Abbot Point Coal Terminal, with some capacity also secured at Dalrymple Bay Coal Terminal. Mining operations first commenced at the Middlemount Mine in late 2011. During the years ended December 31, 2023 and 2022, the mine sold 1.2 million and 1.6 million tons of coal, respectively (on a 50% basis).

Summary

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 year ended December 31, 2023 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 year ended December 31, 2023 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 year ended December 31, 2023 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.

(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 have been impacted by the ongoing geopolitical events, including the Russian-Ukrainian conflict. Furthermore, inflationary pressures and supply chain constraints contributed to rising costs during the twelve months ended December 31, 2023. While supply chain constraints eased and inflation somewhat moderated in 2023, future periods could continue to be impacted. As future developments related to geopolitical conflict, supply chain disruptions and rising inflation are unknown, the global coal industry data for the twelve months ended December 31, 2023 presented herein may not be indicative of their ultimate impacts.

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Within the seaborne metallurgical coal market, the volatility which characterized the first nine months of 2023 continued during the balance of the year. Excluding China, the steel sector showed positive growth in crude steel output during the three months ended December 31, 2023, led mainly by India and its ongoing strong economic expansion. Total crude steel output during the period, however, contracted because of a sharp decline in Chinese production where steel producers reported thin margins and slower domestic demand. Metallurgical coal prices contracted over the three months ended December 31, 2023, however supply constraints for premium material, especially in Australia due to weather disruptions, did provide support to the price of premium hard coking coals that are usually core to steel maker’s metallurgical coal requirements. In comparison, non-premium coals such as pulverized coal injection coal and semi soft coking coals observed more substantial price decreases. The seaborne metallurgical coal market is expected to remain volatile in the near term, influenced by both the availability of premium quality export coals and the economic performance of China, India and elsewhere.

Within the seaborne thermal coal market, seasonal demand trends and increased rates of Australian exports contributed to global thermal coal prices becoming rangebound during the three months ended December 31, 2023. In China, despite domestic coal production and renewable generation being strong through the twelve months ended December 31, 2023, a record quantity of imports were observed during the same period lending support to seaborne thermal market growth and price stability year-over-year. Overall, global thermal coal markets remain turbulent amid ample supply and seasonal demand requirements, as well as volatile global markets for oil and natural gas.

In the United States, overall electricity demand decreased approximately 1% year-over-year, negatively impacted by weather. During the year ended December 31, 2023, electricity generation from thermal coal has declined year-over-year due to low natural gas prices and stronger renewable generation despite lower overall electricity demand. Coal’s share of electricity generation has declined to approximately 16% for the year ended December 31, 2023, while wind and solar’s combined generation share has increased to 16% and the share of natural gas generation has increased to 42%. While coal inventories slightly recovered over the summer, this trend reversed and stock levels ended the year approximately 45% higher than the levels at the end of 2022. During the year ended December 31, 2023, utility consumption of PRB coal declined approximately 18% compared to the prior year period.

Department of Labor Settlement

On August 8, 2023, the Company entered into a settlement agreement with the U.S. Department of Labor to resolve a liability dispute regarding the federal black lung claims of the Company’s previously divested legacy operations of Patriot Coal Corporation and certain of its wholly-owned subsidiaries (Patriot). In accordance with the settlement agreement, the Company paid $72.0 million to settle the Patriot federal black lung claims, with the exception of approximately $4.2 million of certain claims for attorney’s fees and additional compensation due to claimants not paid during appeal. As a result of the settlement, the Company recognized a $3.9 million gain within “(Loss) income from discontinued operations, net of income taxes” during the year ended December 31, 2023.

Surety Agreement Amendment and Shareholder Return Program

On April 14, 2023, the Company amended its existing agreement with the providers of its surety bond portfolio, dated November 6, 2020. Under the agreement, the Company was required to post collateral on a periodic basis. Pursuant to the amendment, the Company and its surety bond providers agreed to (i) establish a combined maximum collateral cap, (ii) remove the restrictions on shareholder returns contained in the original agreement, subject to a minimum liquidity threshold, and (iii) extend the expiration date of the existing agreement from December 31, 2025 to December 31, 2026. Peabody also terminated the then-existing letter of credit facility which was previously used primarily for surety collateral, further reducing interest costs and increasing financial flexibility.

On April 17, 2023, the Company announced that its Board approved a new shareholder return framework which includes a share repurchase plan, a fixed quarterly cash dividend and a variable quarterly cash dividend component. The Board also approved a new share repurchase program authorizing repurchases up to $1.0 billion of the Company’s common stock.

Refer to the “Liquidity and Capital Resources” section contained within this Item 7 for a further discussion of the surety agreement amendment.

Other

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. In November 2023, longwall coal production commenced in a new area of the mine.

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During the year ended December 31, 2023, the Company recorded a provision for loss of $28.7 million related to the fire. The provision includes $17.8 million related to longwall development and other costs and $10.9 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 $125 million above a $50 million deductible.

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 year ended December 31, 2023, the Company recorded a provision for loss of $12.2 million related to the tornado damage. The combined provision includes $4.0 million for materials and supplies inventories, $1.0 million for buildings and equipment and $7.2 million for incremental repair costs. The Company anticipates that incremental repair costs will continue to be recorded in early 2024.

The Company entered into a definitive agreement dated October 26, 2023, with Stanmore SMC Pty Ltd (Stanmore) to acquire the southern part of Stanmore’s Wards Well tenements (Wards Well area) which are adjacent to the Company’s Centurion Mine in Queensland, Australia. The acquisition terms include cash consideration of $136 million and a contingent royalty of up to $200 million. The royalty will only be payable once the Company has recovered its investment and development costs of the Wards Well area and if the average sales price achieved exceeds certain thresholds. No royalty is payable if the Company does not commence mining in the Wards Well area. Completion of the transaction is subject to the satisfaction of certain conditions, including regulatory approvals.

Results of Operations

Year Ended December 31, 2023 Compared to Year Ended December 31, 2022

The decrease in income from continuing operations, net of income taxes for the year ended December 31, 2023 compared to the prior year ($501.4 million) was primarily driven by a higher income tax provision ($347.6 million); decreased results from equity affiliates ($124.3 million); higher operating costs and expenses ($94.3 million), which reflect increased sales price sensitive costs and inflationary pressures for commodities, materials, services, repairs and labor; and a provision of $40.9 million related to the losses at NARM and Shoal Creek. These unfavorable variances were partially offset by lower net interest expense ($188.0 million).

Revenue for the year ended December 31, 2023 was comparatively flat compared to the prior year. Lower revenue from the operating segments ($262.3 million) driven by decreases in seaborne coal pricing, were offset by net unrealized mark-to-market gains on derivative contracts related to forecasted coal sales ($194.8 million) and revenue related to the Company’s assignment of rights to its excess port and rail capacity ($25.9 million).

Adjusted EBITDA for the year ended December 31, 2023 reflected a year-over-year decrease of $480.8 million.

Tons Sold

The following table presents tons sold by operating segment:

(Decrease) Increase

Year Ended December 31, to Volumes

(Tons in millions)

Total tons sold from operating segments 125.8 123.2 2.6 2.1 %

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Supplemental Financial Data

The following table presents supplemental financial data by operating segment:

Year Ended December 31, (Decrease) Increase

Revenue per Ton - Mining Operations (1)

Costs per Ton - Mining Operations (1) (2)

Adjusted EBITDA Margin per Ton - Mining Operations (1) (2)

(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; and certain other costs related to post-mining activities.

Revenue

The following table presents revenue by reporting segment:

(Decrease) Increase

Year Ended December 31, to Revenue

(Dollars in millions)

Seaborne Thermal. The decrease in segment revenue during the year ended December 31, 2023 compared to the prior year was due to unfavorable realized prices ($273.2 million) driven by an approximately 20% decrease in export pricing, offset by favorable export volumes ($257.3 million).

Seaborne Metallurgical. Segment revenue decreased during the year ended December 31, 2023 compared to the prior year due to unfavorable realized prices ($324.8 million) and unfavorable volumes from the Shoal Creek Mine resulting from the fire in the first quarter of 2023 ($122.9 million), partially offset by favorable volumes from the Australian operations ($132.7 million).

Powder River Basin. Segment revenue increased during the year ended December 31, 2023 compared to the prior year due to favorable realized prices ($74.1 million) and favorable volumes ($58.5 million) resulting from improved rail performance.

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Other U.S. Thermal. The decrease in segment revenue during the year ended December 31, 2023 compared to the prior year was due to unfavorable volumes ($107.2 million) resulting from decreased demand, offset by favorable realized prices ($43.2 million).

Corporate and Other. Segment revenue increased during the year ended December 31, 2023 compared to the prior year due to net unrealized mark-to-market gains on derivative contracts related to forecasted coal sales in the current year compared to net unrealized mark-to-market losses in the prior year ($194.8 million) and revenue related to the Company’s assignment of rights to its excess port and rail capacity ($25.9 million).

Adjusted EBITDA

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

(Decrease) Increase to

Year Ended December 31, Adjusted EBITDA

(Dollars in millions)

(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 decreased during the year ended December 31, 2023 compared to the same period in the prior year as a result of lower realized prices net of sales sensitive costs ($248.7 million) and unfavorable operational costs ($55.7 million) resulting from higher costs for repairs, maintenance and labor. The decreases were offset by favorable export volumes ($228.1 million).

Seaborne Metallurgical. Segment Adjusted EBITDA decreased during the year ended December 31, 2023 compared to the same period in the prior year due to lower realized prices net of sales sensitive costs ($285.4 million) and unfavorable operational costs ($54.0 million) resulting from higher costs for repairs, maintenance and labor at the Australian operations.

Powder River Basin. Segment Adjusted EBITDA increased during the year ended December 31, 2023 compared to the same period in the prior year as a result of favorable commodity pricing and usage ($33.4 million); favorable volumes ($24.7 million); higher realized prices net of sales sensitive costs ($19.1 million); and decreased overburden removal costs ($14.5 million). The increases were partially offset by higher costs for materials, services, repairs and labor ($9.4 million) due in part to timing, increased repairs for an aging equipment fleet and inflationary pressures on materials and services.

Other U.S. Thermal. Segment Adjusted EBITDA decreased during the year ended December 31, 2023 compared to the same period in the prior year due to unfavorable volumes ($76.8 million) and higher costs for labor ($14.2 million) due in part to increased headcounts. These decreases were offset by higher realized prices net of sales sensitive costs ($32.3 million) and favorable commodity pricing ($19.4 million).

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

(Decrease) Increase

Year Ended December 31, to Income

(Dollars in millions)

Selling and administrative expenses (90.7) (88.8) (1.9) (2.1) %

(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, costs associated with suspended operations including the Centurion Mine and expenses related to the Company’s other commercial activities.

Corporate and Other Adjusted EBITDA decreased during the year ended December 31, 2023 compared to the same period in the prior year due to unfavorable variances in Middlemount’s results driven by a 30% decrease in sales pricing and lower sales volumes, offset by revenue related to the Company’s assignment of rights to its excess port and rail capacity ($25.9 million).

Income From Continuing Operations, Net of Income Taxes

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

(Decrease) Increase to Income

Year Ended December 31,

(Dollars in millions)

Depreciation, depletion and amortization (321.4) (317.6) (3.8) (1.2) %

Asset retirement obligation expenses (50.5) (49.4) (1.1) (2.2) %

Restructuring charges (3.3) (2.9) (0.4) (13.8) %

Provision for NARM and Shoal Creek losses (40.9) — (40.9) n.m.

Net loss on early debt extinguishment (8.8) (57.9) 49.1 84.8 %

Take-or-pay contract-based intangible recognition 2.5 2.8 (0.3) (10.7) %

(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.

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

Increase (Decrease)

Year Ended December 31, to Income

(Dollars in millions)

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:

Year Ended December 31,

Seaborne Metallurgical 2.16 2.55

The decreases in the weighted-average depletion rate per ton for both the Seaborne Thermal and the Seaborne Metallurgical segments during the year ended December 31, 2023 compared to the same period in the prior year reflects the impact of volume and mix variances across the segment.

Asset Impairment. The Company recognized $2.0 million in aggregate asset impairment charges during the year ended December 31, 2023 related to an investment in equity securities. Aggregate asset impairment charges of $11.2 million recognized during the prior year were related to the sale of certain land interests and an investment in equity securities. Refer to Note 3. “Asset Impairment” to the accompanying consolidated financial statements for further information regarding the nature and composition of those charges, which information is incorporated herein by reference.

Provision for NARM and Shoal Creek Losses. A provision of $40.9 million was recorded during the year ended December 31, 2023 for losses and ongoing incremental repair costs related to the events at NARM and the Shoal Creek Mine, as discussed in Note 17. “Other Events” to the accompanying consolidated financial statements.

Interest Expense. The decrease in interest expense during the year ended December 31, 2023 compared to the prior year primarily reflects debt retirements completed by the Company during 2022 as further described in Note 10. “Long-term Debt” to the accompanying consolidated financial statements.

Net Loss on Early Debt Extinguishment. The net loss on early debt extinguishment recognized during the year ended December 31, 2023 was primarily related to the Company’s terminated letter of credit facility, as further discussed in Note 20. “Financial Instruments, Guarantees With Off-Balance-Sheet Risk and Other Guarantees” to the accompanying consolidated financial statements. The net loss on early debt extinguishment recognized during the prior year was primarily related to the redemption of existing notes, as further discussed in Note 10. “Long-term Debt” to the accompanying consolidated financial statements.

Interest Income. The increase in interest income during the year ended December 31, 2023 compared to the prior year was primarily due to higher cash balances, including restricted cash balances on which the Company earns interest, and higher interest rates in the current year.

Net Mark-to-Market Adjustment on Actuarially Determined Liabilities. The gain recorded during the year ended December 31, 2023 was driven by the favorable impacts of changes for the postretirement benefit plans related to updated claims experience ($5.4 million) and mark-to-market gains on pension and postretirement benefit plan assets ($3.9 million). These increases were offset by decreases to the discount rates for all actuarially determined liabilities ($6.4 million) and a negative adjustment related to Peabody’s black lung liabilities ($2.6 million).

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The gain recorded during the year ended December 31, 2022 was driven by increases to the discount rates for actuarially determined liabilities ($190.1 million) and the favorable impacts of changes for the postretirement benefit plans related to updated claims experience ($28.6 million). These increases were offset by mark-to-market losses on pension and postretirement benefit plan assets ($162.1 million); the unfavorable impact of the premium paid for the purchase of a buy-in group annuity contract for a qualified pension plan ($17.6 million) and the unfavorable impacts of medical trend updates for the postretirement benefit plans ($15.7 million).

Unrealized Gains (Losses) on Derivative Contracts Related to Forecasted Sales. Unrealized gains (losses) primarily relate to mark-to-market activity on derivative contracts related to forecasted coal sales. For additional information, refer to Note 6. “Derivatives and Fair Value Measurements” to the accompanying consolidated financial statements.

Unrealized Gains (Losses) on Foreign Currency Option Contracts. Unrealized gains (losses) primarily relate to mark-to-market activity on foreign currency option contracts. For additional information, refer to Note 6. “Derivatives and Fair Value Measurements” to the accompanying consolidated financial statements.

Income Tax (Provision) Benefit. The income tax provision recorded during the year ended December 31, 2023 was primarily due to no valuation allowance offsetting earnings in Australia in the current year, whereas the prior year income tax benefit was driven by the release of the valuation allowance related to Australian NOLs. Refer to Note 8. “Income Taxes” to the accompanying consolidated financial statements for additional information.

Net Income Attributable to Common Stockholders

The following table presents net income attributable to common stockholders:

(Decrease) Increase

Year Ended December 31, to Income

(Dollars in millions)

Less: Net income attributable to noncontrolling interests 56.0 22.0 34.0 154.5 %

Net Income Attributable to Noncontrolling Interests. The increase in net income attributable to noncontrolling interests during the year ended December 31, 2023 compared to the prior year period was primarily due to stronger financial results of Peabody’s majority-owned Wambo operations in which there is an outside non-controlling interest.

Diluted EPS

The following table presents diluted EPS:

Decrease to

Year Ended December 31, EPS

Diluted EPS attributable to common stockholders:

Income from continuing operations $ 5.00 $ 8.29 $ (3.29) (39.7) %

Income from discontinued operations — 0.02 (0.02) (100.0) %

Net income attributable to common stockholders $ 5.00 $ 8.31 $ (3.31) (39.8) %

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 154.3 million and 157.2 million for the years ended December 31, 2023 and 2022, 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.

Year Ended December 31,

(Dollars in millions)

Income from continuing operations, net of income taxes $ 816.0 $ 1,317.4

Depreciation, depletion and amortization 321.4 317.6

Asset retirement obligation expenses 50.5 49.4

Restructuring charges 3.3 2.9

Provision for NARM and Shoal Creek losses 40.9 —

Net loss on early debt extinguishment 8.8 57.9

Net mark-to-market adjustment on actuarially determined liabilities (0.3) (27.8)

Unrealized (gains) losses on foreign currency option contracts (7.4) 2.3

Take-or-pay contract-based intangible recognition (2.5) (2.8)

Income tax provision (benefit) 308.8 (38.8)

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:

Year Ended December 31,

(Dollars in millions)

Unrealized gains (losses) on foreign currency option contracts 7.4 (2.3)

Take-or-pay contract-based intangible recognition 2.5 2.8

Net periodic benefit credit, excluding service cost (41.6) (49.0)

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

Year Ended December 31,

(Dollars in millions)

Corporate and Other 11.6 2.0

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

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

Seaborne Thermal Seaborne Metallurgical Powder River Basin Other U.S. Thermal

(Amounts in millions, except per ton data)

Seaborne Thermal Seaborne Metallurgical Powder River Basin Other U.S. Thermal

(Amounts in millions, except per ton data)

Available Free Cash Flow is defined as operating cash flow minus investing cash flow and distributions to noncontrolling interests; plus/minus changes to restricted cash and collateral (excluding one-time effects of the recent surety agreement amendment) and other anticipated expenditures. See the table below for a reconciliation of Available Free Cash Flow to its most comparable measure under U.S. GAAP.

(Dollars in millions)

Net cash provided by operating activities $ 1,035.5

- Net cash used in investing activities (342.6)

- Distributions to noncontrolling interests (59.0)

+/- Changes to restricted cash and collateral 90.2

- Anticipated expenditures or other requirements —

Available Free Cash Flow $ 724.1

Liquidity and Capital Resources

Overview

The Company’s primary source of cash is proceeds from the sale of its coal production to customers. The Company has also generated cash from the sale of non-strategic assets, including coal reserves, coal resources and surface lands, and, from time to time, borrowings under its credit facilities and the issuance of securities. The Company’s primary uses of cash include the cash costs of coal production, capital expenditures, coal reserve lease and royalty payments, debt service costs, finance and operating lease payments, postretirement plans, take-or-pay obligations, post-mining reclamation obligations, collateral and margining requirements, dividends, share repurchases and selling and administrative expenses. The Company has also used cash for early debt retirements.

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Any future determinations to return capital to stockholders, such as dividends or share repurchases will depend on a variety of factors, including the Company’s net income or other sources of cash, liquidity position and potential alternative uses of cash, such as internal development projects or acquisitions, as well as economic conditions and expected future financial results. The Company’s ability to early retire debt, declare dividends or repurchase shares in the future will depend on its future financial performance, which in turn depends on the successful implementation of its strategy and on financial, competitive, regulatory, technical and other factors, general economic conditions, demand for and selling prices of coal and other factors specific to its industry, many of which are beyond the Company’s control.

Liquidity

As of December 31, 2023, the Company’s cash and cash equivalents balances totaled $969.3 million, including approximately $553 million held by Australian subsidiaries, approximately $400 million held by U.S. subsidiaries and the remainder held by other foreign subsidiaries in accounts predominantly domiciled in the U.S. A significant majority of the cash held by the Company’s foreign subsidiaries is denominated in U.S. dollars. This cash is generally used to support non-U.S. liquidity needs, including capital and operating expenditures in Australia. From time to time, the Company may repatriate excess cash from its foreign subsidiaries to the U.S. During the year ended December 31, 2023, the Company repatriated approximately $250 million through intercompany dividends. If additional foreign-held cash is repatriated in the future, the Company does not expect restrictions or potential taxes will have a material effect to its near-term liquidity.

The Company’s available liquidity decreased from $1,317.8 million as of December 31, 2022 to $1,059.7 million as of December 31, 2023. Available liquidity was comprised of the following:

December 31,

(Dollars in millions)

Credit facility availability — 3.5

Accounts receivable securitization program availability 90.4 7.0

Capital Returns to Shareholders

The Company repurchased approximately 16.1 million shares of its common stock for $350.3 million and paid dividends of $30.6 million during the year ended December 31, 2023.

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 agreement, the Company was required to post collateral on a periodic basis through December 31, 2025. Prior to the April 2023 amendment, the Company had posted cumulative collateral of $557.8 million, primarily in the form of letters of credit.

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 represented a negotiated increase from the uncapped cumulative collateral amount prior to the amendment and will vary prospectively as bonding levels increase or decrease. The amendment also removed restrictions on the payment of dividends and share repurchases, and extended the agreement through December 31, 2026. In order to maintain the new maximum collateral standstill, 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 $555.2 million at December 31, 2023. 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, which commenced for the second quarter of 2023. The Company granted second liens on $200.0 million of mining equipment under the original agreement, which remain in force under the April 2023 amendment.

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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 which, as amended, provided for $237.2 million of capacity for irrevocable standby letters of credit (LC Facility). The $223.8 million of letters of credit that were outstanding under the LC Facility at March 31, 2023 were cancelled upon its termination and, in certain cases, replaced by cash-collateralized letters of credit or letters of credit issued under the Company’s accounts receivable securitization program.

At December 31, 2023 the Company had restricted cash and collateral of $957.6 million.

Collateralized Letter of Credit Agreement

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 December 31, 2023, letters of credit of $167.0 million were outstanding under the agreement, which were collateralized by cash of $172.0 million.

Margin Requirements

From time to time, the Company enters into hedging arrangements, including economic hedging arrangements, to manage various risks, including coal price volatility. Most hedging arrangements require the Company to post margin with its clearing broker based on the value of the related instruments and other credit factors. If the fair value of its exchange-cleared hedge portfolio moves significantly, the Company could be required to post additional margin, which could negatively impact its liquidity.

During the year ended December 31, 2023, the Company’s coal derivative contracts with margin requirements were settled and margin postings declined from $255.5 million at December 31, 2022 to zero at December 31, 2023.

Revolving Credit Facility

On January 18, 2024, 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.

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.

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.

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Indebtedness

The Company’s total indebtedness as of December 31, 2023 and 2022 is presented in the table below.

December 31,

Debt Instrument (defined below, as applicable) 2023 2022

(Dollars in millions)

Finance lease obligations 22.3 23.6

Less: Debt issuance costs (8.1) (9.8)

Less: Current portion of long-term debt 13.5 13.2

During 2022, the Company utilized various methods allowable or required under its then-existing debt agreements to retire all of its senior secured long-term debt, leaving only its 2028 Convertible Notes, which are further described below, and various finance lease obligations outstanding at December 31, 2022.

The Company’s remaining indebtedness requires estimated contractual principal and interest payments, assuming interest rates in effect at December 31, 2023, of approximately $25 million in 2024, $16 million in 2025, $13 million in 2026, $12 million in 2027 and $325 million in 2028.

Cash interest payments amounted to $61.9 million, $118.5 million and $174.9 million during the years ended December 31, 2023, 2022, and 2021, respectively.

3.250% Convertible Senior Notes due 2028

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.

The Company used the proceeds of the offering of the 2028 Convertible Notes and available cash to redeem $62.6 million of senior secured notes maturing in 2024 and $257.4 million of senior secured notes maturing in 2025, and to pay related premiums, fees and expenses relating to the offering and redemptions.

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.

During the fourth quarter of 2022, the Company’s reported common stock prices prompted the conversion feature of the 2028 Convertible Notes. As a result, the 2028 Convertible Notes were convertible at the option of the holders during the first quarter of 2023. However, the Company did not receive any conversion requests.

During the year ended December 31, 2023, 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 remainder of 2023, and will not be similarly convertible during the first quarter of 2024.

LC Facility

The now-terminated LC Facility had an original capacity of $324.0 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 $65.0 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.

Covenant Compliance

The Company was compliant with all relevant covenants under its debt and other finance agreements at December 31, 2023. The April 2023 termination of the Company’s then-existing credit agreement and related letter of credit facility, as described in Note 20. “Financial Instruments, Guarantees With Off-Balance-Sheet Risk and Other Guarantees” of the accompanying consolidated financial statements, eliminated the related compliance requirements as of March 31, 2023 and prospectively.

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Accounts Receivable Securitization Program

As described in Note 20. “Financial Instruments, Guarantees With Off-Balance-Sheet Risk and Other Guarantees” of the accompanying 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. 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 December 31, 2023, the Company had no outstanding borrowings and $108.1 million of letters of credit outstanding under the program, which were primarily in support of portions of the Company’s reclamation obligations. The Company was not required to post cash collateral under the securitization program at December 31, 2023.

Capital Expenditures

For 2024, the Company is targeting total capital expenditures of approximately $375 million. Approximately $235 million of such amount is appropriated to major projects and growth capital expenditures, including approximately $150 million for the redevelopment of the Company’s Centurion Mine.

Wards Well Acquisition

The Company anticipates closing the previously announced acquisition of the Wards Well area for approximately $136 million of cash consideration in 2024.

Other Requirements

The Company will incur significant future cash outflows for certain liabilities related to its prior mining activities and former employees. Such cash flows pertain to postretirement benefit plans, work-related injuries and illnesses, defined benefit pension plans, mine reclamation and end-of-mine closure costs and exploration obligations and are estimated to amount to approximately $105 million in 2024, $80 million in 2025, $90 million in 2026, $85 million in 2027, $100 million in 2028 and $1,275 million thereafter.

The Company has various short- and long-term take-or-pay arrangements in Australia and the U.S. associated with rail and port commitments for the delivery of coal, including amounts relating to export facilities. The estimated future cash flows associated with such arrangements are approximately $103 million in 2024, $100 million in 2025, $100 million in 2026, $100 million in 2027, $100 million in 2028 and $685 million thereafter.

The Company’s operating lease commitments, excluding potential contingent rental amounts, will require cash payments of approximately $19 million in 2024, $15 million in 2025, $15 million in 2026, $13 million in 2027, $8 million in 2028 and $4 million thereafter.

Cash Flows

The following table summarizes the Company’s cash flows for the years ended December 31, 2023 and 2022, as reported in the accompanying 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.

Year Ended December 31,

(Dollars in millions)

Net cash provided by operating activities $ 1,035.5 $ 1,173.6

Net cash used in investing activities (342.6) (28.7)

Net cash used in financing activities (460.3) (681.6)

Net change in cash, cash equivalents and restricted cash 232.6 463.3

Cash, cash equivalents and restricted cash at beginning of period 1,417.6 954.3

Cash, cash equivalents and restricted cash at end of period $ 1,650.2 $ 1,417.6

Available Free Cash Flow $ 724.1

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Operating Activities. The decrease in net cash provided by operating activities for the year ended December 31, 2023 compared to the prior year was driven by lower cash generated from mining operations, an increase in cash used for collateral requirements ($146.3 million) and cash used to settle disputed black lung claims ($72.0 million), offset by the receipt of cash in the current year and posting of cash in the prior year related to variation margin requirements associated with derivative financial instruments ($304.2 million) and the year-over-year increase in operating cash flow from working capital ($295.5 million).

Investing Activities. The increase in net cash used in investing activities for the year ended December 31, 2023 compared to the prior year was driven by lower cash receipts from Middlemount and other related parties ($169.2 million), higher capital expenditures and payments of capital accruals ($121.2 million) and lower cash receipts from the disposal of assets ($17.8 million).

Financing Activities. The decrease in net cash used in financing activities for the year ended December 31, 2023 compared to the prior year was driven by lower repayments of long-term-debt ($1,398.4 million) in the current year, offset by cash proceeds from common stock and debt issuances in the prior year ($222.0 million and $545.0 million, respectively) and common stock repurchases and dividends paid in the current year ($347.7 million and $30.6 million, respectively).

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 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 consolidated balance sheets.

As of December 31, 2023, the Company was party to financial instruments with off-balance sheet risk in support of the following obligations:

Reclamation Support Other Support (1) Total

(Dollars in millions)

Less: Letters of credit in support of surety bonds (3) (6.0) (12.2) (18.2)

(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.

Not presented in the above table is $957.6 million of restricted cash and other balances serving as collateral which are included in the accompanying consolidated balance sheets at December 31, 2023, as described in Note 20. “Financial Instruments, Guarantees With Off-Balance-Sheet Risk and Other Guarantees” of the accompanying 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, mandatory repurchases of credit facility capacity and amounts held directly with beneficiaries which are not supported by surety bonds.

At December 31, 2023, the Company had total asset retirement obligations of $702.8 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. At December 31, 2023, the reclamation bonding requirements were supported by approximately $825 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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Guarantees and Other Financial Instruments with Off-Balance Sheet Risk. See Note 20. “Financial Instruments, Guarantees With Off-Balance-Sheet Risk and Other Guarantees” to the accompanying consolidated financial statements for a discussion of the Company’s accounts receivable securitization program and guarantees and other financial instruments with off-balance sheet risk.

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 consolidated 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.

Asset Retirement Obligations. The Company’s asset retirement obligations primarily consist of spending estimates for surface land reclamation and support facilities at both surface and underground mines in accordance with applicable reclamation laws and regulations in the U.S. and Australia as defined by each mining permit. Asset retirement obligations are determined for each mine using various estimates and assumptions including, among other items, estimates of disturbed acreage as determined from engineering data, estimates of future costs to reclaim the disturbed acreage and the timing of these cash flows, escalated for inflation and then discounted using a credit-adjusted, risk-free rate. As changes in estimates occur (such as mine plan revisions, changes in estimated costs or changes in timing of the performance of reclamation activities), the revisions to the obligation and asset are recognized at the appropriate credit-adjusted, risk-free rate. If the Company’s assumptions do not materialize as expected, actual cash expenditures and costs that it incurs could be materially different than currently estimated. Moreover, regulatory changes could increase its obligation to perform reclamation and mine closing activities. Amortization associated with the Company’s asset retirement obligation assets of $33.4 million for the year ended December 31, 2023 was included in “Depreciation, depletion and amortization” in the Company’s consolidated statements of operations. Asset retirement obligation expense, consisting of both accretion expense and changes in estimates for the Company’s inactive locations, for the year ended December 31, 2023 was $50.5 million and payments totaled $60.4 million. See Note 12. “Asset Retirement Obligations” to the accompanying consolidated financial statements for additional information regarding the Company’s asset retirement obligations.

Impairment of Long-Lived Assets. The Company evaluates its long-lived assets held and used in operations for impairment as events and changes in circumstances indicate that the carrying amount of such assets might not be recoverable. Factors that would indicate potential impairment to be present include, but are not limited to, a sustained history of operating or cash flow losses, an unfavorable change in earnings and cash flow outlook, prolonged adverse industry or economic trends and a significant adverse change in the extent or manner in which a long-lived asset is being used or in its physical condition. The Company generally does not view short-term declines in thermal and metallurgical coal prices as a triggering event for conducting impairment tests because of historic price volatility. However, the Company generally views a sustained trend of depressed coal pricing (for example, over periods exceeding one year) as an indicator of potential impairment. Because of the volatile and cyclical nature of coal prices and demand, it is reasonably possible that coal prices may decrease and/or fail to improve in the near term, which, absent sufficient mitigation such as an offsetting reduction in the Company’s operating costs, may result in the need for future adjustments to the carrying value of its long-lived mining assets and mining-related investments.

Assets are grouped at the lowest level for which there are identifiable cash flows that are largely independent of the cash flows of other groups of assets. For its active mining operations, the Company generally groups such assets at the mine level, or the mining complex level for mines that share infrastructure, with the exception of impairment evaluations triggered by mine closures. In those cases involving mine closures, the related assets are evaluated at the individual asset level for remaining economic life based on transferability to ongoing operating sites or for expected salvage. For its development and exploration properties and portfolio of surface land and coal reserve and resource holdings, the Company considers several factors to determine whether to evaluate those assets individually or on a grouped basis for purposes of impairment testing. Such factors include geographic proximity to one another, the expectation of shared infrastructure upon development based on future mining plans and whether it would be most advantageous to bundle such assets in the event of a sale to a third party.

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When indicators of impairment are present, the Company evaluates its long-lived assets for recoverability by comparing the estimated undiscounted cash flows in the LOM plan expected to be generated by those assets under various assumptions to their carrying amounts. If such undiscounted cash flows indicate that the carrying value of the asset group is not recoverable, impairment losses are measured by comparing the estimated fair value of the asset group to its carrying amount. As quoted market prices are unavailable for the Company’s individual mining operations, fair value is determined through the use of an expected present value technique based on the income approach, except for non-strategic coal reserves and resources, surface lands and undeveloped coal properties excluded from its long-range mine planning. In those cases, a market approach is utilized based on the most comparable market multiples available. The estimated future cash flows and underlying assumptions used to assess recoverability and, if necessary, measure the fair value of the Company’s long-lived mining assets are derived from those developed in connection with its planning and budgeting process. The Company believes its assumptions to be consistent with those a market participant would use for valuation purposes. The most critical assumptions underlying its projections and fair value estimates include those surrounding future tons sold, coal prices for unpriced coal, production costs (including costs for labor, commodity supplies and contractors), transportation costs, foreign currency exchange rates and a risk-adjusted, cost of capital (all of which generally constitute unobservable Level 3 inputs under the fair value hierarchy), in addition to market multiples for non-strategic coal reserves and resources, surface lands and undeveloped coal properties excluded from the Company’s long-range mine planning (which generally constitute Level 2 inputs under the fair value hierarchy).

No impairment charges related to long-lived assets of were recorded for the year ended December 31, 2023. When necessary, the assumptions used are based on the Company’s best knowledge at the time it prepares its analysis but can vary significantly due to the volatile and cyclical nature of coal prices and demand, regulatory issues, unforeseen mining conditions, commodity prices and cost of labor. These factors may cause the Company to be unable to recover all or a portion of the carrying value of its long-lived assets.

The Company identified certain assets with an aggregate carrying value of approximately $224 million at December 31, 2023 in its Other U.S. Thermal segment whose recoverability is most sensitive to customer concentration risk.

See Note 3. “Asset Impairment” to the accompanying consolidated financial statements for additional information regarding impairment charges.

Income Taxes. Peabody accounts for income taxes in accordance with accounting guidance which requires deferred tax assets and liabilities to be recognized using enacted tax rates for the effect of temporary differences between the book and tax bases of recorded assets and liabilities. The guidance also requires that deferred tax assets be reduced by a valuation allowance if it is “more likely than not” that some portion or all of the deferred tax asset will not be realized. In its evaluation of the need for a valuation allowance, Peabody takes into account various factors, including taxable income in carryback years, reversals of existing taxable temporary differences, available tax planning strategies and the expected level of future taxable income. At December 31, 2023, the Company maintained valuation allowances for income taxes totaling $1,473.5 million. If actual results differ from the assumptions made in the annual evaluation of its valuation allowance, Peabody may record a change in valuation allowance through income tax expense in the period such determination is made.

Peabody’s liability for unrecognized tax benefits contains uncertainties because management is required to make assumptions and to apply judgment to estimate the exposures associated with its various filing positions. Peabody recognizes the tax benefit from an uncertain tax position only if it is “more likely than not” that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position must be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. At December 31, 2023, the Company had net unrecognized tax benefits of $8.7 million included in recorded liabilities in the consolidated balance sheet. Peabody believes that its judgments and estimates are reasonable; however, to the extent it prevails in matters for which liabilities have been established, or are required to pay amounts in excess of its recorded liabilities, the Company’s effective tax rate in a given period could be materially affected.

See Note 8. “Income Taxes” to the accompanying consolidated financial statements for additional information regarding valuation allowances and unrecognized tax benefits.

Contingent liabilities. From time to time, Peabody is subject to legal and environmental matters related to its continuing and discontinued operations and certain historical, non-coal producing operations. In connection with such matters, the Company is required to assess the likelihood of any adverse judgments or outcomes, as well as potential ranges of probable losses.

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A determination of the amount of reserves required for these matters is made after considerable analysis of each individual issue. Peabody accrues for legal and environmental matters within “Operating costs and expenses” when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. If a range of possible loss exists and no anticipated loss within the range is more likely than any other anticipated loss, the Company records the accrual at the low end of the range, in accordance with Accounting Standards Codification 450, “Contingencies.”

Peabody provides disclosure surrounding loss contingencies when it believes that it is at least reasonably possible that a material loss may be incurred or an exposure to loss in excess of amounts already accrued may exist. Adjustments to contingent liabilities are made when additional information becomes available that affects the amount of estimated loss, which information may include changes in facts and circumstances, changes in interpretations of law in the relevant courts, the results of new or updated environmental remediation cost studies and the ongoing consideration of trends in environmental remediation costs.

Accrued contingent liabilities exclude claims against third parties and are not discounted. The current portion of these accruals is included in “Accounts payables and accrued expenses” and the long-term portion is included in “Other noncurrent liabilities” in the Company’s consolidated balance sheets. In general, legal fees related to environmental remediation and litigation are charged to expense as incurred. The Company includes the interest component of any litigation-related penalties within “Interest expense” in its consolidated statements of operations. See Note 21. “Commitments and Contingencies” to the accompanying consolidated financial statements for further discussion of the Company’s contingent liabilities.

Newly Adopted Accounting Standards and Accounting Standards Not Yet Implemented

See Note 1. “Summary of Significant Accounting Policies” to the accompanying consolidated financial statements for a discussion of newly adopted accounting standards and accounting standards not yet implemented.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

The potential for changes in the market value of the Company’s coal and freight-related trading, crude oil, diesel fuel and foreign currency contract portfolios, as applicable, and exposure to interest rate changes is referred to as “market risk.” The Company attempts to manage market price risks through diversification, controlling position sizes and executing hedging strategies. Due to a lack of quoted market prices and the long-term, illiquid nature of the positions, the Company has not quantified market price risk related to its non-trading, long-term coal supply agreement portfolio.

Coal Trading Activities and Related Commodity Price Risk

Peabody engages in direct and brokered trading of physical coal and freight-related commodities in over-the-counter markets. These activities give rise to commodity price risk, which represents the potential loss that can be caused by an adverse change in the market value of a particular commitment. Peabody actively measures, monitors, manages and hedges market price risk due to current and anticipated trading activities to remain within risk limits prescribed by management. Peabody also uses its coal trading and brokerage platform to support various coal production-related activities. These transactions may involve coal to be produced from its mines, coal sourcing arrangements with third-party mining companies, joint venture positions with producers or offtake agreements with producers. While the support activities (such as the forward sale of coal to be produced and/or purchased) may ultimately involve instruments sensitive to market price risk, the sourcing of coal in these arrangements does not involve market risk sensitive instruments.

Peabody also monitors other types of risk associated with its coal trading activities, including credit, market liquidity and counterparty nonperformance.

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Credit and Nonperformance Risk

The fair values of Peabody’s derivative instruments utilized for corporate hedging and coal trading activities reflect adjustments for credit risk, as necessary. The Company’s exposure is substantially with electric utilities, energy marketers, steel producers and nonfinancial trading houses. Its policy is to independently evaluate each counterparty’s creditworthiness prior to entering into transactions and to regularly monitor exposures. Peabody manages its counterparty risk from its hedging activities related to foreign currency and fuel exposures, as applicable, through established credit standards, diversification of counterparties, utilization of investment grade commercial banks, adherence to established tenor limits based on counterparty creditworthiness and continual monitoring of that creditworthiness. If the Company engages in a transaction with a counterparty that does not meet its credit standards, the Company seeks to protect its position by requiring the counterparty to provide an appropriate credit enhancement. Also, when appropriate (as determined by its credit management function), Peabody has taken steps to reduce its exposure to customers or counterparties whose credit has deteriorated and who may pose a higher risk of failure to perform under their contractual obligations. These steps include obtaining letters of credit or cash collateral (margin), requiring prepayments for shipments or the creation of customer trust accounts held for Peabody’s benefit to serve as collateral in the event of a failure to pay or perform. To reduce its credit exposure related to trading and brokerage activities, Peabody seeks to enter into netting agreements with counterparties that permit it to offset asset and liability positions with such counterparties and, to the extent required, Peabody will post or receive margin amounts associated with exchange-cleared and certain OTC positions. Peabody also continually monitors counterparty and contract nonperformance risk, if present, on a case-by-case basis.

Foreign Currency Risk

The Company has historically utilized currency forwards and options 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 consolidated financial statements. As of December 31, 2023, the Company held average rate options with an aggregate notional amount of $456.0 million Australian dollars to hedge currency risk associated with anticipated Australian dollar operating expenditures over the six-month period ending June 30, 2024. As of December 31, 2023, the Company also held purchased collars with an aggregate notional amount of $483.0 million Australian dollars related to anticipated Australian dollar operating expenditures during the nine-month period ending September 30, 2024. 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 $185 to $195 million for the next twelve months. Based upon the Australian dollar/U.S. dollar exchange rate at December 31, 2023, the currency option contracts outstanding at that date would limit the Company’s exposure to approximately $116 million with respect to a $0.10 increase in the exchange rate, while the Company would benefit by approximately $179 million with respect to a $0.10 decrease in the exchange rate for the next twelve months.

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.

Coal Price 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. Sales under such agreements comprised approximately 92%, 85% and 84% of its worldwide sales from its mining operations (by volume) for the years ended December 31, 2023, 2022 and 2021, respectively. As of December 31, 2023, 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 2024 thermal coal sales volumes from its Seaborne Thermal segment of 15 million to 16 million tons comprised of thermal export volume of 9 million to 11 million tons and domestic volume of 5.8 million tons. Peabody is estimating full year 2024 metallurgical coal sales from its Seaborne Metallurgical segment of 7.5 million to 8.5 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 December 31, 2023, the Company had no coal derivative contracts related to its forecasted sales. Historically, such financial contracts have included futures, forwards and options.

Peabody Energy Corporation 2023 Form 10-K 78

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Diesel Fuel Price Risk

The Company expects to consume 90 to 100 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 $22 million based on its expected usage.

As of December 31, 2023, 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 contracts 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 and its long-term debt.

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 December 31, 2023, a one percentage point decrease in interest rates would result in a decrease of approximately $16 million to interest income.

As of December 31, 2023, Peabody had approximately $320 million of fixed-rate borrowings, no variable-rate borrowings outstanding and no interest rate swaps in place. A one percentage point increase in interest rates would result in a decrease of approximately $52 million in the estimated fair value of these borrowings.

Item 8. Financial Statements and Supplementary Data.

See Part IV, Item 15. “Exhibits and Financial Statement Schedules” of this report for the information required by this Item 8, which information is incorporated by reference herein.

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

None.

Item 9A. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

Peabody’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 the principal executive officer and principal accounting officer, on a timely basis. As of December 31, 2023, the end of the period covered by this Annual Report on Form 10-K, the Company carried out an evaluation of the effectiveness of the design and operation of its disclosure controls and procedures. Based upon that evaluation, Peabody’s Chief Executive Officer and Chief Financial Officer have concluded that such disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act as of December 31, 2023 were effective to provide reasonable assurance that the desired control objectives were achieved.

Changes in Internal Control Over Financial Reporting

Peabody periodically reviews its internal control over financial reporting as part of its efforts to ensure compliance with the requirements of Section 404 of the Sarbanes-Oxley Act of 2002. In addition, Peabody routinely reviews its system of internal control over financial reporting to identify potential changes to its processes and systems that may improve controls and increase efficiency, while ensuring that the Company maintains an effective internal control environment. Changes may include such activities as implementing new systems; consolidating the activities of acquired business units; migrating certain processes to its shared services organizations and/or managed third parties; formalizing and refining policies, procedures and control documentation requirements; improving segregation of duties and adding monitoring controls. In addition, when Peabody acquires new businesses, it incorporate its controls and procedures into the acquired business as part of its integration activities.

There have been no changes in Peabody’s internal control over financial reporting that occurred during the three months ended December 31, 2023 that have materially affected, or are reasonably likely to materially affect, its internal control over financial reporting.

Peabody Energy Corporation 2023 Form 10-K 79

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Management’s Report on Internal Control Over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over financial reporting. An evaluation of the effectiveness of the design and operation of the Company’s internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, as of the end of the period covered by this report was performed under the supervision and with the participation of management, including its Chief Executive Officer and Chief Financial Officer. This evaluation is performed to determine if the Company’s internal controls over financial reporting provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

Because of inherent limitations, any system of internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management conducted an assessment of the effectiveness of the Company’s internal control over financial reporting using the criteria set by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control - Integrated Framework (2013). Based on this assessment, management concluded that the Company’s internal control over financial reporting was effective to provide reasonable assurance that the desired control objectives were achieved as of December 31, 2023.

Peabody’s independent registered public accounting firm, Ernst & Young LLP, has audited the consolidated financial statements included in this annual report and issued an attestation report on Peabody’s internal control over financial reporting, as included herein.

/s/ James C. Grech /s/ Mark A. Spurbeck

February 23, 2024

Peabody Energy Corporation 2023 Form 10-K 80

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Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of Peabody Energy Corporation

Opinion on Internal Control Over Financial Reporting

We have audited Peabody Energy Corporation’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Peabody Energy Corporation (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income, changes in stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”) and our report dated February 23, 2024 expressed an unqualified opinion thereon.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Ernst & Young, LLP

St. Louis, Missouri

February 23, 2024

Peabody Energy Corporation 2023 Form 10-K 81

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Item 9B. Other Information.

Securities Trading Plans of Directors and Executive Officers

During the three months ended December 31, 2023, none of Peabody’s directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Item 408 of Regulation S-K.

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.

Not applicable.

PART III

Item 10.Directors, Executive Officers and Corporate Governance.

The information required by Item 401 of Regulation S-K is included under the caption Proposal 1 - “Election of Directors” in Peabody’s 2024 Proxy Statement and in Part I, Item 1. “Business” of this report under the caption “Information About Our Executive Officers.” The information required by Items 405, 406 and 407(c)(3), (d)(4) and (d)(5) of Regulation S-K is included under the captions “Stock Ownership,” “Additional Information Concerning the Board of Directors - Corporate Governance - Code of Business Conduct and Ethics” and “Additional Information Concerning the Board of Directors - Committee Overview - Audit Committee” in Peabody’s 2024 Proxy Statement. Such information is incorporated herein by reference.

Item 11.Executive Compensation.

The information required by Items 402 and 407(e)(4) and (e)(5) of Regulation S-K is included under the captions “Additional Information Concerning the Board of Directors - Director Compensation,” “Compensation Discussion and Analysis,” “Compensation Committee Interlocks and Insider Participation,” “Compensation Committee Report,” “Risk Assessment in Compensation Programs,” “Executive Compensation Tables,” “Pay Ratio Disclosure” and “Pay Versus Performance Disclosure” in Peabody’s 2024 Proxy Statement and is incorporated herein by reference.

Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The information required by Item 403 of Regulation S-K is included under the caption “Stock Ownership - Security Ownership of Directors and Management and Certain Beneficial Owners” in Peabody’s 2024 Proxy Statement and is incorporated herein by reference.

Peabody Energy Corporation 2023 Form 10-K 82

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Equity Compensation Plan Information

As required by Item 201(d) of Regulation S-K, the following table provides information regarding Peabody’s equity compensation plans as of December 31, 2023:

Plan Category

Equity compensation plans not approved by security holders — — —

(1)Shares issuable pursuant to outstanding performance units and vested but not issued deferred stock units. Performance units are shown at target and could change based on actual metrics achieved.

(2)The weighted-average exercise price shown in the table does not take into account outstanding deferred stock units or performance awards.

Refer to Note 16. “Share-Based Compensation” to the accompanying consolidated financial statements for additional information regarding the material features of Peabody’s current equity compensation plans.

Item 13.Certain Relationships and Related Transactions, and Director Independence.

The information required by Items 404 and 407(a) of Regulation S-K is included under the captions “Review of Related Person Transactions” and “Additional Information Concerning the Board of Directors - Board Independence” in Peabody’s 2024 Proxy Statement and is incorporated herein by reference.

Item 14.Principal Accountant Fees and Services.

The information required by Item 9(e) of Schedule 14A is included under the caption “Audit Fees” in Peabody’s 2024 Proxy Statement and is incorporated herein by reference.

PART IV

Item 15.Exhibits and Financial Statement Schedules.

(a) Documents Filed as Part of the Report

(1) Financial Statements.

The following consolidated financial statements of Peabody Energy Corporation and the report thereon of the independent registered public accounting firm are included herein on the pages indicated:

Page

Report of Independent Registered Public Accounting Firm (PCAOB ID: 42) F-1

Consolidated Balance Sheets — December 31, 2023 and 2022 F-5

Notes to Consolidated Financial Statements F-9

Peabody Energy Corporation 2023 Form 10-K 83

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(2) Financial Statement Schedules.

The following financial statement schedule of Peabody Energy Corporation is at the page indicated:

Page

Valuation and Qualifying Accounts F-61

All other schedules for which provision is made in the applicable accounting regulation of the Securities and Exchange Commission are not required under the related instructions or are not applicable and, therefore, have been omitted.

(3) Exhibits.

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

Exhibit No. Description of Exhibit

4.7† Description of Securities

Peabody Energy Corporation 2023 Form 10-K 84

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Peabody Energy Corporation 2023 Form 10-K 85

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Peabody Energy Corporation 2023 Form 10-K 86

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Peabody Energy Corporation 2023 Form 10-K 87

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Peabody Energy Corporation 2023 Form 10-K 88

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Peabody Energy Corporation 2023 Form 10-K 89

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21† List of Subsidiaries.

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

97† Peabody Energy Corporation Clawback Policy, effective as of August 3, 2023

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.

Pursuant to the Instructions to Exhibits, certain instruments defining the rights of holders of long-term debt securities of the Company and its consolidated subsidiaries are not filed because the total amount of securities authorized under any such instrument does not exceed 10% of the total assets of the Company and its subsidiaries on a consolidated basis. A copy of such instrument will be furnished to the Securities and Exchange Commission upon request.

Item 16.Form 10-K Summary.

None.

Peabody Energy Corporation 2023 Form 10-K 90

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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

/s/ JAMES C. GRECH

James C. GrechPresident and Chief Executive Officer

Date: February 23, 2024

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons, on behalf of the registrant and in the capacities and on the dates indicated.

Signature Title Date

James C. Grech

Mark A. Spurbeck

/s/ SAMANTHA ALGAZE Director February 23, 2024

Samantha Algaze

/s/ M. KATHERINE BANKS Director February 23, 2024

M. Katherine Banks

/s/ ANDREA BERTONE Director February 23, 2024

Andrea Bertone

/s/ BILL CHAMPION Director February 23, 2024

Bill Champion

/s/ NICHOLAS CHIREKOS Director February 23, 2024

Nicholas Chirekos

/s/ STEPHEN GORMAN Director February 23, 2024

Stephen Gorman

/s/ JOE LAYMON Director February 23, 2024

Joe Laymon

/s/ ROBERT MALONE Chairman February 23, 2024

Robert Malone

/s/ DAVID MILLER Director February 23, 2024

David Miller

Peabody Energy Corporation 2023 Form 10-K 91

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Report of Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of Peabody Energy Corporation

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Peabody Energy Corporation (the Company) as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income, changes in stockholders' equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February 23, 2024 expressed an unqualified opinion thereon.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Peabody Energy Corporation 2023 Form 10-K F-1

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Asset Retirement Obligation Liability

/s/ Ernst & Young, LLP

We have served as the Company’s auditor since 1991.

St. Louis, Missouri

February 23, 2024

Peabody Energy Corporation 2023 Form 10-K F-2

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PEABODY ENERGY CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

Year Ended December 31,

(Dollars in millions, except per share data)

Costs and expenses

Asset retirement obligation expenses 50.5 49.4 44.7

Selling and administrative expenses 90.7 88.8 84.9

Restructuring charges 3.3 2.9 8.3

Other operating (income) loss:

Asset impairment 2.0 11.2 —

Provision for NARM and Shoal Creek losses 40.9 — —

Income from equity affiliates (6.9) (131.2) (82.1)

Net loss (gain) on early debt extinguishment 8.8 57.9 (33.2)

Net periodic benefit credit, excluding service cost (41.6) (49.0) (38.3)

Income from continuing operations before income taxes 1,124.8 1,278.6 370.2

Income from continuing operations, net of income taxes 816.0 1,317.4 347.4

(Loss) income from discontinued operations, net of income taxes (0.4) 1.7 24.0

Less: Net income attributable to noncontrolling interests 56.0 22.0 11.3

Net income attributable to common stockholders $ 759.6 $ 1,297.1 $ 360.1

Income from continuing operations:

Net income attributable to common stockholders:

See accompanying notes to consolidated financial statements

Peabody Energy Corporation 2023 Form 10-K F-3

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PEABODY ENERGY CORPORATION

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Year Ended December 31,

(Dollars in millions)

Foreign currency translation adjustment 0.9 (1.6) (1.0)

Other comprehensive (loss) income, net of income taxes (52.9) (55.4) 92.1

Less: Net income attributable to noncontrolling interests 56.0 22.0 11.3

See accompanying notes to consolidated financial statements

Peabody Energy Corporation 2023 Form 10-K F-4

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PEABODY ENERGY CORPORATION

CONSOLIDATED BALANCE SHEETS

December 31,

(Amounts in millions, except per share data)

ASSETS

Current assets

Property, plant, equipment and mine development, net 2,844.1 2,865.0

Operating lease right-of-use assets 61.9 26.9

Restricted cash and collateral 957.6 187.4

Investments and other assets 78.8 84.3

Deferred income taxes — 74.7

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities

Current portion of long-term debt $ 13.5 $ 13.2

Accounts payable and accrued expenses 965.5 905.5

Long-term debt, less current portion 320.7 320.6

Deferred income taxes 28.6 20.4

Asset retirement obligations, less current portion 648.6 665.8

Accrued postretirement benefit costs 148.4 156.5

Operating lease liabilities, less current portion 47.7 11.0

Stockholders’ equity

Accumulated other comprehensive income 189.6 242.5

Peabody Energy Corporation stockholders’ equity 3,547.0 3,231.3

Noncontrolling interests 60.5 63.5

Total liabilities and stockholders’ equity $ 5,962.1 $ 5,610.8

See accompanying notes to consolidated financial statements

Peabody Energy Corporation 2023 Form 10-K F-5

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PEABODY ENERGY CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

Year Ended December 31,

(Dollars in millions)

Cash Flows From Operating Activities

Loss (income) from discontinued operations, net of income taxes 0.4 (1.7) (24.0)

Income from continuing operations, net of income taxes 816.0 1,317.4 347.4

Noncash interest expense, net 4.6 17.7 21.3

Noncash share-based compensation 6.9 8.4 10.0

Asset impairment 2.0 11.2 —

Noncash provision for NARM and Shoal Creek losses 33.7 — —

Noncash income from port and rail capacity assignment (9.6) — —

Net loss (gain) on early debt extinguishment 8.8 57.9 (33.2)

Income from equity affiliates (6.9) (131.2) (82.1)

Foreign currency option contracts (7.4) 2.3 5.8

Changes in current assets and liabilities:

Asset retirement obligations (10.3) (22.3) 6.8

Workers’ compensation obligations 1.2 (0.9) (2.0)

Postretirement benefit obligations (61.9) (109.3) (108.2)

Net cash used in discontinued operations (80.8) (6.7) (20.7)

See accompanying notes to consolidated financial statements

Peabody Energy Corporation 2023 Form 10-K F-6

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PEABODY ENERGY CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS - (Continued)

Year Ended December 31,

(Dollars in millions)

Cash Flows From Investing Activities

Changes in accrued expenses related to capital expenditures 2.9 (2.7) 7.4

Proceeds from disposal of assets, net of receivables 22.8 40.6 17.8

Advances to related parties (0.5) (1.5) (0.5)

Net cash used in investing activities (342.6) (28.7) (131.5)

Cash Flows From Financing Activities

Proceeds from long-term debt — 545.0 —

Payment of debt issuance and other deferred financing costs (0.3) (21.1) (22.5)

Proceeds from common stock issuances, net of costs — 222.0 269.8

Common stock repurchases (347.7) — —

Dividends paid (30.6) — —

Distributions to noncontrolling interests (59.0) (17.5) (4.0)

Net cash used in financing activities (460.3) (681.6) (43.4)

Net change in cash, cash equivalents and restricted cash 232.6 463.3 245.1

Cash and cash equivalents $ 1,307.3

Restricted cash included in “Restricted cash and collateral” 110.3

Cash, cash equivalents and restricted cash at beginning of period $ 1,417.6

Cash and cash equivalents $ 969.3