Thomist Capital Amends Peabody Energy Stake Filing
Ticker: BTU · Form: SC 13D/A · Filed: Oct 16, 2024 · CIK: 1064728
Sentiment: neutral
Topics: schedule-13d, amendment, shareholder-activity
Related Tickers: BTU
TL;DR
Thomist Capital updated their Peabody Energy filing - watch for changes.
AI Summary
Thomist Capital Management, LP, along with Brian Kuzma and Thomist Fund, LP, filed an amendment (No. 2) to their Schedule 13D on October 16, 2024, regarding their holdings in Peabody Energy Corporation. The filing indicates a change in the group's beneficial ownership, though specific new percentages or dollar amounts are not detailed in this excerpt. The group is based in Houston, Texas.
Why It Matters
This filing signals a potential shift in significant shareholder activity for Peabody Energy, which could influence the company's stock performance and strategic direction.
Risk Assessment
Risk Level: medium — Schedule 13D filings often precede significant corporate actions or shifts in control, indicating potential volatility.
Key Players & Entities
- Thomist Capital Management, LP (company) — Filing entity
- Peabody Energy Corporation (company) — Subject company
- Brian Kuzma (person) — Group member
- Thomist Fund, LP (company) — Group member
- Logan Moncrief (person) — Associated with filing entity
FAQ
What specific changes were made in Amendment No. 2 to the Schedule 13D filing?
The filing is an amendment (No. 2) to the Schedule 13D, indicating a change in the group's beneficial ownership, but the specific details of the changes are not provided in this excerpt.
Who are the members of the group filing this amendment?
The group members are identified as Brian Kuzma, Thomist Capital, LLC, and Thomist Fund, LP.
What is the subject company of this filing?
The subject company is Peabody Energy Corporation.
Where is Thomist Capital Management, LP located?
Thomist Capital Management, LP is located at 3773 Richmond Ave., Suite 777, Houston, TX 77046.
When was this amendment filed with the SEC?
This amendment was filed on October 16, 2024.
Filing Stats: 2,543 words · 10 min read · ~8 pages · Grade level 14.7 · Accepted 2024-10-16 18:31:05
Key Financial Figures
- $0.01 — ame of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securitie
- $1.45B — lan focused on share buybacks given the $1.45B of cash currently on the balance sheet,
- $27 — g Account Call Option (Exercise Price $27, Expiration October 18, 2024) 9/30/202
Filing Documents
- form_sc13da-peabody.htm (SC 13D/A) — 104KB
- 0001011438-24-000489.txt ( ) — 106KB
is hereby amended and restated in its entirety to read as follows
Item 3 is hereby amended and restated in its entirety to read as follows: The Fund used approximately $ 78,000,221 (excluding brokerage commissions) in the aggregate to purchase the shares of Common Stock held by it reported in this Schedule 13D. The Managed Accounts used approximately $ 69,891,095 (excluding brokerage commissions) in the aggregate to purchase the shares of Common Stock held by the Managed Accounts reported in this Schedule 13D. The source of the funds used to acquire the shares of Common Stock reported herein was the working capital of the Fund and the Managed Accounts, which at any given time may include funds borrowed on margin in the ordinary course and on customary terms. Item4. PURPOSE OF TRANSACTION
is hereby supplemented and superseded, as the case may be, as follows
Item 4 is hereby supplemented and superseded, as the case may be, as follows: The shares of Common Stock and call options directly held by the Fund and the Managed Accounts and beneficially owned by the Reporting Persons reported herein were acquired for investment purposes in the ordinary course of business in the belief that the Common Stock is undervalued and represents an attractive investment opportunity. As previously disclosed, The Reporting Persons remain engaged in a constructive and collaborative dialogue with management. The Reporting Persons have made suggestions to the Issuer's management team regarding operational and strategic opportunities to maximize shareholder value, including, but not limited to: (i) a shareholder return plan focused on share buybacks given the $1.45B of cash currently on the balance sheet, (ii) unlocking value in the Issuer's Powder River Basin (PRB) asset, and (iii) selling down a stake in Centurion to free up cash flow for shareholder returns while simultaneously placing a strong valuation marker on the asset, and may pursue other plans or proposals that relate to or could result in any of the matters set forth in clauses (a)-(j) of Item 4 of Schedule 13D. The Reporting Persons intend to have a dialog with the Issuer's management regarding the above and may also speak with the board of directors ("Board") of the Issuer, other current or prospective shareholders, industry analysts, existing or potential strategic partners or competitors, investment and financing professionals, sources of credit and other third parties with respect to the above. Specific to the Issuer's PRB asset, the Reporting Persons have suggested, among other things, that the Issuer has the opportunity to influence when and where datacenters are sited in the United
is hereby amended and restated in its entirety to read as follows
Item 5 is hereby amended and restated in its entirety to read as follows: (a) - (b) The responses of the Reporting Persons to Items (7) through (11) and (13) of the cover pages of this Schedule 13D are incorporated herein by reference. As of the date hereof, the Manager, the GP and Mr. Kuzma beneficially own an aggregate of 6,394,172 shares of Common Stock, which shares of Common Stock may be deemed to be beneficially owned by each of the Manager, the GP and Mr. Kuzma, and which represent approximately 5.1% of the outstanding Common Stock. As of the date hereof, the Fund beneficially owns an aggregate of 3,314,619 shares of Common Stock, and which represent approximately 2.6% of the outstanding Common Stock. All percentages set forth herein are based on 125.9 million shares of common stock of the Issuer outstanding as of August 2, 2024, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 8, 2024. The Fund and the Managed Accounts have delegated to Manager voting and investment power over the securities held directly by the Funds and the Managed Accounts. As a result, each of the Manager, the GP, as the general partner of Manager, and Mr. Kuzma, as Managing Member of the GP, may be deemed to exercise voting and investment power over the shares of Common Stock directly held by the Fund and the Managed Accounts. (c) Information concerning transactions in the shares of Common Stock and options to purchase Common Stock effected by the Reporting Persons on behalf of the Fund and the Managed Accounts since the most recent filing of Schedule 13D is set forth in Schedule I hereto and is incorporated herein by reference. (d) Not applicable. (e) Not applicable. Item6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
is hereby amended and supplemented by the addition of the following
Item 6 is hereby amended and supplemented by the addition of the following: As of 5 p.m. New York City time on October 16, 2024, the Fund and the Managed Accounts no longer hold any positions in American-style exchange-traded call options. The Fund and the Managed Accounts may from time-to-time purchase and sell exchange-traded options contracts relating to shares of Common Stock. The disclosure in Item 5(c) is incorporated herein by reference.
SIGNATURES
SIGNATURES After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: October 16, 2024 THOMIST CAPITAL MANAGEMENT, LP By: Thomist Capital, LLC, its general partner By: /s/ Brian Kuzma Name: Brian Kuzma Title: Managing Member THOMIST CAPITAL, LLC By: /s/ Brian Kuzma Name: Brian Kuzma Title: Managing Member THE THOMIST FUND, LP By: Thomist Capital, LLC, its general partner By: /s/ Brian Kuzma Name: Brian Kuzma Title: Managing Member By: /s/ Brian Kuzma BRIAN KUZMA Schedule I TRANSACTIONS IN SHARES OF COMMON STOCK BY THE REPORTING PERSONS The following table sets forth all transactions in the shares of Common Stock effected by each of the Reporting Persons (on behalf of the Funds) since the most recent filing of Schedule 13D. All such transactions were sales of options to purchase Common Stock effected in the open market, and the table excludes commissions paid in per share prices. Instrument Traded Effecting Beneficial Trade Date Shares or Contracts Purchased (Sold) Price Per Share ($) or Contract (1) Trading Account Call Option (Exercise Price $27, Expiration October 18, 2024) 9/30/2024 (5,000) contracts relating to (500,000) shares 0.5510 The Fund (3,333) contracts relating to (333,300) shares 0.5510 Managed Account 1 (1,667) contracts relating to (166,700) shares 0.5510 Managed Account 2 Call Option (Exercise Price $27, Expiration October 18, 2024) 10/14/2024 (21,743) contracts relating to (2,174,300) shares 0.3723 The Fund (14,171) contracts relating to (1,417,100) shares 0.3723 Managed Account 1 (7,086) contracts relating to (708,600) shares 0.3723 Managed Account 2 (1) Prices reflected on a per share basis. Each option is subject to a 100 contract multiplier.