Talen Energy Corp

10. Long-Term Debt and Other Credit Facilities

TES is the borrower/issuer under all the Company’s debt and credit facilities. As of September 30, 2025, TES was not in default under any of its debt or credit agreements.

Long-Term Debt

(a)Computed interest rate as of September 30, 2025.

Revolving Credit and Other Facilities

(a)RCF committed capacity can be used for direct cash borrowings and (or) LCs. Direct cash borrowings are not permitted under the LCF, which can only be used for LCs.

In December 2024, the TLC LCF and Bilateral LCF were terminated. However, as certain LCs remained outstanding under these facilities pending their transition to the LCF, corresponding backstop LCs were issued under the LCF. As of September 30, 2025 and December 31, 2024, the amounts of such backstop LCs issued under the LCF were $4 million and $297 million, respectively (which are included in the totals above).

2025 Financing Transactions

Unsecured Notes. In October 2025, TES issued in private offerings and each at par: (i) $1.4 billion in aggregate principal amount of 6.25% Senior Unsecured Notes due 2034, which bear interest, payable on February 1 and August 1 of each year, at an annual rate of 6.250% and mature on February 1, 2034; and (ii) $1.29 billion in aggregate principal amount of 6.50% Senior Unsecured Notes due 2036, which bear interest, payable on February 1 and August 1 of each year, at an annual rate of 6.500% and mature on February 1, 2036. We expect to use the net proceeds from the Unsecured Notes, together with the proceeds of the new TLB-3 discussed below, to fund the Freedom and Guernsey Acquisitions.

The Unsecured Notes are subject to customary negative covenants, including but not limited to, certain limitations on incurrence of liens and transactions involving the Susquehanna assets, but do not contain any financial covenants. The Unsecured Notes also contain customary affirmative covenants, events of default, and remedies (including acceleration) and are subject to mandatory redemption provisions in the event that one or both of the Freedom and Guernsey Acquisitions are not completed pursuant to the applicable purchase agreements.

Credit Facility Transactions. Also in October 2025, TES undertook several financing transactions that are expected to become effective concurrently with the closing of either the Freedom Acquisition or the Guernsey Acquisition (whichever closes first):

•TLB-3. Allocated and priced a $1.2 billion senior secured term loan B credit facility (the TLB-3), which constitutes a new tranche of term loans separate from TLB-1 and TLB-2 and the proceeds of which, together with the proceeds from the Unsecured Notes, are intended to be used to fund the Freedom and Guernsey Acquisitions. A portion of the TLB-3 may be incurred on a delayed draw basis to the extent the Freedom and Guernsey Acquisitions do not close concurrently. The applicable interest rate for the TLB-3 will be the Secured Overnight Financing Rate plus 200 basis points.

•RCF. Received commitments to increase its existing RCF (including its revolving LC capacity) from $700 million to $900 million.

•LCF. Received commitments to upsize its existing $900 million LCF to $1.1 billion and extend the maturity from December 2026 to December 2027.

Bridge Commitment Termination. Also in October 2025, in connection with the financing transactions described above, TES terminated the debt commitment letters, dated July 17, 2025 (as amended and restated on August 13, 2025), pursuant to which the commitment parties thereto had agreed to provide TES with (i) senior secured bridge facilities in an aggregate principal amount of up to $1.2 billion; and (ii) senior unsecured bridge facilities in an aggregate principal amount of up to $2.6 billion in order to fund the Freedom and Guernsey Acquisitions.

See Note 17 for additional information on the Freedom and Guernsey Acquisitions.

Other Material Terms; Security Interests

See Note 13 to the Annual Financial Statements for a description of the other material terms of the obligations outlined above and for additional information on the security interests and guarantees supporting these obligations. In addition to the obligations outlined under “Long-Term Debt” and “Revolving Credit and Other Facilities” above, secured obligations included approximately $62 million under Secured ISDAs as of September 30, 2025.