Vistra Corp.

Cash Flows

Operating Cash Flows

Cash provided by operating activities totaled $1.171 billion and $1.508 billion for the six months ended June 30, 2025 and 2024, respectively. The unfavorable change of $337 million was primarily driven by a $801 million decrease in net cash flows related to margin deposits as $368 million in net margin deposits related to commodity contracts supporting our hedging strategy were posted for the six months ended June 30, 2025 as compared to $433 million in net margin deposits returned for the six months ended June 30, 2024.

Investing Cash Flows

Cash used in investing activities includes:

The change of $2.526 billion was primarily driven by $3.1 billion used to fund the Energy Harbor Merger in 2024 and $173 million of property damage insurance proceeds received from the Martin Lake Incident and Moss Landing Incident, partially offset by higher capital expenditures related to the Martin Lake Incident and and development projects and net purchases of environmental allowances in 2025 primarily driven by the addition of Energy Harbor.

Financing Cash Flows

Cash (used in) provided by financing activities includes:

The change of $1.038 billion was primarily driven by the net borrowing of $687 million in the six months ended June 30, 2025 reflecting amounts borrowed to partially fund working capital and to use for other general corporate purposes compared to the net borrowing of $1.8 billion in the six months ended June 30, 2024 reflecting amounts borrowed to partially fund the Energy Harbor Merger.

Available Liquidity

The following table summarizes changes in available liquidity for the six months ended June 30, 2025:

(a)See the condensed consolidated statements of cash flows in the Financial Statements and Cash Flows above for details of the decrease in cash and cash equivalents for the six months ended June 30, 2025.

(b)The decrease in availability for the six months ended June 30, 2025 was driven by a $2 million increase in letters of credit outstanding under the facility.

(c)As of June 30, 2025 and December 31, 2024, the borrowing bases were less than the facility limit of $1.75 billion. As of June 30, 2025, available capacity reflects the borrowing base of $861 million and $861 million in cash borrowings. As of December 31, 2024, available capacity reflects the borrowing base of $771 million and no cash borrowings.

(d)Excludes amounts available to be borrowed under the Receivables Facility and the Repurchase Facility, respectively. See Note 9 to the Financial Statements for additional information.

(e)Excludes any additional letters of credit that may be issued under the Secured LOC Facilities or the Alternative LOC Facilities. See Note 9 to the Financial Statements for additional information.

We believe that we will have access to sufficient liquidity to fund our anticipated cash requirements through at least the next 12 months, including the upcoming payments associated with the acquisition of Nuveen's noncontrolling interest in Vistra Vision and the consummation of the Transaction. Our operational cash flows tend to be seasonal and weighted toward the second half of the year.

Liquidity Effects of Commodity Hedging and Trading Activities

We have entered into commodity hedging and trading transactions that require us to post collateral if the forward price of the underlying commodity moves such that the hedging or trading instrument we hold has declined in value. We use cash, letters of credit, Eligible Assets (see Note 8 to the Financial Statements for additional information) and other forms of credit support to satisfy such collateral posting obligations. See Note 9 to the Financial Statements for additional information.

Exchange cleared transactions typically require initial margin (i.e., the upfront cash and/or letter of credit posted to take into account the size and maturity of the positions and credit quality) in addition to variation margin (i.e., the daily cash margin posted to take into account changes in the value of the underlying commodity). The amount of initial margin required is generally defined by exchange rules. Clearing agents, however, typically have the right to request additional initial margin based on various factors, including market depth, volatility and credit quality, which may be in the form of cash, letters of credit, a guaranty or other forms as negotiated with the clearing agent. Cash collateral received from counterparties is either used for working capital and other business purposes, including reducing borrowings under credit facilities, or is required to be deposited in a separate account and restricted from being used for working capital and other corporate purposes. With respect to over-the-counter transactions, counterparties generally have the right to substitute letters of credit for such cash collateral. In such event, the cash collateral previously posted would be returned to such counterparties, which would reduce liquidity in the event the cash was not restricted.

As of June 30, 2025, we received or posted cash, letters of credit, and Eligible Assets for commodity hedging and trading activities as follows:

•$1.173 billion in cash and Eligible Assets has been posted with counterparties as compared to $841 million posted as of December 31, 2024;

•$3 million in cash has been received from counterparties as compared to $49 million received as of December 31, 2024;

•$2.704 billion in letters of credit has been posted with counterparties as compared to $2.560 billion posted as of December 31, 2024; and

•$75 million in letters of credit has been received from counterparties as compared to $131 million received as of December 31, 2024.

See Collateral Support Obligations below for information related to collateral posted in accordance with the PUCT and ISO/RTO rules.

Income Tax Payments

In the next 12 months, we expect to make approximately $58 million in federal income tax payments, $96 million in state income tax payments, and $2 million in TRA payments, offset by $14 million in state tax refunds. This forecast includes our initial estimate of the impacts of the OBBBA on cash taxes based on analysis to date.

For the six months ended June 30, 2025, there were $11 million federal income tax payments, $53 million in state income tax payments, no state income tax refunds, and no TRA payments.

Financial Covenants

The Vistra Operations Credit Agreement and the Vistra Operations Commodity-Linked Credit Agreement each includes a covenant, solely with respect to the Revolving Credit Facility and the Commodity-Linked Facility and solely during a compliance period (which, in general, is applicable when the aggregate revolving borrowings and revolving letters of credit outstanding (excluding all undrawn revolving letters of credit and cash collateralized backstopped revolving letters of credit) exceed 35% of the revolving commitments), that requires the consolidated first-lien net leverage ratio not to exceed 4.25 to 1.00 (or, during a collateral suspension period, the consolidated total net leverage ratio not to exceed 5.50 to 1.00). In addition, each of the Secured LOC Facilities includes a covenant that requires the consolidated first-lien net leverage ratio not to exceed 4.25 to 1.00 (or, for certain facilities that include a collateral suspension mechanism, during a collateral suspension period, the consolidated total net leverage ratio not to exceed 5.50 to 1.00). As of June 30, 2025, we were in compliance with the Vistra Operations Commodity-Linked Credit Agreement financial covenants. Although the period ended June 30, 2025 was not a compliance period for the Vistra Operations Credit Agreement and Secured LOC Facilities, we would have been in compliance with their respective financial covenants if they were required to be tested at such time. See Note 9 to the Financial Statements for additional information.

Collateral Support Obligations

The RCT has rules in place to assure that parties can meet their mining reclamation obligations. In September 2016, the RCT agreed to a collateral bond of up to $975 million to support Luminant's reclamation obligations. The collateral bond is effectively a first lien on all of Vistra Operations' assets (which ranks pari passu with the Vistra Operations Credit Facilities) that contractually enables the RCT to be paid (up to $975 million) before the other first-lien lenders in the event of a liquidation of our assets. Collateral support relates to land mined or being mined and not yet reclaimed as well as land for which permits have been obtained but mining activities have not yet begun and land already reclaimed but not released from regulatory obligations by the RCT, and includes cost contingency amounts.

The PUCT has rules in place to assure adequate creditworthiness of each REP, including the ability to return customer deposits, if necessary. Under these rules, as of June 30, 2025, Vistra has posted letters of credit in the amount of $86 million with the PUCT, which is subject to adjustments.

The ISOs/RTOs we operate in have rules in place to assure adequate creditworthiness of parties that participate in the markets operated by those ISOs/RTOs. Under these rules, Vistra has posted collateral support totaling $982 million in the form of letters of credit, $81 million in the form of a surety bond and $3 million of cash as of June 30, 2025 (which is subject to daily adjustments based on settlement activity with the ISOs/RTOs).

Material Cross Default/Acceleration Provisions

Certain of our contractual arrangements contain provisions that could result in an event of default if there were a failure under financing arrangements to meet payment terms or to observe covenants that could result in an acceleration of payments due. Such provisions are referred to as "cross default" or "cross acceleration" provisions.

A default by Vistra Operations or any of its restricted subsidiaries in respect of certain specified indebtedness in an aggregate amount in excess of the greatest of $1.0 billion, 17.5% of Consolidated EBITDA, and 2.5% of Consolidated Total Assets may result in a cross default under the Vistra Operations Credit Facilities and the Commodity-Linked Facility. Such a default would allow the lenders under each such facility to accelerate the maturity of outstanding balances under such facilities, which totaled approximately $2.462 billion and $861 million, respectively, as of June 30, 2025.

Each of Vistra Operations' (or its subsidiaries') commodity hedging agreements and interest rate swap agreements that are secured with a lien on its assets on a pari passu basis with the Vistra Operations Credit Facilities lenders contains a cross-default provision. An event of a default by Vistra Operations or any of its subsidiaries relating to indebtedness equal to or above a threshold defined in the applicable agreement that results in the acceleration of such debt, would give such counterparty under these hedging agreements the right to terminate its hedge or interest rate swap agreement with Vistra Operations (or its applicable subsidiary) and require all outstanding obligations under such agreement to be settled.

Under the Vistra Operations Senior Unsecured Indentures, the Vistra Operations Senior Secured Indenture and the Indenture governing the 7.233% Senior Secured Notes, a default under any document evidencing indebtedness for borrowed money by Vistra Operations or any Guarantor Subsidiary for failure to pay principal when due at final maturity or that results in the acceleration of such indebtedness in an aggregate amount of $300 million or more may result in a cross default under the Vistra Operations Senior Unsecured Notes, the Senior Secured Notes, the 7.233% Senior Secured Notes, and other current or future documents evidencing any indebtedness for borrowed money by the applicable borrower or issuer, as the case may be, and the applicable Guarantor Subsidiaries party thereto.

Additionally, we enter into energy-related physical and financial contracts, the master forms of which contain provisions whereby an event of default or acceleration of settlement would occur if we were to default under an obligation in respect of borrowings in excess of thresholds, which may vary by contract.

The Receivables Facility contains a cross-default provision. The cross-default provision applies, among other instances, if TXU Energy, Dynegy Energy Services, Ambit Texas, Value Based Brands, Energy Harbor LLC, TriEagle Energy, each indirect subsidiaries of Vistra and originators under the Receivables Facility (Originators), and Vistra or any of their respective subsidiaries fails to make a payment of principal or interest on any indebtedness that is outstanding in a principal amount of at least $300 million, in the case of Vistra Operations, and in a principal amount of at least $50 million, in the case of TXU Energy or any of the other Originators, after the expiration of any applicable grace period, or if other events occur or circumstances exist under such indebtedness which give rise to a right of the debtholder to accelerate such indebtedness, or if such indebtedness becomes due before its stated maturity. If this cross-default provision is triggered, a termination event under the Receivables Facility would occur and the Receivables Facility may be terminated.

The Repurchase Facility contains a cross-default provision. The cross-default provision applies, among other instances, if an event of default (or similar event) occurs under the Receivables Facility or the Vistra Operations Credit Facilities. If this cross-default provision is triggered, a termination event under the Repurchase Facility would occur and the Repurchase Facility may be terminated.

Under the Secured LOC Facilities, a default by Vistra Operations or any of its restricted subsidiaries in respect of certain specified indebtedness in an aggregate amount in excess of a threshold amount defined in each individual agreement which threshold amounts range from $300 million to $1 billion, may result in a cross default under the Secured LOC Facilities. In addition, a default under any document evidencing indebtedness for borrowed money by Vistra Operations or any Guarantor Subsidiary for failure to pay principal when due at final maturity or that results in the acceleration of such indebtedness in an aggregate amount in excess of a threshold amount defined in each individual agreement which threshold amounts range from $300 million to $1 billion, may result in a termination of the Secured LOC Facilities.

Under the Alternative LOC Facilities, a default by Vistra Operations or any of its restricted subsidiaries in respect of certain specified indebtedness in an aggregate amount in excess of the greater of $300 million and 17.5% of Consolidated EBITDA may result in a cross default under the Alternative LOC Facilities. In addition, a default under any document evidencing indebtedness for borrowed money by Vistra Operations or any Guarantor Subsidiary for failure to pay principal when due at final maturity or that results in the acceleration of such indebtedness in an aggregate amount exceeding the threshold above, may result in a termination of the Alternative LOC Facilities.

Under the Vistra Operations Senior Unsecured Indenture and the Vistra Operations Senior Secured Indenture governing the 7.750% Senior Unsecured Notes, the 6.875% Senior Unsecured Notes, the 6.950% Senior Secured Notes, the 6.000% Senior Secured Notes, the 5.050% Senior Secured Notes, and the 5.700% Senior Secured Notes, a default under any document evidencing indebtedness for borrowed money by Vistra Operations or any Guarantor Subsidiary for failure to pay principal when due at final maturity or that results in the acceleration of such indebtedness in an aggregate amount that exceeds the greater of 1.5% of total assets and $600 million may result in a cross default under the respective notes and other current or future documents evidencing any indebtedness for borrowed money by the applicable borrower or issuer, as the case may be, and the applicable Guarantor Subsidiaries party thereto.

A default by Vistra Zero Operating or any of its restricted subsidiaries in respect of certain specified indebtedness in an aggregate amount in excess of the greatest of $100 million, 75% of Consolidated EBITDA, and 6% of Consolidated Total Assets may result in a cross default under the Vistra Zero Credit Agreement. Such a default would allow the lenders under such facility to accelerate the maturity of outstanding balances under such facility, which totaled approximately $697 million as of June 30, 2025.

A default by BCOP or any of its subsidiary guarantors in respect of certain provisions defined in the applicable agreement may result in a cross default under the BCOP Credit Agreement. Such a default would allow the lenders under such facility to accelerate the maturity of outstanding balances under such facility. In addition, the interest rate swap agreements that are secured with a lien on BCOP and its subsidiary guarantors' assets on a pari passu basis with the BCOP Credit Agreement contain cross-acceleration provisions, where an event of a default by BCOP or any of its subsidiary guarantors that results in the acceleration of such debt would give such counterparty under these hedging agreements the right to terminate its hedge or interest rate swap agreement with BCOP and require all outstanding obligations under such agreement to be settled.

Under the Nuveen UPA, a default under any document evidencing indebtedness for borrowed money by Vistra Operations or any Guarantor Subsidiary that results in the acceleration of such indebtedness in an aggregate amount that exceeds the greater of 1.5% of total assets and $600 million may result in a cross default under the UPA. Such a default would result in the payment obligations under the Nuveen UPA of Vistra Vision Holdings and/or any guarantor thereunder becoming immediately due and payable.

Guarantees