IRVING,
Texas, May 10, 2022 /PRNewswire/ -- Vistra Corp.
(NYSE: VST) (the "Company" or "Vistra") announced today the pricing
of a private offering (the "Offering") of $1.5 billion aggregate principal amount of senior
secured notes, consisting of $400
million aggregate principal amount of senior secured notes
due 2024 at a price to the public of 100% of their face value (the
"2024 Notes") and $1.1 billion
aggregate principal amount of senior secured notes due 2025 at a
price to the public of 99.808% of their face value (the "2025 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 4.875% per annum, and the 2025 Notes will bear interest
at the rate of 5.125% 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.
The Offering is expected to close on May
13, 2022, subject to customary closing conditions.
The Company intends to use the proceeds from the Offering,
together with cash on hand, (i) to post collateral as may be
required in connection with the Company's comprehensive hedging
strategy, (ii) for general corporate purposes, and (iii) 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 shall not constitute an offer to sell or a
solicitation of an offer to buy the securities described above, nor
shall there be any sale of these securities in any state or
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of such state or jurisdiction.
About Vistra
Vistra (NYSE: VST) is a leading Fortune 275 integrated retail
electricity and power generation company based in Irving, Texas, providing essential resources
for customers, commerce, and communities. Vistra combines an
innovative, customer-centric approach to retail with safe,
reliable, diverse, and efficient power generation. The company
brings its products and services to market in 20 states and the
District of Columbia, including
six of the seven competitive wholesale markets in the U.S. and
markets in Canada, as well.
Serving nearly 4.3 million residential, commercial, and industrial
retail customers with electricity and natural gas, Vistra is one of
the largest competitive electricity providers in the country and
offers over 50 renewable energy plans. The company is also the
largest competitive power generator in the U.S. with a capacity of
approximately 39,000 megawatts powered by a diverse portfolio,
including natural gas, nuclear, solar, and battery energy storage
facilities. In addition, Vistra is a large purchaser of wind power.
The company owns and operates the 400-MW/1,600-MWh battery energy
storage system in Moss Landing,
California, the largest of its kind in the world. Vistra is
guided by four core principles: we do business the right way, we
work as a team, we compete to win, and we care about our
stakeholders, including our customers, our communities where we
work and live, our employees, and our investors. Learn more about
our environmental, social, and governance efforts and read the
company's sustainability report at
https://www.vistracorp.com/sustainability/.
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 Corp. ("Vistra") operates and
beliefs of and assumptions made by Vistra'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. 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 such
matters as activities related to our financial or operational
projections, the potential impacts of the COVID-19 pandemic on our
results of operations, financial condition and cash flows,
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," "confident", "expect," "seek," "anticipate," "estimate,"
"continue," "will," "shall," "should," "could," "may," "might,"
"predict," "project," "forecast," "target," "potential," "goal,"
"objective," "guidance" and "outlook"), are forward-looking
statements. Readers are cautioned not to place undue reliance on
forward-looking statements. Although Vistra believes that in making
any such forward-looking statement, Vistra'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
to execute upon its contemplated strategic, capital allocation,
performance, and cost-saving initiatives and to successfully
integrate acquired businesses; (iii) actions by credit ratings
agencies; (iv) the severity, magnitude and duration of pandemics,
including the COVID-19 pandemic, and the resulting effects on our
results of operations, financial condition and cash flows; (v) the
severity, magnitude and duration of extreme weather events
(including Winter Storm Uri),
contingencies and uncertainties relating thereto, most of which are
difficult to predict and many of which are beyond our control, and
the resulting effects on our results of operations, financial
condition and cash flows; and (vi) those additional risks and
factors discussed in reports filed with the Securities and Exchange
Commission by Vistra from time to time, including the uncertainties
and risks discussed in the sections entitled "Risk Factors" and
"Forward-Looking Statements" in Vistra's annual report on Form 10-K
for the year ended December 31, 2021
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 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 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 Corp.