Current Report Filing (8-k)
April 04 2019 - 4:13PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
8-K
CURRENT REPORT
Pursuant
to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 29, 2019
VISTRA ENERGY CORP.
(Exact name of registrant as specified in its charter)
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Delaware
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001-38086
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36-4833255
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(State or other jurisdiction of
incorporation or organization)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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6555 Sierra Drive
Irving, TX
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75039
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(Address of principal executive offices)
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(Zip Code)
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(214)
812-4600
(Registrants telephone number, including area code)
N/A
(Former name or
former address, if changed since last report)
Check the appropriate box below
if the Form
8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17
CFR
240.l4a-12)
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR 240.
14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01.
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Entry into a Material Definitive Agreement.
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Vistra Operations Credit Agreement Amendment
As
of March 29, 2019 (the Effective Date), Vistra Operations Company LLC (Vistra Operations or Borrower), an indirect, wholly owned subsidiary of Vistra Energy Corp. (the Company), entered into an
amendment (the Credit Agreement Amendment) to that certain Credit Agreement, dated as of October 3, 2016 (as amended, supplemented or otherwise modified from time to time, the Vistra Operations Credit Agreement), among
Vistra Operations, as Borrower, Vistra Intermediate Company LLC (Vistra Intermediate), as Holdings, the guarantors party thereto, Credit Suisse AG, Cayman Island Branch (Credit Suisse), as Administrative and Collateral Agent,
Bank of Montreal, Chicago Branch, as a new Revolving Loan Lender, Revolving Letter of Credit Issuer and Joint Lead Arranger (as each term is defined in the Vistra Operations Credit Agreement) (the 2019 New Revolving Loan Lender), and the
other parties named therein. In connection with the Credit Agreement Amendment, the Borrower established New Revolving Credit Commitments (as defined in the Vistra Operations Credit Agreement), whereby as of the Effective Date, (i) the
aggregate amount of Revolving Credit Commitments (as defined in the Vistra Operations Credit Agreement) of all lenders is increased to $2,675,000,000 from $2,500,000,000 and (ii) the Revolving Letter of Credit Commitment (as defined in the
Vistra Operations Credit Agreement) is increased to $2,350,000,000 from $2,300,000,000.
A copy of the Credit Agreement Amendment is included as Exhibit
10.1 to this Current Report and is incorporated herein by reference. The above description of the Credit Agreement Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Credit Agreement
Amendment.
Item 2.03.
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Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance
Sheet Arrangement of a Registrant.
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The information contained in Item 1.01
concerning the Companys direct financial obligations under the heading Vistra Operations Credit Agreement Amendment of this Current Report is incorporated by reference herein.
Item 9.01.
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Financial Statements and Exhibits.
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Exhibit No.
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Description
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10.1
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Eighth Amendment to Credit Agreement, dated March
29, 2019, by and among Vistra Operations Company LLC, Vistra Intermediate Company LLC, the other Credit Parties (as defined in the Vistra Operations Credit Agreement) party thereto, Bank of Montreal, Chicago Branch, as new Revolving Loan Lender, Revolving
Letter of Credit Issuer and Joint Lead Arranger, the various other Lenders and Letter of Credit Issuers party thereto, and Credit Suisse as Administrative Agent and Collateral Agent.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
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Vistra Energy Corp.
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Dated: April 4, 2019
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/s/ Kristopher E. Moldovan
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Name:
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Kristopher E. Moldovan
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Title:
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Senior Vice President and Treasurer
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