8-KMaterial AgreementsFinancial EventsExhibits & Filings

Vistra Corp. 8-K Report, Material Agreement (Nov 21, 2019)

Filed November 21, 2019For Securities:VST

Summary

Vistra Corp. (VST) announced a significant financing transaction through its indirect wholly owned subsidiary, Vistra Operations Company LLC. The subsidiary successfully issued and sold $300 million in 3.55% Senior Secured Notes due 2024 and $800 million in 3.70% Senior Secured Notes due 2027, totaling $1.1 billion in aggregate principal amount. These notes were offered to eligible purchasers under Rule 144A and Regulation S. The net proceeds of approximately $1.099 billion, combined with cash on hand, were primarily used to prepay outstanding amounts under Vistra Operations' senior secured term loan and cover associated fees and expenses. In conjunction with the notes offering, Vistra Operations also entered into an amendment to its Credit Agreement. This amendment facilitated the issuance of approximately $798.6 million in new Incremental Term Loans. Crucially, the proceeds from both the new notes and the incremental term loans were used to fully repay the outstanding Initial Term Loans. The amendment also reduced the interest rate margins on the 'Upsized 2018 Incremental Term Loan Facility' to LIBOR plus 1.75% or a base rate plus 0.75%, while the interest rate margins for Revolving Credit Loans remained unchanged. This refinancing aims to optimize the company's debt structure and potentially lower its borrowing costs.

Key Highlights

  • 1Vistra Operations issued $1.1 billion in new Senior Secured Notes, consisting of $300 million of 3.55% Notes due 2024 and $800 million of 3.70% Notes due 2027.
  • 2Net proceeds of approximately $1.099 billion from the notes offering were used to prepay existing senior secured term loan obligations.
  • 3The company also amended its Credit Agreement, issuing approximately $798.6 million in new Incremental Term Loans.
  • 4The proceeds from the notes offering and the new incremental term loans were used to fully repay the outstanding Initial Term Loans.
  • 5Interest rate margins on the 'Upsized 2018 Incremental Term Loan Facility' were reduced to LIBOR + 1.75% or Base Rate + 0.75%.
  • 6The Senior Secured Notes are guaranteed by certain subsidiaries and secured by a first-priority security interest in substantially all assets of Vistra Operations and subsidiary guarantors.
  • 7Collateral securing the notes will be released if the company's senior unsecured long-term debt achieves an investment grade rating from two of three major rating agencies.

Frequently Asked Questions