8-KMaterial AgreementsFinancial EventsExhibits & Filings

Vistra Corp. 8-K Report, Material Agreement (Feb 6, 2019)

Filed February 6, 2019For Securities:VST

Summary

Vistra Corp. (VST) filed an 8-K on February 6, 2019, to report on two significant financing activities. Firstly, Vistra Operations Company LLC, a subsidiary, successfully issued $1.3 billion in aggregate principal amount of 5.625% Senior Notes due 2027. The net proceeds from this offering were approximately $1.284 billion, intended to fund the repurchase of existing debt through a concurrent tender offer. Secondly, the company announced the results of its cash tender offer for its 7.375% Senior Notes due 2022 (issued by Dynegy Inc. prior to the merger). Vistra also successfully solicited consents to amend certain provisions of the indenture governing these existing notes. The company executed a Tenth Supplemental Indenture to implement these amendments, indicating a successful restructuring and refinancing effort aimed at optimizing its debt profile.

Key Highlights

  • 1Vistra Operations Company LLC issued $1.3 billion of 5.625% Senior Notes due February 15, 2027.
  • 2Net proceeds of approximately $1.284 billion from the new notes will be used to fund a tender offer for existing debt.
  • 3The new notes are guaranteed by certain direct and indirect subsidiaries of Vistra Corp.
  • 4The new notes bear interest at 5.625% per annum, payable semi-annually on February 15 and August 15.
  • 5Vistra successfully completed a cash tender offer for its 7.375% Senior Notes due 2022 (formerly Dynegy Inc. notes).
  • 6The company obtained the necessary consents to amend certain provisions of the indenture for the existing 2022 notes.
  • 7A Tenth Supplemental Indenture was executed on February 6, 2019, to implement the amendments to the 2022 Notes Indenture.

Frequently Asked Questions

The primary purpose of issuing the $1.3 billion in 5.625% Senior Notes due 2027 was to raise funds to pay the purchase price and associated costs for repurchasing existing debt through a concurrent tender offer.

Vistra conducted a cash tender offer for these notes, which were originally issued by Dynegy Inc. The company also solicited consents to amend certain provisions of the indenture governing these notes, and successfully executed a supplemental indenture to implement these changes.

The new Senior Notes will mature on February 15, 2027, and carry an annual interest rate of 5.625%. Interest payments are scheduled for February 15 and August 15 of each year, with the first payment on August 15, 2019.

Yes, the indenture for the new 2027 Notes contains certain covenants and restrictions. These include limitations on the ability of Vistra Operations and its subsidiaries to create certain liens, merge or consolidate with other entities, and sell substantially all of their assets.