Attached files
| file | filename |
|---|---|
| EX-99.1 - EXHIBIT 99.1 - Talen Energy Corp | a08252016exhibit991profo.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 25, 2016
Talen Energy Corporation (Exact name of registrant as specified in its charter) | ||||
Delaware | 1-37388 | 47-1197305 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
835 Hamilton Street, Suite 150, Allentown, PA 18101-1179 |
(Address of principal executive offices)(Zip Code) |
Registrant’s telephone number, including area code: (888) 211-6011
Talen Energy Supply, LLC (Exact name of registrant as specified in its charter) | ||||
Delaware | 1-32944 | 23-3074920 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
835 Hamilton Street, Suite 150, Allentown, PA 18101-1179 |
(Address of principal executive offices)(Zip Code) |
Registrant’s telephone number, including area code: (888) 211-6011
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions:
[ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
[ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
[ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
[ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |
Section 8 - Other Events
Item 8.01 Other Events.
On February 1, 2016, Talen Energy Corporation (the “Company”) announced that Talen Generation, LLC, a wholly owned, indirect subsidiary of the Company and a wholly owned subsidiary of Talen Energy Supply, LLC (“Talen Energy Supply”), completed the previously announced sale of Talen Ironwood Holdings, LLC, which through its subsidiaries owned and operated the Ironwood natural gas combined-cycle unit in Pennsylvania (“Ironwood”), to TransCanada Facility USA, Inc. The total purchase price, after estimated adjustments for net working capital, was $657 million. In connection with the transaction, in January 2016 approximately $41 million in debt, plus a customary pre-payment premium, associated with the plant was redeemed by a subsidiary of the Company.
In February 2016, Raven Power Marketing LLC, a wholly owned, indirect subsidiary of the Company and a wholly owned subsidiary of Talen Energy Supply, completed the previously announced sale of C.P. Crane LLC, which owned and operated the C.P. Crane coal-fired power plant in Maryland (“C.P. Crane”).
On April 1, 2016, Holtwood, LLC, a wholly owned, indirect subsidiary of Talen Energy Supply and the Company, completed the sale of the Holtwood and Lake Wallenpaupack hydroelectric projects in Pennsylvania to BIF III Holtwood LLC, an entity controlled by Brookfield Renewable Energy Partners L.P., for a price of $860 million, subject to customary post-closing adjustments.
Unaudited pro forma Statements of Income of the Company and Talen Energy Supply to give effect to the Ironwood, C.P. Crane, Holtwood and Lake Wallenpaupack dispositions, among other items, are attached as Exhibit 99.1 to this Current Report on Form 8-K and are incorporated herein by reference.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(b) | Pro Forma Statements of Income | ||||
Unaudited Pro Forma Statements of Income to give effect to the Ironwood, C.P. Crane, Holtwood and Lake Wallenpaupack dispositions, among other items, are filed as Exhibit 99.1 to this Current Report on Form 8-K and are incorporated herein by reference: | |||||
Unaudited Pro Forma Condensed Statement of Income for the six months ended June 30, 2016 for Talen Energy Corporation | |||||
Unaudited Pro Forma Condensed Statement of Income for the six months ended June 30, 2016 for Talen Energy Supply, LLC | |||||
Unaudited Pro Forma Condensed Combined Statements of Income for the year ended December 31, 2015 | |||||
(d) | Exhibits | ||||
99.1 - | Unaudited Pro Forma Statements of Income | ||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each of the Registrants has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
TALEN ENERGY CORPORATION | |||
By: | /s/ Russell R. Clelland | ||
Russell R. Clelland Vice President and Treasurer | |||
TALEN ENERGY SUPPLY, LLC | |||
By: | /s/ Russell R. Clelland | ||
Russell R. Clelland Vice President and Treasurer | |||
Dated: August 25, 2016