IRVING, Texas, June 4, 2019 /PRNewswire/ -- Vistra Energy
Corp. (NYSE: VST) (the "Company" or "Vistra Energy") announced
today the pricing of an upsized private offering (the "Offering")
of $2.0 billion aggregate principal
amount of senior secured notes, consisting of $1.2 billion aggregate principal amount of senior
secured notes due 2024 at a price to the public of 99.807% of their
face value (the "2024 Notes") and $800
million aggregate principal amount of senior secured notes
due 2029 at a price to the public of 99.784% of their face value
(the "2029 Notes and together with the 2024 Notes, the "Secured
Notes") to qualified institutional buyers pursuant to Rule 144A
under the Securities Act of 1933, as amended (the "Securities
Act"), and to certain non-U.S. persons in accordance with
Regulation S under the Securities Act. The Secured Notes will be
senior, secured obligations of Vistra Operations Company LLC, a
Delaware limited liability company
and an indirect, wholly owned subsidiary of the Company (the
"Issuer"). The 2024 Notes will bear interest at the rate of 3.550%
per annum, and the 2029 Notes will bear interest at the rate of
4.300% per annum. The Secured Notes will be fully and
unconditionally guaranteed by certain of the Issuer's current and
future subsidiaries that also guarantee the Issuer's credit
agreement. The Secured Notes will be secured by a first-priority
security interest in the same collateral that is pledged for the
benefit of the lenders under the Issuer's credit agreement, which
consists of a substantial portion of the property, assets and
rights owned by the Issuer and the subsidiary guarantors as well as
the stock of the Issuer. The collateral securing the Secured Notes
will be released if the Issuer's senior, unsecured long-term debt
securities obtain an investment grade rating from two out of the
three rating agencies, subject to reversion if such rating agencies
withdraw the investment grade rating of the Issuer's senior,
unsecured long-term debt securities or downgrade such rating below
investment grade.
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The Offering is expected to close on June
11, 2019, subject to customary closing conditions.
The purpose of the Offering is to prepay certain amounts
outstanding under the senior secured term loan under the Issuer's
credit agreement and to pay fees and expenses related to the
Offering. The Secured Notes will not be registered under the
Securities Act or any state securities laws and may not be offered
or sold in the United States
absent registration or an applicable exemption from such
registration requirements.
This press release does not constitute an offer to purchase
securities or a solicitation of an offer to sell any securities or
an offer to sell or the solicitation of an offer to purchase any
new securities nor does it constitute an offer or solicitation in
any jurisdiction in which such offer or solicitation is
unlawful.
Media
Meranda Cohn
214-875-8004
Media.Relations@vistraenergy.com
Analysts
Molly Sorg
214-812-0046
Investor@vistraenergy.com
About Vistra Energy
Vistra Energy (NYSE: VST) is a
premier, integrated power company based in Irving, Texas, combining an innovative,
customer-centric approach to retail with a focus on safe, reliable,
and efficient power generation. Through its retail and generation
businesses which include TXU Energy, Homefield Energy, Dynegy, and
Luminant, Vistra operates in 12 states and six of the seven
competitive markets in the U.S., with about 5,275 employees.
Vistra's retail brands serve approximately 2.8 million residential,
commercial, and industrial customers across five top retail states,
and its generation fleet totals approximately 40,500 megawatts of
highly efficient generation capacity, with a diverse portfolio of
natural gas, nuclear, coal, solar and battery storage facilities.
The company is currently developing the largest battery energy
storage system of its kind in the world – a 300-MW/1,200-MWh system
in Moss Landing, California.
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
Corp. ("Vistra Energy") operates and beliefs of and assumptions
made by Vistra Energy's management, involve risks and
uncertainties, which are difficult to predict and are not
guarantees of future performance, that could significantly affect
the financial results of Vistra Energy. All statements, other than
statements of historical facts, that are presented herein, or in
response to questions or otherwise, that address activities, events
or developments that may occur in the future, including (without
limitation) such matters as activities related to our financial or
operational projections, projected synergy, value lever and net
debt targets, capital allocation, capital expenditures, liquidity,
projected Adjusted EBITDA to free cash flow conversion rate,
dividend policy, business strategy, competitive strengths, goals,
future acquisitions or dispositions, development or operation of
power generation assets, market and industry developments and the
growth of our businesses and operations (often, but not always,
through the use of words or phrases, or the negative variations of
those words or other comparable words of a future or
forward-looking nature, including, but not limited to, "intends,"
"plans," "will likely," "unlikely," "believe," "expect," "seek,"
"anticipate," "estimate," "continue," "will," "shall," "should,"
"could," "may," "might," "predict," "project," "forecast,"
"target," "potential," "forecast," "goal," "objective," "guidance"
and "outlook"),are forward-looking statements. Readers are
cautioned not to place undue reliance on forward-looking
statements. Although Vistra Energy believes that in making any such
forward-looking statement, Vistra Energy'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) 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; (ii) the ability of Vistra Energy to
execute upon the contemplated strategic and performance initiatives
(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 merger will not be fully
realized or may take longer than expected to realize); (iii)
actions by credit ratings agencies, (iv) with respect to the
proposed Crius Energy acquisition, (x) the ability of the parties
to obtain all required approvals, (y) the parties ability to
otherwise successfully consummate the transaction, and (z) for
Vistra Energy to successfully integrate the Crius Energy business
as currently projected, and (v) those additional risks and factors
discussed in reports filed with the Securities and Exchange
Commission ("SEC") by Vistra Energy from time to time, including
the uncertainties and risks discussed in the sections entitled
"Risk Factors" and "Forward-Looking Statements" in Vistra Energy's
annual report on Form 10-K for the year ended December 31, 2018 and any subsequently filed
quarterly reports on Form 10-Q..
Any forward-looking statement speaks only at the date on which
it is made, and except as may be required by law, Vistra Energy
will not 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 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.
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SOURCE Vistra Energy Corp.