UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On October 5, 2022 (the “Effective Date”), Vistra Operations Company LLC (“Vistra Operations”) (in such capacity, “Borrower”), entered into an amendment (the “Amendment”) by and among the Borrower, Vistra Intermediate Company LLC (“Vistra Intermediate”), the other credit parties party thereto, the financial institutions providing new revolving credit commitments, the lenders party thereto, and Citibank, N.A, as administrative agent and collateral agent (in such capacity, the “Agent”), to that certain credit agreement (as amended, the “Credit Agreement”), dated as of February 4, 2022, by and among the Borrower, Vistra Intermediate, the lenders, joint lead arrangers and joint bookrunners party thereto, and the Agent, which agreement provides for a senior secured commodity-linked revolving credit facility (the “Commodity-Linked Facility”). Pursuant to the Amendment, among other things, (i) the Revolving Credit Maturity Date (as defined in the Credit Agreement) was extended to October 4, 2023, (ii) certain pricing, borrowing and repayment provisions were modified, (iii) the financial covenant and certain provisions related to the Collateral (as defined in the Credit Agreement) were modified to conform those provisions to the corresponding provisions in Vistra Operations Senior Secured Credit Agreement, dated as of October 3, 2016 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Senior Secured Credit Agreement”), among Vistra Intermediate, Vistra Operations, the financial institutions from time to time party thereto as lenders and letter of credit issuers, and Credit Suisse AG, Cayman Islands Branch, as administrative agent and as collateral agent under the Senior Secured Credit Agreement, and (iv) the aggregate amount of the Revolving Credit Commitments (as defined in the Credit Agreement) was reduced from $2.25 billion to $1.25 billion and additional 2022 Revolving Credit Commitments were effectuated (with such establishment previously approved by the requisite lenders under a prior amendment to the Credit Agreement).
Borrower intends to use the liquidity provided under the Commodity-Linked Facility to make cash postings as required under various commodity contracts to which Borrower and its subsidiaries are parties as power prices increase from time to time and for other working capital and general corporate purposes. As of October 7, 2022, there were no outstanding borrowings under the Commodity-Linked Facility, and Vistra Corp. had total available liquidity of approximately $3.5 billion.
The foregoing summary of the Amendment does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Amendment, a copy of which will be filed with the Company’s next periodic report.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information contained in Item 1.01 concerning the Company’s direct financial obligations under the Amendment is incorporated by reference herein.
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.
| Vistra Corp. | ||||||
| Dated: October 11, 2022 | /s/ Kristopher E. Moldovan | |||||
| Name: | Kristopher E. Moldovan | |||||
| Title: | Executive Vice President and Chief Financial Officer | |||||
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