-----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, HlZaGIhJWkLlUbADDbYeTmNyRhSHbjg4VKzI46M7bSvYTX5KSEs6NZNo8Cfjf7Vg pAI2uc2hoy75SsE4atJrXQ== 0001299933-05-003762.txt : 20050727 0001299933-05-003762.hdr.sgml : 20050727 20050727153415 ACCESSION NUMBER: 0001299933-05-003762 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20050721 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20050727 DATE AS OF CHANGE: 20050727 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16463 FILM NUMBER: 05977159 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 8-K 1 htm_6118.htm LIVE FILING PEABODY ENERGY CORPORATION (Form: 8-K)  

 


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

     
Date of Report (Date of Earliest Event Reported):   July 21, 2005

PEABODY ENERGY CORPORATION
__________________________________________
(Exact name of registrant as specified in its charter)

     
Delaware 1-16463 13-4004153
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
701 Market Street, St. Louis, Missouri   63101
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   (314) 342-3400

Not Applicable
______________________________________________
Former name or former address, if changed since last report

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

John F. Turner was elected to the Board of Directors of Peabody Energy Corporation (the "Company") effective July 21, 2005. Mr. Turner will serve as a Class III Director and his term will expire at the 2007 annual meeting of stockholders of the Company. Mr. Turner will also serve as a member of the Board's Nominating & Corporate Governance Committee.





Item 7.01 Regulation FD Disclosure.

On July 26, 2005, the Company issued a press release announcing the election of Mr. Turner as a director. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated by reference herein. The description of the press release contained herein is qualified in its entirety by the full text of such exhibit.

On July 21, 2005, the Company issued a press release announcing that its Board of Directors had authorized a share repurchase program. This program allows the repurchase of up to five percent of the Company's common shares at the direction of the Board of Directors. A copy of the press release is furnished as Exhibit 99.2 hereto and is incorporated by reference herein. The description of the press release contained herein is qualified in its entirety by the full text of such exhibit.






SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

         
    PEABODY ENERGY CORPORATION
          
July 26, 2005   By:   Jeffery Klinger
       
        Name: Jeffery Klinger
        Title: Vice President - General Counsel


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Press Release of Peabody Energy Corporation dated July 26, 2005.
99.2
  Press Release of Peabody Energy Corporation dated July 21, 2005.
EX-99.1 2 exhibit1.htm EX-99.1 EX-99.1

Exhibit 99.1

 
 
PEABODY ENERGY
News Release

CONTACT:

Vic Svec

(314) 342-7768

FOR IMMEDIATE RELEASE
July 26, 2005

PEABODY ENERGY ELECTS
JOHN F. TURNER TO BOARD OF DIRECTORS

ST. LOUIS, July 26 – Peabody Energy (NYSE: BTU) today announced that John F. Turner has been elected as an independent director and will serve on the board’s Nominating and Corporate Governance Committee. Turner is former U.S. Assistant Secretary of State for Oceans and International Environmental and Scientific Affairs (OES) within the State Department.

“During his career, John has championed the concept of public-private partnerships to advance environmental goals,” said Chairman and Chief Executive Officer Irl F. Engelhardt. “We look forward to the wealth of knowledge and experience he brings to our board.”

Turner had served as Assistant Secretary since 2001. Prior to his appointment, he was President and Chief Executive Officer of the Conservation Fund, a national nonprofit organization dedicated to public-private partnerships to protect land and water resources. During his tenure, the fund protected more than 2.8 million acres of parks, wildlife habitat and open space across America.

He has also served as the Director of the U.S. Fish and Wildlife Service, with responsibility for increasing wetland protection and establishing 55 National Wildlife Refuges, the most of any administration in the nation’s history. Turner began his career in state politics, serving 19 years in the Wyoming State Legislature.

A native of Moose, Wyo., Turner earned a bachelor’s degree in biology from the University of Notre Dame, and a master’s degree in wildlife ecology from the University of Michigan. He also serves on the board of International Paper Company.

Peabody Energy (NYSE: BTU) is the world’s largest private-sector coal company, with 2004 sales of 227 million tons and $3.6 billion in revenues. Its coal products fuel more than 10 percent of all U.S. electricity and 3 percent of worldwide electricity.

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EX-99.2 3 exhibit2.htm EX-99.2 EX-99.2

Exhibit 99.2

 
 
PEABODY ENERGY
News Release

CONTACT:

Vic Svec

(314) 342-7768

FOR IMMEDIATE RELEASE
July 21, 2005

PEABODY ENERGY ANNOUNCES DIVIDEND
INCREASE AND SHARE REPURCHASE PROGRAM

ST. LOUIS, July 21 – Peabody Energy (NYSE: BTU) today announced that its board of directors increased its quarterly dividend by 27 percent and authorized a share repurchase program of up to 5 percent of the outstanding shares of common stock.

“Peabody’s board and management recognize the company’s bright outlook,” said Peabody President and Chief Executive Officer Elect Gregory H. Boyce. “The dividend increase and share repurchase authorization offer the flexibility to provide added shareholder value, while we continue to implement our many growth initiatives.”

The 27 percent increase in the regular quarterly dividend on common stock, to

$0.095 per share, is payable on August 25, 2005 to shareholders of record on August 4, 2005. The increase marks the third time in two years that the dividend has been raised. Peabody initiated a dividend following its May 2001 initial public offering, and increased the dividend
25 percent in July 2003 and 20 percent in October 2004.

The share repurchase program allows the repurchase of up to 5 percent of the common shares in BTU at the direction of Peabody’s board of directors. The repurchases would be made from time to time, and would be based on the company’s outlook, business conditions, as well as alternative investment and debt repayment options.

Peabody Energy (NYSE: BTU) is the world’s largest private-sector coal company, with 2004 sales of 227 million tons and $3.6 billion in revenues. Its coal products fuel more than 10 percent of all U.S. electricity and 3 percent of worldwide electricity.

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Certain statements in this press release are forward looking as defined in the Private Securities Litigation Reform Act of 1995. These statements involve certain risks and uncertainties that may cause actual results to differ materially from expectations as of July 21, 2005. These factors are difficult to accurately predict and may be beyond the control of the company. These risks include, but are not limited to: growth in coal and power markets; future economic conditions; weather; rail, barge and port performance and costs; ability to renew sales contracts; successful implementation of business strategies; regulatory and court decisions; future legislation; changes in post-retirement benefit and pension obligations; labor relations; negotiation of labor contracts and labor availability and relations; capacity and cost of surety bonds and letters of credit; effects of currency exchange rates; risks associated with customers; risk associated with performance of suppliers; performance risks related to high margin metallurgical coal production; geology and equipment risks inherent to mining; terrorist attacks or threats; replacement of reserves; implementation of new accounting standards and Medicare rules; inflationary trends; effects of interest rates; effects of acquisitions or divestitures; revenues related to synthetic fuel production; revenues and other risks detailed in the company’s reports filed with the Securities and Exchange Commission.

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