Exhibit 99.3

Project Oz JOINT RCF/2022 NOTEHOLDER PROPOSAL TO COMPANY    November 4, 2020    Confidential Prepared at the Direction of Counsel Subject to FRE 408 and Local Equivalents

I. Surety Resolution    Confidential Prepared at the Direction of Counsel Subject to FRE 408 and Local Equivalents 0

Proposed Surety Resolution Confidential Prepared at the Direction of Counsel Subject to FRE 408 and Local Equivalents RCF/2022 Noteholder Proposal (11/1) Company Proposal (11/1) RCF/2022 Noteholder Proposal (11/3) Standstill Period > Sureties to agree to the following terms/restrictions until December 31, 2025 - Not to demand additional collateral on the existing surety bonds or new bonds after issuance - Not to draw on letters of credit posted for the benefit of the sureties - Not to cancel, or attempt to cancel, any existing surety bond Agreed Agreed Incremental Collateral $75mm of total additional collateral posted at closing Second liens on certain equipment at closing (fair market value of ~$200mm) Second liens on equipment collateral to be silent Dollar-for-dollar pay down whenever incremental collateral is posted to sureties will be shared pro rata based on principal balance of debt between the Remain Co Term Loan and the New Extended Maturity Notes $100 million of total additional collateral posted at closing Agreed on second liens which will be silent No debt pay down for New Remain Co Term Loan and/or New Extended Maturity Notes associated with incremental collateral provided to sureties post-closing $25 million of incremental collateral provided per annum, plus the following amounts: - $0.20/ton per annum for each $100 million of TTM free cash flow, posted on a quarterly basis - Subject to compliance with debt covenants, 25% of any excess cash following the required application of net proceeds from certain asset sales (greater than $10 million) $75mm of total additional collateral posted at closing Second liens on certain equipment at closing (fair market value of ~$200mm) - Second liens on equipment collateral to be silent Plus the following amounts: - $0.20/ton per annum for each $100 million of TTM free cash flow, posted on a quarterly basis - Subject to compliance with debt covenants, 25% of any excess cash following the required application of net proceeds from certain asset sales (greater than $10 million), but reinvestment rights in debt agreements don’t apply for this purpose Removed dollar for dollar pay down with surety collateral postings Other Terms Exchange contingent on a surety resolution that is acceptable to both the RCF Lenders and 2022 Noteholders Peabody to forego any future dividends or share repurchases during the standstill period, unless otherwise agreed Peabody to forego any future dividends or share repurchases during the standstill period, unless otherwise agreed Minimum surety participation of 98% Exchange contingent on a surety resolution that is acceptable to both the RCF Lenders and 2022 Noteholders Peabody to forego any future dividends or share repurchases during the standstill period, unless otherwise agreed 3

II. Proposed RCF Exchange    Confidential Prepared at the Direction of Counsel Subject to FRE 408 and Local Equivalents

Proposed RCF Exchange Exchanged Wilpinjong New Structurally Senior Term Loans Confidential Prepared at the Direction of Counsel Subject to FRE 408 and Local Equivalents    RCF/2022 Noteholder Proposal (11/1) Company Proposal (11/1) RCF/2022 Noteholder Proposal (11/4)    New Structurally Senior Term Loans    Exchange Offer > Offer to—Exchange $206mm of funded RCF commitments at an exchange price of par for $206mm of New Structurally Senior Term Loans issued by Wilpinjong o All LCs to stay at RemainCo    > Offer to—(i) exchange $242mm of 2022 Notes at an exchange price of 85% for $206mm of New Structurally Senior Term Loans at Wilpinjong o All LCs to stay at RemainCo > Offer to—Exchange $206mm of funded RCF commitments at an exchange price of par for $206mm of New Structurally Senior Term Loans issued by Wilpinjong o All LCs to stay at RemainCo Interest Rate    > 12.0% per annum, payable quarterly in cash> 7.125%> 12.0% per annum, payable quarterly in cash Exchange Fee> > >2.00% cash exchange fee for all debt exchanged to Wilpinjong 1.25% quarterly mandatory amortization payments 100% of Excess Cash Flow at Wilpinjong and 100% of net cash proceeds from asset sales and casualty events to pay > 0.50% cash exchange fee for all debt exchanged to Wilpinjong > No mandatory amortization payments > Agreed on Excess Cash Flow proceeds > 2.00% cash exchange fee for all debt exchanged to Wilpinjong > 1.25% quarterly mandatory amortization payments > Agreed on Excess Cash Flow proceeds Amortizationdebt at Wilpinjong, shared pro rata based on principal balance of debt between the New Structurally Senior Term Loans and New Structurally Senior Secured Notes at Wilpinjong Maturity> >September 17, 2023 100% by Wilpinjong HoldCo of Wilpinjong Equity - > March 31, 2025 > Agreed Subject to continued due diligence regarding direct lien grant and/or guarantee by Wilpinjong Subsidiary > December 31, 2023 > Agreed Collateral-To the extent a direct lien grant or guarantee is prohibited, include a springing lien grant and/or guarantee upon the termination of such prohibition

Confidential Prepared at the Direction of Counsel Subject to FRE 408 and Local Equivalents Proposed RCF Exchange Exchanged Wilpinjong New Structurally Senior Term Loans (Cont’d) RCF/2022 Noteholder Proposal (11/1) Company Proposal (11/1)RCF/2022 Noteholder Proposal (11/4) >Financial Covenants> Financial Covenants: None> Financial Covenants -Minimum DSCR: 1.5x at> Permitted Indebtedness:-Minimum DSCR: 1.0x at Wilpinjong, Wilpinjong, starting in Q3 2021 -No additional pari passu or senior starting in Q3 2021 -Minimum Liquidity: $50 million debt nor any liens (other than de-Minimum Liquidity: $50 million -MFN on any financial covenants to minim is liens to be negotiated) at the -MFN on any financial covenants to other lenders issuer or any subsidiaries, including other lenders >Permitted Indebtedness: Wilpinjong OpCo > Permitted Indebtedness: -No additional debt nor any liens at-Junior / unsecured debt baskets to be-No additional debt nor any liens at the the issuer or any subsidiaries, negotiated issuer or any subsidiaries, including including Wilpinjong OpCo > Investments / Restricted Payments: Wilpinjong OpCo >Investments/Restricted Payments Agreed(1), but de minim is baskets to be > Investments/Restricted Payments -No baskets for Investment /negotiated-No baskets for Investment / Loans Covenants Restricted Payments (other than for the Management Fee to Remain Co) from the Wilpinjong Subsidiary under the New Credit > Agreed on restriction of all subsidiaries and no ability to designate subsidiaries as unrestricted > Asset sale, merger and other high-yield Restricted Payments (other than for the Management Fee to Remain Co) from the Wilpinjong Subsidiary under the New Credit Agreement Term Senior >Restrict all subsidiaries and eliminate the ability to designate new subsidiaries as unrestricted Agreement be agreed covenants with baskets and exceptions to ability to designate new subsidiaries as> Restrict all subsidiaries and eliminate the unrestricted > Asset sale, merger and other high yield >Asset sale, merger and other high yield covenants with baskets and exceptions to be covenants with baskets and exceptions agreed Structurally to be agreed >Voting thresholds substantially> Agreed> Agreed New Voting consistent with existing Credit Thresholds Agreement >NC2 / 106 (3 months) / Par (3 months),> NC1 / 103.5 / 101 / par thereafter> NC2 / 105 (6 months) / Par thereafter, Call subject to specified carve-outs> No make-whole or special call in event of subject to specified carve-outs Protection>Additional make-whole such as a fee or default> Additional make-whole such as a fee or special call in an event of default special call in an event of default >Requires the Company payment of RCF> Agree, but subject to negotiation of PJT’s> Requires the Company payment of RCF Professional Lender and Noteholders professional fees engagement letter Lender and Noteholders professional fees Fee(including Australian counsel) as detailed ( including Australian counsel) as detailed in Expenses in their Engagement Letters with the their Engagement Letters with the Lenders/Noteholders Lenders/Noteholders (1) For the avoidance of doubt, the Management Fee shall be inclusive of any tax sharing payments.

Confidential Proposed RCF Exchange Prepared at the Direction of Counsel Subject to FRE 408 and Local Equivalents RemainCo Term Loan RCF/2022 Noteholder Proposal (11/1) Company Proposal (11/1) RCF/2022 Noteholder Proposal (11/4) > The remaining $334mm of RCF > (Exchange the remaining $298 million of > The remaining $334mm of RCF commitments will exchange into a RCF commitments into a New RemainCo commitments will exchange into a RemainCo Term Loan and retain the Term Loan due March 31, 2025 RemainCo Term Loan and extend the September 17, 2023 maturity—Prefunded Synthetic LC Facility to maturity to December 31, 2023 RemainCo—All LCs to stay at RemainCo be created in the amount of any—All LCs to stay at RemainCo—Prefunded Synthetic LC Facility to LCs outstanding as of the close of—Prefunded Synthetic LC Facility to be Term Loan be created in the amount of any the transaction created in the amount of any LCs LCs outstanding as of the close of—Removal of the “springing outstanding as of the close of the the transaction maturity” transaction—Removal of “springing maturity”—Removal of “springing maturity” > Second lien in Wilpinjong collateral > Agreed on second lien in Wilpinjong > Agreed > Pledge of unencumbered 35% of first- collateral > Pledge of unencumbered 35% of first-tier tier foreign equity > Agreed on pledge of the 35% foreign equity > Priority lien on existing collateral and unencumbered first-tier foreign equity > Priority lien on existing collateral and additional material property previously subject to tax diligence additional material property previously excluded from collateral (subject to due > Agreed on granting liens on any excluded from collateral (subject to due diligence) collateral that currently does not have a diligence)—Same provision for guarantees perfected lien, subject to:—Same provision for guarantees Additional—Reasonable thresholds to be > Additional collateral / liens to be provided Collateral discussed equally to existing Term Loan and 2025 —No liens on any assets that Notes(1) currently do not constitute collateral > Additional collateral / liens to be provided equally to existing Term Loan and 2025 Notes(1) Interest > L+7.25% Cash, 7.25% PIK, 1.0% LIBOR > Same as existing RCF > L+6.50% Cash, 8.00% PIK, 1.0% LIBOR Rate Floor per annum Floor per annum > Interest: L+7.25% Cash, 7.25% PIK, > Same as existing RCF > Interest: L+6.50% Cash, 8.00% PIK, 1.0% 1.0% LIBOR Floor per annum LIBOR Floor per annum Prefunded > Fronting Fee: 0.25% per annum > Fronting Fee: 0.25% per annum Synthetic LC > Additional Customary Administrative > Additional Customary Administrative Fees Facility Fees Fees to be Paid by Borrower to to be Paid by Borrower to individual LC individual LC issuer issuer (1) Parity treatment required under existing intercreditor agreement. 7

Confidential Proposed RCF Exchange Prepared at the Direction of Counsel Subject to FRE 408 and Local Equivalents RemainCo Term Loan (Cont’d) RCF/2022 Noteholder Proposal (11/1) Company Proposal (11/1) RCF/2022 Noteholder Proposal (11/4) > LC capacity under the RCF limited to the > Agreed on maximum LC capacity > Agreed, subject to reduction in maximum current amount outstanding at determined based on amount outstanding capacity based on Paydowns transaction close at closing Letter of—No LCs permitted on new projects—Maximum capacity to be fixed or exposure through maturity, and any LCs that Credit Limit roll off or expire will not result in a reduction in capacity; Company to have ability to issue new LCs to the extent existing LCs roll off or expire Amendment > 2.00% cash amendment fee for all RCF > 0.50% cash amendment fee for all RCF debt > 2.00% cash amendment fee for all RCF debt debt at RemainCo after the exchange at RemainCo after the exchange at RemainCo after the exchange transaction Fee transaction transaction > Financial Maintenance Covenants > Financial Maintenance Covenants: None > Financial Maintenance Covenants—1L Net Leverage covenant—1L Net Leverage covenant suspended until 12/31/2021, suspended until 12/31/2021, replaced with a $300 million replaced with a $200 million minimum liquidity covenant at minimum liquidity covenant at RemainCo RemainCo o 1L Net Leverage Covenant o 1L Net Leverage Covenant to to be reinstated at 6.0x as be reinstated in Q1 2022 with of Q1 2022 a 15% cushion to the o 1L Net Leverage Covenant Company’s business plan to be based off New Credit o 1L Net Leverage Covenant to Agreement EBITDA be based off New Credit —Minimum DSCR: 1.0x at Agreement EBITDA Covenants RemainCo starting in Q4 21—Minimum DSCR: 1.0x at RemainCo —MFN on any financial covenants starting in Q4 21 offered to other lenders—MFN on any financial covenants —RemainCo Term Loan holders will offered to other lenders benefit from financial—RemainCo Term Loan holders will maintenance covenants, but New benefit from financial maintenance Extended Maturity Notes holders covenants, but New Extended will share pro rata in any consent Maturity Notes holders will share pro fee, paydown or future collateral rata in any consent fee, paydown or received on account of any future collateral received on account financial maintenance covenant of any financial maintenance waiver, consent, forbearance, or covenant waiver, consent, amendment forbearance, or amendment 8

Confidential Proposed RCF Exchange Prepared at the Direction of Counsel Subject to FRE 408 and Local Equivalents RemainCo Term Loan (Cont’d) RCF/2022 Noteholder Proposal (11/1) Company Proposal (11/1) RCF/2022 Noteholder Proposal (11/4) > Investment/Restricted Payments Covenants > Investment / Restricted Payments > Investment/Restricted Payments Covenants—Close all Investment and Restricted Covenants: Agreed on Investments /—Close all Investment and Restricted Payment Payment baskets under the New Credit Restricted Payments and ability to baskets under the New Credit Agreement Agreement designate new unrestricted—Restrict all subsidiaries and eliminate the ability —Restrict all subsidiaries and eliminate subsidiaries, but de minimis to designate new subsidiaries as unrestricted the ability to designate new exceptions to be negotiated—Eliminate reinvestment rights on sale proceeds subsidiaries as unrestricted > Asset Sale Provisions: in New Credit Agreement, > No change to mandatory asset sale —Eliminate reinvestment rights on sale o All sale proceeds must pay off RemainCo provisions, reinvestment rights, etc. proceeds in New Credit Agreement, (1) Term Loan and New Extended Maturity > Other Covenants Reject all proposed o All sale proceeds must pay off changes Notes at RemainCo pro rata based on RemainCo Term Loan and New principal balance of debt Extended Maturity Notes at > Other Covenants RemainCo pro rata based on—On existing asset sale definition, eliminate principal balance of debt threshold and exceptions to application of > Other Covenants covenant Covenants —On existing asset sale definition,—To discuss issuance of additional Priority Lien (Cont’d) eliminate threshold and exceptions to Debt to holders of Wilpinjong debt if the application of covenant Wilpinjong subsidiaries fail to meet certain —To discuss issuance of additional performance thresholds Priority Lien Debt to holders of—Limit indebtedness extended by a Loan Party to Wilpinjong debt if the Wilpinjong a non-Loan Party, even if evidenced by a subsidiaries fail to meet certain promissory note performance thresholds—No non-cash consideration with respect to asset —Limit indebtedness extended by a Loan sales proceeds Party to a non-Loan Party, even if—Other document terms/changes to be agreed evidenced by a promissory note—No non-cash consideration with respect to asset sales proceeds—Other document terms/changes to be agreed > NC2 / 106 (3 months) / Par (3 months), > No call protection > NC2 / 105 (6 months) / Par thereafter, subject to Call subject to specified carve-outs specified carve-outs Protection > Additional make-whole such as a fee or > Additional make-whole such as a fee or special call in special call in an event of default an event of default > 2020 Stub Revolver to be paid in full at > Agreed > Agreed Treatment maturity of Stub Revolver (1) Flexibility of existing Loan Party to non-Loan Party indebtedness necessary to provide funding 9 mechanism for the Company’s Australian entities.

Confidential Proposed RCF Exchange Prepared at the Direction of Counsel Subject to FRE 408 and Local Equivalents RemainCo Term Loan (Cont’d) RCF/2022 Noteholder Proposal (11/1) Company Proposal (11/1) RCF/2022 Noteholder Proposal (11/4) Participation > Requires participation of 100% of revolving > Agreed > Agreed Thresholds lenders > Upon closing, $77.25 million will be used > No RemainCo Term Loan paydown at > Upon closing, $77.25 million will be used to to provide a paydown of the RemainCo close provide a paydown of the RemainCo Term Term Loan at par > No mandatory principal paydown at Loan at par > The RemainCo Term Loan and New closing or in the future > 1.25% quarterly mandatory amortization Extended Maturity Notes shall share pro payments, subject to a minimum liquidity test rata based on principal balance of debt in a > In September 2021 or upon earlier payment RemainCo dollar-for-dollar paydown whenever thereof, the RemainCo Term Loan shall Term Loan incremental collateral is posted to sureties receive a principal paydown equivalent to the Paydown/ as agreed to in any surety settlement principal amount of 2022 Notes that are not Mandatory > In September 2021 or upon earlier exchanged as part of the original transaction Amortization payment thereof, the RemainCo Term Loan shall receive a principal paydown equivalent to the principal amount of 2022 Notes that are not exchanged as part of the original transaction > 100% of Excess Cash Flow to be shared pro > No ECF Sweep given commitments to > 100% of Excess Cash Flow to be shared pro rata based on principal amount of debt Term Loan Lenders and sureties rata based on principal amount of debt between RCF Term Loan and New between RemainCo Term Loan and New Extended Maturity Notes Extended Maturity Notes —Definition of Excess Cash Flow to be—Definition of Excess Cash Flow to be Excess Cash discussed incorporating additional discussed incorporating additional Flow Sweep collateral payments to sureties and collateral payments to sureties and current Credit Agreement Excess current Credit Agreement Excess Cash Cash Flow Sweep Flow Sweep Definition of > To match financial statement definition of > No change to existing definition > To match financial statement definition of New Credit EBITDA EBITDA Agreement—To discuss with Company—To discuss with Company EBITDA > Voting thresholds substantially consistent > Agreed > Agreed Voting with existing Credit Agreement Thresholds 10

III. Proposed 2022 Notes Exchange Confidential Prepared at the Direction of Counsel Subject to FRE 408 and Local Equivalents 11    

Confidential Proposed 2022 Notes Exchange Prepared at the Direction of Counsel Subject to FRE 408 and Local Equivalents Exchanged Wilpinjong New Structurally Senior Secured Notes RCF/2022 Noteholder Proposal (11/1) Company Proposal (11/1) RCF/2022 Noteholder Proposal (11/4) > Offer to > Offer to > Offer to —(i) exchange $194mm of 2022—(i) exchange $219mm of 2022 Notes—(i) exchange $194mm of 2022 Notes Notes at an exchange price of par at an exchange price of 80% for at an exchange price of par for for $194mm of New Structurally $175mm of New Structurally Senior $194mm of New Structurally Senior Exchange Offer Senior Secured Notes Term Loans and Secured Notes—(ii) $240mm of 2022 Notes at par for a like amount of New Extended Maturity Notes due 2025 > 12.0% per annum, payable quarterly in > 7.5% per annum, payable quarterly in cash > 12.0% per annum, payable quarterly in Interest Rate cash cash > 2.00% cash exchange fee for all 2022 > N/A > 2.00% cash exchange fee for all 2022 Notes Exchange Fee Notes exchanged to Wilpinjong exchanged to Wilpinjong > 1.25% quarterly mandatory amortization > No fixed amortization; 50-75% excess cash > 1.25% quarterly mandatory amortization Notes payments flow sweep shared pro rata with the New payments    > 100% of Excess Cash Flow at Wilpinjong Structurally Senior Secured Notes: > 100% of Excess Cash Flow at Wilpinjong and 100% of net cash proceeds from—U-Sub Net Leverage ³ 1.50x: 75% and 100% of net cash proceeds from asset Amortization asset sales and casualty events to pay ECF Sweep sales and casualty events to pay debt at debt at Wilpinjong, shared pro rata based—U-Sub Net Leverage < 1.50x: 50% Wilpinjong, shared pro rata based on Secured on principal balance of debt between the ECF Sweep principal balance of debt between the New New Structurally Senior Term Loans and Structurally Senior Term Loans and New New Structurally Senior Secured Notes at Structurally Senior Secured Notes at Senior Wilpinjong Wilpinjong Maturity > September 17, 2023 > October 15, 2025 > December 31, 2023 > 100% by Wilpinjong HoldCo of Wilpinjong > Structural seniority on U-Sub’s assets via > 100% by Wilpinjong HoldCo of Wilpinjong Equity subsidiary stock pledges Equity > Subject to continued due diligence > Subject to continued due diligence Structurally regarding direct lien grant and/or regarding direct lien grant and/or guarantee by Wilpinjong Subsidiary guarantee by Wilpinjong Subsidiary > To the extent a direct lien grant or > To the extent a direct lien grant or New Collateral guarantee is prohibited, include a guarantee is prohibited, include a springing springing lien grant and/or guarantee lien grant and/or guarantee upon the upon the termination of such prohibition termination of such prohibition 12

Confidential Proposed 2022 Notes Exchange Prepared at the Direction of Counsel Subject to FRE 408 and Local Equivalents Exchanged Wilpinjong New Structurally Senior Secured Notes (Cont’d) RCF/2022 Noteholder Proposal (11/1) Company Proposal (11/1) RCF/2022 Noteholder Proposal (11/4) > Financial Covenants > Restricted Payments: To be negotiated > Financial Covenants—Minimum DSCR: 1.5x at Wilpinjong, > Permitted Indebtedness/Liens: Other—Minimum DSCR: 1.0x at Wilpinjong, starting in Q3 2021 debt/liens covenants to be negotiated starting in Q3 2021—Minimum Liquidity: $50 million > Financial Maintenance Covenants: None—Minimum Liquidity: $50 million—MFN on any financial covenants to—MFN on any financial covenants to other lenders other lenders > Permitted Indebtedness: > Permitted Indebtedness: —No additional debt nor any liens at—No additional debt nor any liens at the issuer or any subsidiaries, the issuer or any subsidiaries, including Wilpinjong OpCo including Wilpinjong OpCo > Investments/Restricted Payments > Investments/Restricted Payments—No baskets for Investment /—No baskets for Investment / Restricted Payments (other than Restricted Payments (other than for Notes for the Management Fee to the Management Fee to RemainCo) Covenants RemainCo) from the Wilpinjong from the Wilpinjong Subsidiary under Subsidiary under the New the New Indenture Secured Indenture > Restrict all subsidiaries and eliminate the > Restrict all subsidiaries and eliminate the ability to designate new subsidiaries as ability to designate new subsidiaries as unrestricted Senior unrestricted > Asset sale, merger and other high yield    > Asset sale, merger and other high yield covenants with baskets and exceptions to covenants with baskets and exceptions to be agreed Structurally be agreed New    > NC2 / 106 (3 months) / Par (3 months), > N/A > NC2 / 105 (6 months) / Par thereafter, Call subject to specified carve-outs subject to specified carve-outs Protection > Additional make-whole such as a fee or > Additional make-whole such as a fee or special call in an event of default special call in an event of default > Requires the Company payment of RCF > N/A > Requires the Company payment of RCF Professional Lender and Noteholders professional fees Lender and Noteholders professional fees (including Australian counsel) as detailed (including Australian counsel) as detailed in Fee Expenses in their Engagement Letters with the their Engagement Letters with the Lenders/Noteholders Lenders/Noteholders 13

Confidential Proposed 2022 Notes Exchange Prepared at the Direction of Counsel Subject to FRE 408 and Local Equivalents New Extended Maturity Notes RCF/2022 Noteholder Proposal (11/1) Company Proposal (11/1) RCF/2022 Noteholder Proposal (11/4) > Exchange up to $265mm of 2022 Notes > Maturity: March 31, 2025 > Exchange up to $265mm of 2022 Notes at an New at an exchange rate of par for new 2023 > All other terms substantially similar to exchange rate of par for new 2023 notes to be Extended notes to be issued by RemainCo (the existing 2022 Notes provided, however, issued by RemainCo (the “New Extended Maturity “New Extended Maturity Notes”) substantially all Restricted Payment and Maturity Notes”) Notes > Maturity: Extended to September 17, Permitted Investment capacity will be closed; > Maturity: Extended to December 31, 2023 2023 de minimis exceptions to be negotiated > Second lien in Wilpinjong collateral > N/A > Second lien in Wilpinjong collateral > Pledge of unencumbered 35% of first- > Pledge of unencumbered 35% of first-tier tier foreign equity foreign equity > First lien on existing collateral and > First lien on existing collateral and additional Additional additional material property previously material property previously excluded from Collateral excluded from collateral (subject to due collateral (subject to due diligence) diligence)—Same provision for guarantees—Same provision for guarantees > Additional collateral / liens to be provided equally to existing Term Loan and 2025 Notes(1) Interest > L+7.25% Cash, 7.25% PIK, 1.0% LIBOR > Same as existing RCF > L+6.50% Cash, 8.00% PIK, 1.0% LIBOR Floor per Rate Floor per annum annum > 2.00% cash consent fee for all New > N/A > 2.00% cash consent fee for all New Extended Consent Extended Maturity Notes Maturity Notes Fee > Early consent consideration to > Early consent consideration to be be discussed discussed > Upon closing, $72.75 million will used to > N/A > Upon closing, $72.75 million will used to repurchase a portion of the exchanged repurchase a portion of the exchanged 2022 Paydown 2022 Notes at par Notes at par > 1.25% quarterly mandatory amortization payments, subject to a minimum liquidity test > NC2 / 106 (3 months) / Par (3 months), > N/A > NC2 / 105 (6 months) / Par thereafter, subject Call subject to specified carve-outs to specified carve-outs Protection > Additional make-whole such as a fee or > Additional make-whole such as a fee or special special call in an event of default call in an event of default Definition > To match financial statement definition > N/A > To match financial statement definition of of New of EBITDA EBITDA—To discuss with Company—To discuss with Company Credit Agreement EBITDA (1) Parity treatment required under existing intercreditor agreement. 14

Confidential Proposed 2022 Notes Exchange Prepared at the Direction of Counsel Subject to FRE 408 and Local Equivalents New Extended Maturity Notes (Cont’d) RCF/2022 Noteholder Proposal (11/1) Company Proposal (11/1) RCF/2022 Noteholder Proposal (11/4) > To receive the same rights/treatment as > Not specified > To receive the same rights/treatment as the the RemainCo Term Loan with respect to RemainCo Term Loan with respect to all all covenants and other mandatory covenants and other mandatory prepayments prepayments > RemainCo Term Loan holders will benefit from > RemainCo Term Loan holders will benefit financial maintenance covenants, but New from financial maintenance covenants, Extended Maturity Notes holders will share pro Covenants but New Extended Maturity Notes rata in any consent fee, paydown or future holders will share pro rata in any consent collateral received on account of any financial fee, paydown or future collateral received maintenance covenant waiver, consent, on account of any financial maintenance forbearance, or amendment covenant waiver, consent, forbearance, or amendment > 100% of Excess Cash Flow to be shared > N/A > 100% of Excess Cash Flow to be shared pro rata pro rata based on principal amount of based on principal amount of debt between debt between RCF Term Loan and New RemainCo Term Loan and New Extended Excess Cash Extended Maturity Notes Maturity Notes —Definition of Excess Cash Flow to be—Definition of Excess Cash Flow to be Flow Sweep discussed incorporating additional discussed incorporating additional collateral payments to sureties and collateral payments to sureties and current Credit Agreement Excess current Credit Agreement Excess Cash Cash Flow Sweep Flow Sweep Participation > To consummate this transaction, at least > To consummate this transaction, at least > To consummate this transaction, at least 95% of 95% of the 2022 Notes must vote to 95% of the 2022 Notes must vote to the 2022 Notes must vote to exchange Threshold exchange exchange > 2/3rds for amendments and 75% to > As specified in Indenture > 2/3rds for amendments and 75% to change Voting change collateral collateral > Consent consideration must be paid to all > Consent consideration must be paid to all Thresholds holders, and exchange offers must be holders, and exchange offers must be open to open to all all Non- > Removal of all liens and covenants under > Removal of all liens and covenants under > Removal of all liens and covenants under the the 2022 Notes Indenture the 2022 Notes Indenture 2022 Notes Indenture Participating—Structural subordination relative to 2022 all assets of PEC credit group and Noteholders unrestricted subsidiaries holding Wilpinjong equity Non- > 2022 Notes not exchanged will be repaid > N/A > 2022 Notes not exchanged will be repaid in full Exchanged in full upon scheduled maturity upon scheduled maturity Note Paydown 15

IV. General Terms Confidential Prepared at the Direction of Counsel Subject to FRE 408 and Local Equivalents 16

Confidential General Terms Prepared at the Direction of Counsel Subject to FRE 408 and Local Equivalents RCF/2022 Noteholder Proposal (11/1) Company Proposal RCF/2022 Noteholder Proposal (11/4) > All transactions are contingent upon legal > Agreed, but no diligence out in transaction > All transactions are contingent upon legal and business due diligence acceptable in support agreement upon signing and business due diligence acceptable in all all respects to advisors to the 2022 respects to advisors to the 2022 Due Noteholders and RCF Lenders, in each Noteholders and RCF Lenders, in each case Diligence case in their sole discretion, regarding, in their sole discretion, regarding, among among other things, Wilpinjong transfer other things, Wilpinjong transfer transactions and exchange transaction transactions and exchange transaction > All transactions are subject to definitive > Agreed > All transactions are subject to definitive transaction documents acceptable in all > Company to have blanket fiduciary out transaction documents acceptable in all Definitive respects to the 2022 Noteholders and RCF respects to the 2022 Noteholders and RCF Documents Lenders, in each case in their sole Lenders, in each case in their sole discretion discretion > Transaction documents to contain > Agreed > Agreed indemnification of exchange participants Indemnity by all Company entities acceptable to 2022 Noteholders and RCF Lenders > N/A > Transaction documents to contain > [To discuss] Releases customary mutual releases, including releases of directors and officers 17

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