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As Of Filer Filing For/On/As Docs:Size Issuer Agent 2/16/05 Peabody Energy Corp 8-K/A:2,9 12/02/04 5:85K Bowne Boc/FA
Document/Exhibit Description Pages Size 1: 8-K/A Amendment to Current Report HTML 18K 2: EX-23.1 Consent of Espineira, Sheldon Y Asociados 1 6K 3: EX-99.1 Audited Financial Statements 27 105K 4: EX-99.2 Unaudited Balance Sheet 5 23K 5: EX-99.3 Unaudited Proforma Balance Sheet 5 29K
SECURITIES AND EXCHANGE COMMISSION
FORM 8-K/A (Amendment No. 1)
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) December 2, 2004
PEABODY ENERGY CORPORATION
|(State or other jurisdiction of
incorporation or organization)
|(Commission File Number)||(I.R.S. Employer Identification No.)|
|701 Market Street, St. Louis, Missouri
(Address of principal executive offices)
Registrant’s telephone number, including area code (314) 342-3400
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Peabody Energy Corporation (“Peabody” or “the Company”), filed a Current Report on Form 8-K with the Securities and Exchange Commission (“SEC”) on December 8, 2004, related to its acquisition of a 25.5 percent interest in the Paso Diablo Mine in Venezuela. The purpose of this Current Report on Form 8-K/A (Amendment No. 1) is to amend the Current Report on Form 8-K filed on December 8, 2004 to include (i) the financial statements and pro forma financial information required by Item 9.01 and (ii) the consent of Espineira, Sheldon y Asociados.
Item 2.01. Completion of Acquisition or Disposition of Assets.
On December 2, 2004, Peabody completed the acquisition of a 25.5 percent interest in Carbones del Guasare, S.A. (the owner of the Paso Diablo Mine) in Venezuela from RAG Coal International AG for a net purchase price of US$32.5 million. The purchase price was funded from currently available cash balances and the assumption of a short term payable to the Paso Diablo Mine.
Paso Diablo is a 6.5 to 7.0 million tonne-per-year operation that exports coal for electricity generators and steelmakers in North America and Europe.
Item 9.01. Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired
The audited financial statements of Carbones del Guasare, S.A. for the years ended and as of December 31, 2003 and 2002 are included in Exhibit 99.1 hereto. In addition, the condensed unaudited balance sheet as of September 30, 2004, condensed unaudited statements of income and cash flows for the nine month-periods ended September 30, 2004 and 2003, and notes thereto of Carbones del Guasare, S.A. are included in Exhibit 99.2 hereto, and are incorporated by reference herein.
(b) Pro Forma Financial Information
An unaudited pro forma balance sheet as of September 30, 2004 and unaudited pro forma statements of operations of Peabody Energy Corporation for the year ended December 31, 2003 and nine months ended September 30, 2004 are furnished in Exhibit 99.3 hereto, and are incorporated by reference herein.
The exhibits below are numbered in accordance with the Exhibit Table of Item 601 of Regulation S-K.
|No.||Description of Exhibit|
|Share Purchase Agreement among RAG Coal International AG, BTU International B.V and Peabody Energy Corporation dated as of June 10, 2004 (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed on December 8, 2004).|
|Consent of Espineira, Sheldon y Asociados|
|Audited financial statements of Carbones del Guasare, S.A. for the years ended and as of December 31, 2003 and 2002|
|Condensed unaudited balance sheet as of September 30, 2004, condensed unaudited statements of income and cash flows for the nine month-periods ended September 30, 2004 and 2003, and notes thereto of Carbones del Guasare, S.A.|
|Unaudited proforma balance sheet as of September 30, 2004 and unaudited pro forma statements of operations of Peabody Energy Corporation for the year ended December 31, 2003 and nine months ended September 30, 2004|
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
|Date: February 15, 2005||/s/ Richard A. Navarre|
|Richard A. Navarre|
|Executive Vice President and
Chief Financial Officer
|This 8-K/A Filing||Date||Other Filings|
|6/10/04||8-K, SC 13G/A|
|For The Period Ended||12/2/04||8-K|
|Filed On / Filed As Of||2/16/05||4, 8-K|
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