Talen Energy Corp
For the period ended Jun 30, 2024. Filed Aug 13, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2024 · Filed Aug 13, 2024
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15. Stockholders' Equity
- Stockholders' Equity
Common Stock Transactions
In May 2024, the Board of Directors approved an increase of the remaining capacity under the Company’s share repurchase program to $1 billion. See Note 16 in Notes to the Annual Financial Statement for more information on the Company’s share repurchase program.
In the six months ended June 30, 2024, the Company repurchased a total of 5,773,889 shares of the Company’s common stock, of which 5,275,862 shares were repurchased in a tender offer, at a weighted average price of $114.48 per share, for an aggregate purchase price of $661 million, inclusive of transaction costs and excise taxes. The shares repurchased in the tender offer represented 9% of the Company’s outstanding common stock.
In June 2024, the Company retired 5,768,862 shares of treasury stock at a weighted average price of $114.58 per share with a carrying value of $661 million. The retired shares are now included in the pool of authorized but unissued shares. As of June 30, 2024 (Successor), the company had 53,254,954 shares outstanding.
In July 2024, the Company repurchased 2,413,793 shares of the Company’s common stock from affiliates of Rubric Capital Management LP at a price of $116.00 per share, for an aggregate purchase price of $280 million and retired the shares. There were de minimis transaction costs associated with this repurchase.
In July 2024, a former executive exercised equity-classified warrants to 457,142 shares of the Company’s common stock in a non-cash transaction. After giving effect to the non-cash exercise and related tax withholding, the Company issued 160,289 shares of the Company’s common stock.
Accumulated Other Comprehensive Income
Changes in AOCI for the periods were:
| Successor · Predecessor | |||
|---|---|---|---|
| Six Months Ended June 30, 2024 | May 18 through June 30, 2023 | January 1 through May 17, 2023 | |
| Beginning balance | $(23) | $— | $(167) |
| Gains (losses) arising during the period | 1 | (6) | 6 |
| Reclassifications to Consolidated Statements of Operations (a) | (12) | 1 | 5 |
| Income tax benefit (expense) | 5 | 2 | (5) |
| Other comprehensive income (loss) | (6) | (3) | 6 |
| Accumulated other comprehensive income (loss) | $(29) | $(3) | $— |
(a)Primarily reclassification to “Nuclear decommission trust fund gain (loss), net”.
The components of AOCI, net of tax, at June 30 were:
| Successor | Predecessor | |
|---|---|---|
| 2024 | 2023 | |
| Available-for-sale securities unrealized gain (loss), net | $(1) | $(3) |
| Postretirement benefit actuarial gain (loss), net | (28) | — |
| Accumulated other comprehensive income (loss) | $(29) | $(3) |
The postretirement obligations components of AOCI are not presented in their entirety on the Consolidated Statements of Operations during the periods; rather, they are included in the computation of net periodic defined benefit costs (credits). See Note 13 for additional information.
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