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Simpson Thacher Represents Peabody Energy in $732.5 Million Offering of Hybrid Convertible Junior Subordinated Debentures

12.21.06

The Firm represented Peabody Energy Corporation (“Peabody”) in a registered offering of $732.5 million aggregate principal amount of 4.75% convertible junior subordinated debentures due 2066.  The debentures are convertible, subject to certain conditions, into cash or shares of perpetual preferred stock and, under certain circumstances, common stock of Peabody.  The transaction represented the inaugural offering of a new “hybrid” financing product that combines characteristics of junior convertible debt securities and high equity-content securities.  The debentures received “Basket D” equity treatment from Moody’s Investors Service.

Lehman Brothers Inc., Morgan Stanley & Co. Inc. and Citigroup Global Markets Inc. acted as joint book-running managers of the debentures offering.

The Simpson Thacher team included Risë Norman, Andy Keller, John Lobrano, Christopher Frigon and Joshua Koenig (Corporate), Dickson Brown, Marcy Geller, Noah Beck, Diane Gipstein, Kathleen DeLaney and Seojung Park (Tax) and Adeeb Fadil (Environmental). Paralegals Brendan Derr and Lindsey Cei also provided valuable assistance to the deal team.