Form 8-K · Current report

Vistra Corp. 8-K, filed Nov 5, 2026

Filed
CIK
0001692819
Accession no.
0001140361-26-042013
AI-generated summary

Summary

Vistra Corp. completed its acquisition of Cogentrix Energy from funds managed by Quantum Capital Group, paying approximately $2.2 billion in cash plus 5,000,000 shares of Vistra common stock valued at $185 per share, and assuming about $1.7 billion of acquired indebtedness. The deal adds 10 natural gas generation facilities totaling roughly 5,500 MW across PJM, ISO New England, and ERCOT, bringing Vistra's portfolio to nearly 50,000 MW; CEO Jim Burke said the assets are a strategic fit as the company grows its generation fleet.

Key points

  • Vistra's subsidiary Vistra Operations Company LLC completed the purchase of 100% of Q-Generation, LLC, with Hamilton Holdings II, LLC surviving a concurrent merger, on October 30, 2026.
  • Vistra issued the 5,000,000 shares of stock consideration to the seller under an exemption from registration in Section 4(a)(2) of the Securities Act, with a lock-up through January 30, 2027.
  • Vistra notified lenders on November 2, 2026 of its intent to repay in full the roughly $800 million and $900 million credit agreements assumed in the transaction, expecting repayment on or about November 5, 2026.
  • The acquired portfolio includes CCGT, combustion turbine, and cogeneration assets in Pennsylvania, New Jersey, Maryland, New Hampshire, Connecticut, Rhode Island, Maine, and Texas, including 25% interests in the Patriot and Hamilton-Liberty plants not previously owned by Cogentrix.

Written by an AI model from the filing text. It can be incomplete or wrong; the filing on SEC.gov is the record.

Items reported

  • 2.01Completion of Acquisition or Disposition of Assets
  • 2.03Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
  • 3.02Unregistered Sales of Equity Securities
  • 7.01Regulation FD Disclosure
  • 9.01Financial Statements and Exhibits

From the filing

Item 2.01 Completion of Acquisition or Disposition of Assets Transaction Agreements On October 30, 2026, Vistra Operations Company LLC, a Delaware limited liability company (“Buyer”) and an indirect wholly owned subsidiary of Vistra Corp., a Delaware corporation (“Vistra”), completed its previously announced transaction pursuant to that certain Purchase and Sale Agreement (the “Purchase Agreement”) with Q-Generation Holdings, LLC, a Delaware limited liability company (“Seller”). …

An excerpt of the text as filed with the SEC, cut for length.

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