Vistra Energy to pay $1.5 billion in tender offers, seeks consents

By Susanna Moon

Chicago, Aug. 7 – Vistra Energy Corp. said it is holding cash tender offers for a maximum purchase price excluding accrued interest of up to $1.5 billion.

The tender offer will remain open until 12 a.m. ET on Sept. 4.

The total purchase price for each $1,000 principal amount of notes tendered by the early deadline of 5 p.m. ET on Aug. 20 will be as follows, with the notes listed in order of priority acceptance levels:

• $1,115.00 for the $850 million of 8 1/8% senior notes due 2026;

• $1,062.50 for the $188,237,672 of 8.034% senior notes due 2024;

• $1,100 for the $750 million of 8% senior notes due 2025;

• $1,082.50 for the $1.25 billion of 7 5/8% senior notes due 2024; and

• $1,045 for the $1.75 billion of 7 3/8% senior notes due 2022.

The total amount includes an early tender premium of $30.00 per $1,000 principal amount.

Holders will also receive accrued interest up to but excluding the settlement date.

Along with the tender offers, the company is soliciting consents to amend the note indenture to eliminate substantially all of the restrictive covenants and certain events of default and to strike the requirement that the company begin an offer to issue registered securities in exchange for the 2026 notes, according to an announcement.

Vistra Energy Corp. is successor in interest to Dynegy Inc. as a result of their merger, which closed on April 9, the release noted.

The proposed amendments require consents from holders of at least a majority of the outstanding notes.

No separate consent fee is being paid in the solicitation.

Settlement is expected to occur on Aug. 22 for early tendered notes and on Sept. 5 for any remaining tenders.

The tender offers are conditioned on the company closing an unregistered offering of $800 million principal amount of senior notes due 2026 and an accounts receivable securitization program of $300 million.

The offers are not contingent upon the tender of any minimum amount of notes, the completion of any other offer for any other series or obtaining any required consents, the company said.

Citigroup Global Markets Inc. (800 558-3745 or 212 723-6106) is the lead dealer manager and solicitation agent. Global Bondholder Services Corp. (212 430-3774 or 866 470-3900) is the depositary and information agent.

Vistra is a power company based in Irving, Texas.

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