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Vistra said it repurchased about 68% of the outstanding beneficial interests in the TRA Rights and agreed to repurchase an additional about 6%, at a consideration of $1.50 per repurchased TRA Right, for a total purchase price of about $476 million. The December 29, 2023 ...

8-KEntry into a Material Definitive AgreementFiled Period of report Summary published (UTC)

Key points

AI summary
  1. Vistra said it repurchased about 68% of the outstanding beneficial interests in the TRA Rights and agreed to repurchase an additional about 6%, at a consideration of $1.50 per repurchased TRA Right, for a total purchase price of about $476 million. The December 29, 2023 ...

  2. The company said it paid for the completed repurchase with newly issued 8.875% Series C Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock, and that it also expects to pay for the agreed additional repurchase with the same preferred stock.

  3. Vistra said the annual dividend rate on Series C preferred stock is 8.875% until January 15, 2029 (the First Reset Date), and that the liquidation preference is $1,000 per share. It said the company may redeem the shares on or after the First Reset Date at $1,000 per share, plus accumulated and unpaid dividends.

  4. Vistra said it entered into an Amended and Restated Tax Receivables Agreement with the consent of holders of about 74% of the TRA Rights. It said that if it repurchases TRA Rights within 180 days after December 29, 2023 at a price per TRA Right above $1.50, it will pay the Selling Holders the excess purchase price per TRA Right sold by the Selling Holders.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

TRA Rights Repurchase and Total Purchase Price

Vistra said it repurchased about 68% of the outstanding beneficial interests in the TRA Rights and agreed to repurchase an additional about 6%, at a consideration of $1.50 per repurchased TRA Right, for a total purchase price of about $476 million. The December 29, 2023 ...

Source · Based on the filing body and exhibits

Consideration Is Newly Issued Series C Preferred Stock

The company said it paid for the completed repurchase with newly issued 8.875% Series C Fixed-Rate Reset Cumulative Redeemable Perpetual Preferred Stock, and that it also expects to pay for the agreed additional repurchase with the same preferred stock.

Source · Based on the filing body and exhibits

Series C Preferred Dividend Rate and Redemption Terms

Vistra said the annual dividend rate on Series C preferred stock is 8.875% until January 15, 2029 (the First Reset Date), and that the liquidation preference is $1,000 per share. It said the company may redeem the shares on or after the First Reset Date at $1,000 per share, plus accumulated and unpaid dividends.

Source · Based on the filing body and exhibits

TRA Amendments and Excess Payment on Further Repurchases

Vistra said it entered into an Amended and Restated Tax Receivables Agreement with the consent of holders of about 74% of the TRA Rights. It said that if it repurchases TRA Rights within 180 days after December 29, 2023 at a price per TRA Right above $1.50, it will pay the Selling Holders the excess purchase price per TRA Right sold by the Selling Holders.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.