-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, M43Jd+lqBPsyj73yjGnLTCq05JEllypp5DoYZPU2lEwH8D3S6iH5j+J7SyxRKBlX MLb3VUcZmtBJECfkb5JtWQ== 0000950134-02-007850.txt : 20020628 0000950134-02-007850.hdr.sgml : 20020628 20020628154922 ACCESSION NUMBER: 0000950134-02-007850 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20011231 FILED AS OF DATE: 20020628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PEABODY ENERGY CORP CENTRAL INDEX KEY: 0001064728 STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE SURFACE MINING [1221] IRS NUMBER: 134004153 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16463 FILM NUMBER: 02691497 BUSINESS ADDRESS: STREET 1: 701 MARKET ST CITY: ST LOUIS STATE: MO ZIP: 63101-1826 BUSINESS PHONE: 3143423400 MAIL ADDRESS: STREET 1: 701 MARKET ST CITY: ST LOUIS STATE: MO ZIP: 63101-1826 FORMER COMPANY: FORMER CONFORMED NAME: P&L COAL HOLDINGS CORP DATE OF NAME CHANGE: 19980623 11-K 1 c70392ce11vk.txt FORM 11-K FOR FISCAL YEAR END DECEMBER 31, 2001 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ending DECEMBER 31, 2001 ----------------------------------------------------- Commission File Number 1-16463 --------------------------------------------------------- Full title of the plan and the address of the plan, if different from that of the issuer named below: LEE RANCH COAL COMPANY RETIREMENT AND SAVINGS PLAN FOR SALARIED EMPLOYEES - -------------------------------------------------------------------------------- Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: PEABODY ENERGY CORPORATION - -------------------------------------------------------------------------------- 701 MARKET STREET, ST. LOUIS, MISSOURI 63101-1826 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) TABLE OF CONTENTS Unaudited Financial Statements Statements of Net Assets Available for Benefits - December 31, 2001 and December 31, 2000............................................................ 1 Statements of Changes in Net Assets Available for Benefits - Years Ended December 31, 2001 and 2000............................................................. 2 Notes to Unaudited Financial Statements............................................................ 3 Supplemental Schedule Schedule H, Line 4i - Schedule of Assets (Held at End of Year)...........................................8 Signatures...............................................................................................9
Lee Ranch Coal Company Retirement and Savings Plan for Salaried Employees Statements of Net Assets Available for Benefits - Unaudited December 31, 2001 and 2000
2001 2000 ------------ ------------ ASSETS Investments, at fair value: Investment in mutual funds $ 3,973,492 $ 4,161,694 Investment in common/collective trusts 2,107,856 1,783,912 Participant notes receivable 514,295 490,091 ------------ ------------ Total investments 6,595,643 6,435,697 Receivables: Receivable from Lee Ranch Coal Company Retirement and Savings Plan for Hourly Employees -- 204,400 ------------ ------------ Total receivables -- 204,400 ------------ ------------ Net assets available for benefits $ 6,595,643 $ 6,640,097 ============ ============
See accompanying unaudited notes. 1 Lee Ranch Coal Company Retirement and Savings Plan for Salaried Employees Statements of Changes in Net Assets Available for Benefits - Unaudited Years ended December 31, 2001 and 2000
2001 2000 ------------ ------------ ADDITIONS Interest and dividends - investments $ 193,249 $ 439,062 Interest income - participant loans 46,534 44,098 Net realized/unrealized depreciation of investments (669,757) (669,248) ------------ ------------ Net investment loss (429,974) (186,088) Contributions: Employer 129,964 126,359 Participant 321,517 284,288 Rollover -- 262,852 ------------ ------------ Total contributions 451,481 673,499 Transfers in (out) (10,053) 208,678 ------------ ------------ Total additions 11,454 696,089 DEDUCTIONS Withdrawals by participants (55,098) (69,534) Other expenses (810) (538) ------------ ------------ Total deductions (55,908) (70,072) ------------ ------------ Net increase (decrease) in net assets available for benefits (44,454) 626,017 Net assets available for benefits at beginning of year 6,640,097 6,014,080 ------------ ------------ Net assets available for benefits at end of year $ 6,595,643 $ 6,640,097 ============ ============
See accompanying unaudited notes. 2 Lee Ranch Coal Company Retirement and Savings Plan for Salaried Employees Notes to Unaudited Financial Statements Years ended December 31, 2001 and 2000 1. DESCRIPTION OF THE PLAN The following description of the Lee Ranch Coal Company (the Company) Retirement and Savings Plan for Salaried Employees (the Plan) provides only general information. Participants should refer to the Plan document for a more complete description of the Plan's provisions. GENERAL The Plan is a defined contribution plan covering all salaried employees of the Company who have completed 30 days of service, and all employees that previously participated in the Santa Fe Pacific Coal Company Retirement and Savings Plan for Salaried Employees. It is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Effective January 1, 2001, employees are eligible for participation in the Plan on the date of their employment or at any time afterward. The Plan allows participants to invest among several mutual funds and common/collective trusts. Effective October 2001, the Plan allows participants to invest in the Peabody Energy Stock Fund, as a result of Peabody Energy Corporation's initial public offering of common stock in May 2001. All investments in the Plan are participant directed. CONTRIBUTIONS Each year, participants may contribute up to 16 percent of pretax or after-tax annual compensation, as defined in the Plan. Participants direct the investment of their contributions into various investment options offered by the Plan. The Company makes matching contributions of an amount equal to 100 percent of the first 4 percent of compensation that a participant contributes to the Plan on a pretax basis. After a participant's pretax contributions reach the pretax limit established by the IRS, the Company makes matching contributions of an amount equal to 100 percent of the first 4 percent of compensation that a participant contributes to the Plan on an after-tax basis. Matching contributions are made in cash each pay period, and are invested according to the employee's investment elections. 3 Lee Ranch Coal Company Retirement and Savings Plan for Salaried Employees Notes to Unaudited Financial Statements (continued) 1. DESCRIPTION OF THE PLAN (CONTINUED) PARTICIPANT ACCOUNTS Each participant's account is credited with the participant's contribution and allocations of (a) the Company's contribution and (b) Plan earnings. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account. VESTING Participants are vested immediately in their contributions plus actual earnings thereon. Vesting in employer matching contributions is based on years of continuous service. Employer matching contributions become 20 percent vested for each year of service until 100 percent vested after the fifth year of service. A year of service is defined as any 12-month period during which the employee completes at least 1,000 hours of service. PARTICIPANT LOANS Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50 percent of their account balance. The loans are secured by the balance in the participant's account and bear interest at rates commensurate with the prime interest rate as published in the Wall Street Journal on the first business day of the month in which the loan was made. Principal and interest is paid ratably through payroll deductions. PAYMENT OF BENEFITS On termination of service due to death, disability or retirement, a participant may elect to receive either a lump-sum amount equal to the value of the participant's vested interest in his or her account, or annual installments. For termination of service for other reasons, a participant may receive the value of the vested interest in his or her account as a lump-sum distribution. FORFEITED ACCOUNTS Employer contributions are reduced by forfeitures of non-vested amounts. The forfeiture credits amount to $2,768 and $5,548 for the years ended December 31, 2001 and 2000, respectively. 4 Lee Ranch Coal Company Retirement and Savings Plan for Salaried Employees Notes to Unaudited Financial Statements (continued) 1. DESCRIPTION OF THE PLAN (CONTINUED) PLAN TERMINATION Although there has been no expressed intention to do so, the Company has the right to terminate the Plan subject to the provisions of ERISA. In the event of plan termination, as defined, each participant would become fully vested in the employer matching contributions. ADMINISTRATIVE EXPENSES The administrative expenses of the Plan are paid by the Company. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF ACCOUNTING The financial statements of the Plan are prepared under the accrual method of accounting. USE OF ESTIMATES The preparation of the financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent liabilities at the date of the financial statements, and reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates. VALUATION OF INVESTMENTS AND INCOME RECOGNITION The Plan's investments are stated at fair value. Shares of mutual funds are valued at quoted market prices, which represent the net asset value of shares held by the Plan at year-end. Units in common/collective trust are valued at net asset value at year-end. Participant loans are valued at cost, which approximates market value. Purchases and sales are recorded on a trade date basis. Interest income is recorded when earned. Dividends are recorded on the ex-dividend date. 5 Lee Ranch Coal Company Retirement and Savings Plan for Salaried Employees Notes to Unaudited Financial Statements (continued) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) PAYMENT OF BENEFITS Benefits are recorded when paid. RECLASSIFICATION Certain amounts in the 2000 financial statements have been reclassified to conform to the 2001 presentation. 3. INVESTMENTS The Plan's investments are held by the Vanguard Fiduciary Trust Company (the Trustee). The Trustee has certified information related to investments as complete and accurate. The Plan's investments (including investments purchased or sold, as well as held during the year) appreciated (depreciated) in fair value as determined by quoted market prices as follows:
YEAR ENDED DECEMBER 31, 2001 2000 ------------ ------------ Mutual funds $ (669,757) $ (663,246) Common stock -- (6,002) ------------ ------------ $ (669,757) $ (669,248) ============ ============
Investments that represent 5 percent or more of fair value of the Plan's net assets at December 31, are as follows:
2001 2000 ------------ ------------ Mutual funds: Vanguard 500 Index Fund $ 1,522,576 $ 1,683,118 Vanguard Prime Money Market 567,166 -- Vanguard U.S. Growth Portfolio 557,102 814,018 Vanguard Wellington Fund 365,231 340,947 Vanguard Windsor II Fund 408,403 472,937 Common/Collective trust: Vanguard Retirement Savings Trust 2,107,856 1,783,912
6 Lee Ranch Coal Company Retirement and Savings Plan for Salaried Employees Notes to Unaudited Financial Statements (continued) 4. INCOME TAX STATUS The Plan has received a determination letter from the Internal Revenue Service dated January 2, 1996, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the Code) and therefore, the related trust is exempt from taxation. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The Plan was amended subsequent to the IRS determination letter. The Plan administrator believes the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan is qualified and the related trust is tax exempt. The Plan has applied for a new determination letter. 5. SUBSEQUENT EVENTS Effective April 1, 2002, participants may contribute, subject to limitations of applicable law, up to 50 percent of pretax or after-tax annual compensation, as defined in the Plan. Also effective April 1, 2002, in the calendar year that a participant is age 50 or older and each year thereafter, certain participants meeting additional specific criteria will be permitted to make catch-up contributions to the Plan. Participants will be able to contribute amounts over and above the maximum otherwise permitted by the Plan, subject to certain limitations. 7 Lee Ranch Coal Company Retirement and Savings Plan For Salaried Employees Employer ID #13-2871045 Plan #103 Schedule H, Line 4i - Schedule of Assets (Held at End of Year) December 31, 2001
CURRENT IDENTITY OF ISSUE DESCRIPTION OF INVESTMENT TYPE VALUE - ----------------- ------------------------------ ------- Gabelli Growth Fund* 716 shares of mutual funds $ 20,533 Janus Investment Fund* 1,030 shares of mutual funds 25,336 Janus Worldwide Fund* 124 shares of mutual funds 5,442 T. Rowe Price Science/Technology Fund* 3,673 shares of mutual funds 76,842 Vanguard 500 Index Fund* 14,379 shares of mutual funds 1,522,576 Vanguard Explorer Fund* 2,504 shares of mutual funds 151,013 Vanguard International Growth Fund* 13,804 shares of mutual funds 207,202 Vanguard LifeStrategy Conservative Growth Fund* 1,113 shares of mutual funds 15,645 Vanguard LifeStrategy Growth Fund* 872 shares of mutual funds 15,191 Vanguard LifeStrategy Income Fund* 508 shares of mutual funds 6,539 Vanguard LifeStrategy Moderate Growth Fund* 985 shares of mutual funds 15,699 Vanguard Prime Money Market* 567,166 shares of mutual funds 567,166 Vanguard Total Bond Market Index Fund* 1,338 shares of mutual funds 13,572 Vanguard U.S. Growth Portfolio* 29,554 shares of mutual funds 557,102 Vanguard Wellington Fund* 13,398 shares of mutual funds 365,231 Vanguard Windsor II Fund* 15,960 shares of mutual funds 408,403 Vanguard Retirement Savings Trust* 2,107,856 shares of common/collective trust 2,107,856 Participant Loans Participant loans, interest rates from 4.8% to 514,295 9.5%, maturities through 4/11/2016 ---------- $6,595,643 ==========
*Parties-in-interest 8 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the plan administrator of the Lee Ranch Coal Company Retirement and Savings Plan for Salaried Employees has duly caused this annual report to be signed on its behalf by the undersigned, hereunto duly authorized. Lee Ranch Coal Company Retirement and Savings Plan for Salaried Employees Date: June 28, 2002 By: /s/ SHARON D. FIEHLER ----------------------------------- Sharon D. Fiehler Peabody Energy Corporation Executive Vice President, Human Resources & Administration 9 -----END PRIVACY-ENHANCED MESSAGE-----