IRVING, Texas, Oct. 31, 2017 /PRNewswire/ -- Following
Vistra Energy's Oct. 30, 2017
announcement of its signed merger agreement with Dynegy Inc., the
management of Vistra Energy will spend the next week traveling to
discuss the merger's benefits with shareholders and the investment
community. While Vistra
Energy's third quarter 2017 results and related SEC filings
will be released as scheduled on Friday,
Nov. 3, 2017, management will not be available to host a
third quarter 2017 webcast discussing these results. Supplemental
materials related to Vistra Energy's third quarter earnings will be
available via the investor relations section of Vistra Energy's
website at www.vistraenergy.com.
Media
Allan Koenig
Media.Relations@vistraenergy.com
Analysts
Molly Sorg
Investor@vistraenergy.com
About Vistra Energy
Vistra Energy is a premier
Texas-based energy company focused
on the competitive energy and power generation markets through
operation as the largest retailer and generator of electricity in
the growing Texas market. Our
integrated portfolio of competitive businesses consists primarily
of TXU Energy and Luminant. TXU Energy sells retail electricity and
value-added services (primarily through our market-leading TXU
Energy™ brand) to approximately 1.7 million residential and
business customers in Texas. Luminant generates and sells
electricity and related products from our diverse fleet of
generation facilities totaling approximately 18,000 MW of
generation in Texas, including
2,300 MW fueled by nuclear power, 8,000 MW fueled by coal, and
7,500 MW fueled by natural gas, and is a large purchaser of
renewable power including wind and solar-generated electricity. The
company is currently developing one of the largest solar facilities
in Texas by capacity.
Cautionary Note Regarding Forward-Looking Statements
The information presented herein includes forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. These forward-looking statements, which are
based on current expectations, estimates and projections about the
industry and markets in which Vistra Energy and Dynegy operate and
beliefs of and assumptions made by Vistra Energy's management and
Dynegy's management, involve risks and uncertainties, which are
difficult to predict and are not guarantees of future performances,
that could significantly affect the financial results of Vistra
Energy or Dynegy or the combined company. All statements, other
than statements of historical facts, are forward-looking
statements. These statements are often, but not always, made
through the use of words or phrases such as "may," "might,"
"should," "could," "predict," "potential," "believe," "will likely
result," "expect," "continue," "will," "shall," "anticipate,"
"seek," "estimate," "intend," "plan," "project," "forecast,"
"goal," "target," "would," "guidance," and "outlook," or the
negative variations of those words or other comparable words of a
future or forward-looking nature. Readers are cautioned not to
place undue reliance on forward-looking statements. Although Vistra
Energy and Dynegy believe that in making any such forward-looking
statement, Vistra Energy's and Dynegy's expectations are based on
reasonable assumptions, any such forward-looking statement involves
uncertainties and risks that could cause results to differ
materially from those projected in or implied by any such
forward-looking statement, including but not limited to (i) the
failure to consummate or delay in consummating the proposed
transaction; (ii) the risk that a condition to closing of the
proposed transaction may not be satisfied; (iii) the risk that a
regulatory approval that may be required for the proposed
transaction is delayed, is not obtained, or is obtained subject to
conditions that are not anticipated or that cause the parties to
abandon the proposed transaction; (iv) the effect of the
announcement of the proposed transaction on Vistra Energy's and
Dynegy's relationships with their respective customers and their
operating results and businesses generally (including the diversion
of management time on transaction-related issues); (v) the risk
that the credit ratings of the combined company or its subsidiaries
are different from what Vistra Energy and Dynegy expect; (vi)
adverse changes in general economic or market conditions (including
changes in interest rates) or changes in political conditions or
federal or state laws and regulations; (vii) the ability of the
combined company to execute upon the strategic and performance
initiatives contemplated herein (including the risk that Vistra
Energy's and Dynegy's respective businesses will not be integrated
successfully or that the cost savings, synergies and growth from
the proposed transaction will not be fully realized or may take
longer to realize than expected); (viii) there may be changes in
the trading prices of Vistra Energy's and Dynegy's common stock
prior to the closing of the proposed transaction; and (ix) those
additional risks and factors discussed in reports filed with the
Securities and Exchange Commission ("SEC") by Vistra Energy and
Dynegy from time to time, including (a) the uncertainties and risks
discussed in the sections entitled "Risk Factors" and "Special Note
Regarding Forward-Looking Statements" in the Vistra Energy's
prospectus filed with the SEC pursuant to Rule 424(b) of the
Securities Act on May 9, 2017 (as
supplemented), and (b) the uncertainties and risks discussed in the
sections entitled "Risk Factors" and "Forward-Looking Statements"
in the Dynegy's annual report on Form 10-K for the fiscal year
ended December 31, 2016.
Any forward-looking statement speaks only at the date on which
it is made, and except as may be required by law, neither Vistra
Energy nor Dynegy undertake any obligation to update any
forward-looking statement to reflect events or circumstances after
the date on which it is made or to reflect the occurrence of
unanticipated events. New factors emerge from time to time, and it
is not possible to predict all of them; nor can Vistra Energy or
Dynegy assess the impact of each such factor or the extent to which
any factor, or combination of factors, may cause results to differ
materially from those contained in any forward-looking
statement.
Additional Information About the Transaction and Where to
Find It
This communication relates to the proposed merger
pursuant to the terms of the Agreement and Plan of Merger, dated as
of October 29, 2017, by and between
Vistra Energy and Dynegy. The proposed transaction will be
submitted to the respective stockholders of Dynegy and Vistra
Energy for their consideration. In connection with the proposed
merger, Vistra Energy expects to file with the SEC a registration
statement on Form S-4 that will include a joint proxy statement of
Vistra Energy and Dynegy that also constitutes a prospectus of
Vistra Energy (the "joint proxy statement"), which joint proxy
statement will be mailed or otherwise disseminated to Vistra Energy
stockholders and Dynegy stockholders when it becomes available.
Vistra Energy and Dynegy also plan to file other relevant documents
with the SEC regarding the proposed transaction. INVESTORS ARE
URGED TO READ THE JOINT PROXY STATEMENT AND OTHER RELEVANT
DOCUMENTS FILED WITH THE SEC IF AND WHEN THEY BECOME AVAILABLE
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT VISTRA
ENERGY, DYNEGY, THE PROPOSED MERGER AND RELATED MATTERS. You may
obtain a free copy of the joint proxy statement and other relevant
documents (if and when they become available) filed by Vistra
Energy and Dynegy with the SEC at the SEC's website at www.sec.gov.
Copies of the documents filed by Vistra Energy with the SEC will be
available free of charge on Vistra Energy's website at
www.vistraenergy.com or by contacting Vistra Energy Investor
Relations at 214-812-0046 or at investor@vistraenergy.com. Copies
of the documents filed by Dynegy with the SEC will be available
free of charge on Dynegy's website at www.dynegy.com or by
contacting Dynegy Investor Relations at (713) 507-6466 or at
ir@dynegy.com.
Certain Information Regarding Participants in the
Solicitation
Vistra Energy and Dynegy and certain of their
respective directors and executive officers and other members of
management and employees may be deemed to be participants in the
solicitation of proxies in respect of the proposed merger. You can
find information about Vistra Energy's directors and executive
officers in Vistra Energy's prospectus filed with the SEC pursuant
to Rule 424(b) of the Securities Act on May
9, 2017 (as supplemented), and on its website at
www.vistraenergy.com. You can find information about Dynegy's
directors and executive officers in its proxy statement for its
2017 annual meeting of stockholders, which was filed with the SEC
on March 30, 2017, and on its website
at www.dynegy.com. Additional information regarding the interests
of such potential participants will be included in the joint proxy
statement and other relevant documents filed with the SEC if and
when they become available. You may obtain free copies of these
documents from Vistra Energy or Dynegy using the sources indicated
above.
No Offer or Solicitation
This document shall not
constitute an offer to sell or the solicitation of an offer to buy
any securities, nor shall there be any sale of securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offering of securities
shall be made except by means of a prospectus meeting the
requirements of Section 10 of the U.S. Securities Act of 1933, as
amended.
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SOURCE Vistra Energy