Filing Details

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

Rule 13d-1(d)

CUSIP No: 704549104

(1)

Names of Reporting Persons
CVI Opportunities Fund I, LLLP

(2)

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

o

(3)

SEC Use Only

(4)

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

(5)

Sole Voting Power
0

(6)

Shared Voting Power **
5,281,907

(7)

Sole Dispositive Power
0

(8)

Shared Dispositive Power **
5,281,907

(9)

Aggregate Amount Beneficially Owned by Each Reporting Person
5,281,907

(10)

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

(11)

Percent of Class Represented by Amount in Row (9)
5.5%

(12)

Type of Reporting Person (See Instructions)
PN

CUSIP No: 704549104

(1)

Names of Reporting Persons
Susquehanna Advisors Group, Inc.

(2)

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

o

(3)

SEC Use Only

(4)

Citizenship or Place of Organization
Pennsylvania

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

(5)

Sole Voting Power
0

(6)

Shared Voting Power **
5,281,907

(7)

Sole Dispositive Power
0

(8)

Shared Dispositive Power **
5,281,907

(9)

Aggregate Amount Beneficially Owned by Each Reporting Person
5,281,907

(10)

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

(11)

Percent of Class Represented by Amount in Row (9)
5.5%

(12)

Type of Reporting Person (See Instructions)
CO

CUSIP No: 704549104

Item 1.

(a)

Name of Issuer
Peabody Energy Corporation (the Company)

(b)

Address of Issuers Principal Executive Offices
701 Market Street, St. Louis, Missouri 63101

Item 2 (a).

Name of Person Filing

This statement is filed by the entities listed below, who are collectively referred to herein as Reporting Persons, with respect to the shares of Common Stock of the Company, $.01 par value per share (the Shares).

(i)    CVI Opportunities Fund I, LLLP

(ii)   Susquehanna Advisors Group, Inc.

Item 2 (b).

Address of Principal Business Office or, if none, Residence

The address of the principal business office of CVI Opportunities Find I, LLLP is:

One Commerce Center

1201 N. Orange Street

Suite 715

Wilmington, DE 19801

The address of the principal business office of Susquehanna Advisors Group, Inc. is:

401 City Avenue

Suite 220

Bala Cynwyd, PA 19004

Item 2 (c).

Citizenship

Citizenship is set forth in Row 4 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person.

Item 2 (d)

Title of Class of Securities
Common Stock, $0.01 par value per share

Item 2 (e)

CUSIP Number
704549104

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

o

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

o

A non-U.S. institution in accordance with § 240.13d1(b)(1)(ii)(J);

(k)

o

Group, in accordance with Rule 13d1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with

§ 240.13d1(b)(1)(ii)(J), please specify the type of institution:____________________________

CUSIP No: 704549104

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

The information required by Items 4(a)  (c) is set forth in Rows 5 11 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person.

The 5,281,907 Shares owned by the Reporting Persons consist of (i) 3,106,176 Shares, (ii) warrants exercisable for 194,976 Shares, and (iii) preferred stock convertible into 1,980,755 Shares.  The Companys Registration Statement on Form S-1, filed with the United States Securities and Exchange Commission on April 11, 2107, indicates that there were 94,707,535 Shares outstanding as of April 7, 2017.

Susquehanna Advisors Group, Inc., which serves as the investment manager to CVI Opportunities Fund I, LLLP, may be deemed to be the beneficial owner of all Shares owned by CVI Opportunities Fund I, LLLP. Each of the Reporting Persons hereby disclaims any beneficial ownership of any such Shares, except for their pecuniary interest therein.

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: o

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not applicable.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

Not applicable.

Item 8.

Identification and Classification of Members of the Group

Not applicable

Item 9.

Notice of Dissolution of Group

Not applicable.

CUSIP No: 704549104

Item 10.

Certification

By signing below each of the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

CVI OPPORTUNITIES FUND I, LLLP

SUSQUEHANNA ADVISORS GROUP, INC.

By: Susquehanna Advisors Group, Inc., Inc. pursuant to a Limited Power of Attorney, a copy of which is attached as Exhibit I hereto.

By:

/s/ Robert Sack

Name:

Robert Sack

Title:

Treasurer

By:

/s/ Robert Sack

Name:

Robert Sack

Title:

Treasurer

CUSIP No: 704549104

EXHIBIT

DESCRIPTION

I

Limited Power of Attorney

II

Joint Filing Agreement

CUSIP No: 704549104

CVI Opportunities Fund I, LLLP

By:

/s/ Brian Sullivan

Brian Sullivan, Treasurer

CUSIP No: 704549104

CVI OPPORTUNITIES FUND I, LLLP

SUSQUEHANNA ADVISORS GROUP, INC.

By: Susquehanna Advisors Group, Inc. pursuant to a Limited Power of Attorney

By:

/s/ Robert Sack

Name:

Robert Sack

Title:

Treasurer

By:

/s/ Robert Sack

Name:

Robert Sack

Title:

Treasurer