Vistra Corp. (NYSE: VST) has announced a private offering of senior secured notes due in 2031 and 2036. This move is aimed at qualified institutional buyers and certain non-U.S. persons, as outlined in Rule 144A and Regulation S of the Securities Act of 1933. The offering, which commenced on January 12, 2026, will generate funds for various corporate needs, including the acquisition of Cogentrix Energy.
The senior secured notes will be obligations of Vistra Operations Company LLC, a wholly owned subsidiary of Vistra. They will be fully guaranteed by several current and future subsidiaries of the issuer. These subsidiaries also guarantee the issuer’s existing Credit Agreement, established on October 3, 2016. The notes will be secured by a first-priority security interest in collateral pledged under the Credit Agreement, covering a substantial portion of the issuer’s property and assets.
The collateral will be released if the issuer’s senior, unsecured long-term debt securities earn an investment-grade rating from at least two of the three major rating agencies. If the rating is withdrawn or downgraded, the collateral may revert to its original status.
Vistra plans to use the proceeds for multiple purposes. These include funding part of the consideration for the Cogentrix Transaction, repaying existing debts, and covering fees associated with the offering.
The notes will not be registered under the Securities Act or any state securities laws. They cannot be offered or sold in the United States unless registered or exempt from registration requirements. This announcement does not constitute an offer to sell or solicit offers to purchase these securities outside the legal frameworks of various jurisdictions.
About Vistra Corp.
Vistra is a leading integrated retail electricity and power generation company based in Irving, Texas. The company operates a diverse fleet of energy resources, including natural gas, nuclear, coal, solar, and battery energy storage facilities. Vistra focuses on reliability, affordability, and sustainability while adopting a customer-centric approach in its retail business.
The company is also committed to transparency and has issued a cautionary note regarding forward-looking statements. These statements include expectations and projections about Vistra’s operations, financial condition, and potential risks. Readers are advised to approach these statements with caution.
As Vistra moves forward with this offering, it positions itself strategically within the evolving energy landscape, emphasizing its commitment to both operational excellence and financial stability.
