13D Filing: Discovery Capital Management and Peabody Energy Corp (BTU)

Page 4 of 8 – SEC Filing

CUSIP No. 704551100
Item 1. Security and Issuer.
The name of the issuer is Peabody Energy Corporation, a Delaware corporation (the “Issuer”).  The address of the Issuer’s principal executive offices is 701 Market Street, St. Louis, Missouri 63101-1826.  This Schedule 13D relates to the Issuer’s Common Stock, $0.01 par value (the “Shares”).
Item 2. Identity and Background.
(a), (f) This Schedule 13D is being filed jointly by (i) Discovery Capital Management, LLC, a Connecticut limited liability company (“Discovery”) and (ii) Robert K. Citrone, a United States citizen (together with Discovery, the “Reporting Persons”).  
(b) The principal business address for each of the Reporting Persons is 20 Marshall Street, Suite 310, South Norwalk, Connecticut 06854.
(c) Robert K. Citrone is the managing member of Discovery.  The principal business of the Discovery is serving as an investment adviser to its clients.  
(d), (e) During the last five years, none of the Reporting Persons has been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.  The Reporting Persons disclaim membership in a group.  See Item 4 below.
Item 3. Source and Amount of Funds or Other Consideration.
On April 3, 2017, the Reporting Persons acquired the Shares in connection with the Debtors’ Second Amended Joint Plan of Reorganization of Debtors and Debtors in Possession as revised March 15, 2017.  The funds for the purchase of the instruments that resulted in the issuance of the Shares came from the working capital of Discovery’s clients, over which Discovery and Mr. Citrone, through their roles described above in Item 2(c), exercise investment discretion.  No borrowed funds were used to purchase such interests, other than borrowed funds used for working capital purposes in the ordinary course of business.    
Item 4. Purpose of Transaction.

The Reporting Persons have acquired their Shares of the Issuer for
investment. The Reporting Persons have no plans or proposals as of the date of this filing which, other than as expressly set forth
below, would relate to or would result in: (a) the acquisition by any person of additional securities of the Issuer, or the disposition
of securities of the Issuer; (b) any extraordinary corporate transaction involving the Issuer; (c) any change in the present Board
of Directors or management of the Issuer; (d) any material change in the present capitalization or dividend policy of the Issuer;
(e) any material change in the operating policies or corporate structure of the Issuer; (f) any change in the Issuer’s charter
or by-laws; (g) the Shares of the Issuer ceasing to be delisted from a national securities exchange or to ceasing to be authorized
to be quoted in an inter-dealer quotation system of a registered national securities association; or (h) causing the Issuer becoming
eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934.

The Reporting Persons, however, reserve the right, at a later date,
to effect one or more of such changes.

The Reporting Persons have been and may continue to be in contact
with members of the Issuer’s management, the Issuer’s Board of Directors, other significant shareholders and others regarding alternatives
that the Issuer could employ to maximize shareholder value.

The Reporting Persons further reserve the right to act in concert
with any other shareholders of the Issuer, or other persons, for a common purpose should it determine to do so, and/or to recommend
courses of action to management and the shareholders of the Issuer.

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