As filed with the Securities and Exchange Commission on August 12, 2016.
Registration Nos. 333-140218
333-136443
333-70910
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
Peabody Energy Corporation
(Exact name of registrant as specified in its charter)
Delaware | 13-4004153 | |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
701 Market Street, St. Louis, Missouri 63101-1826
(Address of Principal Executive Offices) (Zip Code)
Peabody Investments Corp. Employee Retirement Account
and
Peabody Western UMWA 401(k) Plan
and
Big Ridge, Inc. 401(k) Profit Sharing Plan and Trust
(Full title of the plan)
A. Verona Dorch
Executive Vice President, Chief Legal Officer, Government Affairs and Corporate Secretary
Peabody Energy Corporation
701 Market Street
St. Louis, Missouri 63101-1826
(Name and address of agent for service)
(314) 342-3400
(Telephone number, including area code, of agent for service)
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.
Large accelerated filer | x | Accelerated filer | ¨ | |||
Non-accelerated filer | (Do not check if a smaller reporting company) ¨ | Smaller reporting company | ¨ |
EXPLANATORY NOTE
Peabody Energy Corporation, a Delaware corporation (the Registrant), is filing this Post-Effective Amendment No. 1 to deregister any and all securities that remain unsold under the Companys Registration Statements on Form S-8 (Nos. 333-140218, 333-136443 and 333-70910) (the Registration Statements), which relate to: (i) the Peabody Investments Corp. Employee Retirement Account; (ii) the Peabody Western UMWA 401(k) Plan; and (iii) the Big Ridge, Inc. 401(k) Profit Sharing Plan and Trust (collectively, the Plans). The Registration Statements originally registered an aggregate of 3,600,000 shares (the Shares) of common stock of the Registrant, par value $0.01 per share, along with an indeterminate amount of interests (collectively with the Shares, the Securities), to be offered and sold pursuant to the Plans.
The Registrants common stock is no longer offered as an investment option under the Plans. In accordance with an undertaking made by the Registrant in the Registration Statements to remove from registration, by means of a post-effective amendment, any Securities that remain unsold at the termination of the offerings, the Registrant hereby removes from registration any and all Securities registered but unsold under the Registration Statements.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing an amendment on Form S-8 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statements to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of St. Louis, State of Missouri, as of the 12th day of August, 2016.
PEABODY ENERGY CORPORATION | ||||
By: | /s/ Amy B. Schwetz | |||
Name: | Amy B. Schwetz | |||
Title: | Executive Vice President and Chief Financial Officer |
Pursuant to the requirements of the Securities Act of 1933, this Post-Effectively Amendment No. 1 to the Registration Statements has been signed below by or on behalf of the following persons in the capacities indicated as of the 12th day of August, 2016.
Signature | Title | |||
/s/ Glenn L. Kellow Glenn L. Kellow |
President, Chief Executive Officer and Director (Principal Executive Officer) | |||
/s/ Amy B. Schwetz Amy B. Schwetz |
Executive Vice President and Chief Financial Officer (Principal Financial and Principal Accounting Officer) | |||
/s/ Robert A. Malone Robert A. Malone |
Chairman of the Board and Director | |||
/s/ William A. Coley William A. Coley |
Director | |||
/s/ William E. James William E. James |
Director | |||
/s/ Robert B. Karn III Robert B. Karn III |
Director | |||
/s/ Henry E. Lentz Henry E. Lentz |
Director | |||
/s/ William C. Rusnack William C. Rusnack |
Director | |||
/s/ Michael W. Sutherlin Michael W. Sutherlin |
Director | |||
/s/ John F. Turner John F. Turner |
Director | |||
/s/ Sandra A. Van Trease Sandra A. Van Trease |
Director | |||
/s/ Heather A. Wilson Heather A. Wilson |
Director |