Talen Energy Corp
For the period ended Sep 30, 2024. Filed Nov 14, 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.
Sep 30, 2024 · Filed Nov 14, 2024
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11. Long-Term Debt and Other Credit Facilities
- Long-Term Debt and Other Credit Facilities
Long-Term Debt
| Successor | |||
|---|---|---|---|
| InterestRate (a) | September 30, 2024 | December 31, 2023 | |
| TLB | 8.60 % | $859 | $866 |
| TLC | 8.60 % | 470 | 470 |
| Secured Notes | 8.63 % | 1,200 | 1,200 |
| PEDFA 2009B Bonds | 5.25 % | 50 | 50 |
| PEDFA 2009C Bonds | 5.25 % | 81 | 81 |
| Cumulus Digital TLF, including paid-in-kind interest (b) | — % | — | 182 |
| Total principal | 2,660 | 2,849 | |
| Unamortized deferred finance costs and original issuance discounts | (35) | (29) | |
| Total carrying value | 2,625 | 2,820 | |
| Less: long-term debt, due within one year | 9 | 9 | |
| Long-term debt | $2,616 | $2,811 | |
(a)Computed interest rate as of September 30, 2024 (Successor).
(b)The Cumulus Digital TLF was repaid and extinguished in March 2024. See “2024 Transactions – Cumulus Digital TLF Repayment” below for additional information.
The aggregate long-term debt maturities, including amortization and early redemption provisions, as of September 30, 2024 (Successor) were:
| 2024 (a) | 2025 | 2026 | 2027 | 2028 | Thereafter | Total | |||||
| Total maturities | $2 | $9 | $9 | $9 | $9 | $2,623 | $2,660 | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|
(a) For the period from October 1 through December 31, 2024.
Revolving Credit and Other Facilities
| Successor | |||||||
|---|---|---|---|---|---|---|---|
| September 30, 2024 · December 31, 2023 | |||||||
| Expiration | Committed Capacity | Direct Cash Borrowings | LCs Issued | UnusedCapacity | Direct Cash Borrowings | LCs Issued | |
| RCF (a) | May 2028 | $700 | $— | $— | $700 | $— | $62 |
| TLC LCF (b)(c) | May 2030 | 470 | — | 311 | 159 | — | 404 |
| Bilateral LCF (b) | May 2028 | 75 | — | 18 | 57 | — | 74 |
| Total | $1,245 | $— | $329 | $916 | $— | $540 | |
(a)RCF committed capacity can be used for direct cash borrowings and (or) LCs, subject to a $475 million LC sublimit.
(b)Direct cash borrowings are not permitted under the facility.
(c)LCs are collateralized by $472 million of cash as of September 30, 2024 (Successor) and December 31, 2023 (Successor), which is presented as “Restricted cash and cash equivalents” on the Consolidated Balance Sheets.
2024 Transactions
Remarketing of PEDFA Bonds. In June 2024, the Company completed the remarketing of $50 million in aggregate principal amount of its PEDFA 2009B and $81 million in aggregate principal amount of its PEDFA 2009C Bonds. The remarketed bonds bear interest at 5.25% until the end of the new term rate period on June 1, 2027. In connection with the remarketing, $133 million of LCs issued under the TLC LCF that had previously supported the bonds were terminated, providing the Company with increased LC capacity under the TLC LCF. The remarketing transaction is excluded from the Consolidated Statements of Cash Flows as a non-cash item.
Long-Term Debt Repricing. In May 2024, the Company completed a repricing transaction with respect to the TLB and TLC. The new rate applicable to the TLB and TLC is the Standard Overnight Financing Rate (SOFR) plus 350 basis points, which reduces the interest rate margin by 100 basis points. The applicable SOFR floor was reduced from 50 to 0 basis points. Additionally, in connection with the repricing, the lenders under the TLB and TLC agreed to: (i) waive any mandatory prepayment obligations in connection with the ERCOT Sale; and (ii) certain other amendments permitting Talen additional capacity for dispositions, restricted payments, and investments under the Credit Agreement. See Note 17 for additional information on the ERCOT Sale. The repricing transaction is excluded from the Consolidated Statements of Cash Flows as a non-cash item.
Cumulus Digital TLF Repayment. In connection with the Cumulus Data Campus Sale, the Cumulus Digital TLF was paid in full in March 2024, together with all accrued interest and other outstanding amounts. See “Non-Recourse Debt and Other Credit Facilities – Cumulus Digital TLF” in Note 13 in Notes to the Annual Financial Statements for additional information on the related release of liens, termination of guarantees, and cancellation of LCs. See Note 17 for additional information on the Cumulus Data Campus Sale.
Talen Energy Supply Long-Term Debt, Revolving Credit, and Other Facilities
As of September 30, 2024 (Successor), Talen was not in default under any of its debt agreements.
See “Talen Energy Supply Post-Emergence Long-Term Debt, Revolving Credit and Other Facilities” in Note 13 in Notes to the Annual Financial Statements for a description of the material terms of our Credit Facilities, Secured Notes, PEDFA Bonds, and Secured ISDAs.
See “Security Interests, Guarantees, and Cross-Defaults on TES Post-Emergence Obligations” in Note 13 in Notes to the Annual Financial Statements 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 $18 million under Secured ISDAs as of September 30, 2024 (Successor).
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