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Published on 2/26/2007 in the Prospect News Special Situations Daily.

Investor group to acquire, privatize TXU in $45 billion transaction

By Lisa Kerner

Charlotte, N.C., Feb. 26 - An investor group led by private equity firms Kohlberg Kravis Roberts & Co. and Texas Pacific Group and investment bank Goldman Sachs & Co. entered into a definitive merger agreement to acquire TXU Corp. for $69.25 per share.

The $45 billion deal includes a $375 million termination fee and will result in TXU becoming a private company.

GS Capital Partners, Lehman Brothers, Citigroup and Morgan Stanley intend to be equity investors at the transaction closing, which is expected in the second half of 2007, according to a company news release.

"This is a momentous event for our company in our long journey to transform TXU from a former integrated monopoly to high-performance businesses," TXU chairman and chief executive officer C. John Wilder said in the release.

"The new ownership and business structure will enable us to better meet the growing energy needs of Texans."

TXU is a Dallas-based energy company.

Acquirer:Kohlberg Kravis Roberts & Co., Texas Pacific Group and Goldman Sachs & Co.
Target:TXU Corp.
Transaction value:$45 billion
Payment per share:$69.25
Termination fee:$375 million
Announcement date:Feb. 26
Expected closing:Second half of 2007
Stock price for target:NYSE: TXU; $60.02 on Feb. 23

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