IRVING, Texas, Feb. 20, 2019 /PRNewswire/ -- Vistra Energy
Corp. (NYSE: VST) ("Vistra Energy") announced today the final results of its previously announced cash tender offer (the "Tender
Offer") for its outstanding 7.375% Senior Notes due 2022 (the "2022 Notes") and related consent solicitation (the "Consent
Solicitation"), upon the terms and subject to the conditions set forth in the Offer to Purchase and Consent Solicitation
Statement, dated January 22, 2019 (the "Offer to Purchase and Consent Solicitation").
According to information received from Global Bondholder Services Corporation, the depositary and information agent for the
Tender Offer, as of midnight, New York City time, on February 19,
2019 (the "Expiration Date"), Vistra Energy had received additional valid tenders (the "Additional Tenders") from holders
of the 2022 Notes as set forth in the table below.
Title of 2022
Notes
|
CUSIP Number
|
Aggregate Principal Amount Outstanding Prior to Tender Offer
|
Aggregate Principal Amount of 2022 Notes Anticipated to be Accepted for
Purchase as of February 4, 2019
|
Additional Aggregate Principal Amount of 2022 Notes Anticipated to be
Accepted for Purchase as of February 19, 2019
|
Total Aggregate Principal Amount of 2022 Notes Tendered
|
Tender Offer Consideration for Additional Tenders (1)
|
|
|
|
|
|
|
|
7.375% Senior
Notes due
2022
|
26817RAN8
|
$1,707,341,000
|
$1,192,155,000
|
$425,000
|
$1,192,580,000
|
$1,008.38
|
|
|
(1)
|
Per $1,000 principal amount of 2022 Notes validly tendered and accepted for
purchase by Vistra Energy.
|
Because the aggregate principal amount of the 2022 Notes tendered at or prior to the Expiration Date (including those accepted
for purchase as of the Early Tender Date) would result in an Aggregate Maximum Tender Amount (as defined in the Offer to Purchase
and Consent Solicitation) that is less than $1,275,000,000, the 2022 Notes that were validly
tendered after the Early Tender Date but at or prior to the Expiration Date will be accepted for purchase without proration.
The 2022 Notes relating to the Additional Tenders will be purchased on the "Final Settlement Date," which is currently
expected to occur on February 20, 2019.
Full details of the terms and conditions of the Tender Offer and the Consent Solicitation are described in the Offer to
Purchase and Consent Solicitation and the accompanying Letter of Transmittal and Consent, which were sent by Vistra Energy to
holders of the 2022 Notes. Holders of the 2022 Notes are encouraged to read these documents as they contain important information
regarding the Tender Offer and the Consent Solicitation.
Vistra Energy has retained J.P. Morgan Securities LLC to act as the Lead Dealer Manager and Solicitation Agent for the Tender
Offer and Consent Solicitation. Global Bondholder Services Corporation has been retained to serve as the Depositary and
Information Agent for the Tender Offer. Questions or requests for assistance regarding the terms of the Tender Offer and the
Consent Solicitation should be directed to J.P. Morgan Securities LLC at 383 Madison Avenue, New York,
New York 10179, Attn: Liability Management Group, (866) 834-4666 (toll free), (212) 834-3260 (collect). Requests for the
Offer to Purchase and Consent Solicitation and other documents relating to the Tender Offer and the Consent Solicitation may be
directed to Global Bondholder Services Corporation at 65 Broadway – Suite 404, New York, New
York 10006, Attn: Corporate Actions, (212) 430-3774 (for banks and brokers) or (866) 470-3900 (for all others).
This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities issued in
connection with any notes offering, nor shall there be any sale of the securities issued in such an offering 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. Offers of any such securities will be made in the United States only by
means of a private offering memorandum pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"),
and outside the United States to non-U.S. persons pursuant to Regulation S under the Securities
Act.
Media
Allan Koenig
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 5,400 employees. Vistra's retail brands
serve approximately 2.9 million residential, commercial, and industrial customers across five top retail states, and its
generation fleet totals approximately 41,000 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 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 acquisition, (x) the
ability of the parties to obtain all required approvals, including regulatory approvals and Crius unitholder approval, (y) the
parties ability to otherwise successfully consummate the transaction, and (z) for Vistra to successfully integrate the Crius
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 quarterly report on Form 10-Q for the fiscal quarter
ended June 30, 2018 and any subsequently filed quarterly reports on Form 10-Q.
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SOURCE Vistra Energy