Attached files

file filename
EX-10.1 - EX-10.1 - Vistra Corp.d594759dex101.htm
EX-4.6 - EX-4.6 - Vistra Corp.d594759dex46.htm
EX-4.5 - EX-4.5 - Vistra Corp.d594759dex45.htm
EX-4.4 - EX-4.4 - Vistra Corp.d594759dex44.htm
EX-4.3 - EX-4.3 - Vistra Corp.d594759dex43.htm
EX-4.2 - EX-4.2 - Vistra Corp.d594759dex42.htm
EX-4.1 - EX-4.1 - Vistra Corp.d594759dex41.htm
8-K - FORM 8-K - Vistra Corp.d594759d8k.htm

Exhibit 10.3

Execution Version

COLLATERAL TRUST JOINDER – ADDITIONAL GRANTOR

Reference is made to the Collateral Trust Agreement, dated as of October 3, 2016 (as amended, supplemented, amended and restated or otherwise modified and in effect from time to time, the “Collateral Trust Agreement”), among Vistra Operations Company LLC (f/k/a TEX Operations Company LLC, the “Company”), the other Grantors from time to time party thereto, Railroad Commission of Texas, as First-Out Representative (as defined therein), Credit Suisse AG, Cayman Islands Branch (as successor agent to Deutsche Bank AG New York Branch), as Senior Credit Agreement Agent (as defined therein), and Delaware Trust Company, as Collateral Trustee. Capitalized terms used but not otherwise defined herein have the meanings assigned to them in the Collateral Trust Agreement. This Collateral Trust Joinder is being executed and delivered pursuant to Section 7.19 of the Collateral Trust Agreement.

1. Joinder. Each of the undersigned entities (collectively, the “Additional Grantors” and each an “Additional Grantor”), hereby agree to become party as a Grantor under the Collateral Trust Agreement for all purposes thereof on the terms set forth therein, and to be bound by the terms of the Collateral Trust Agreement as fully as if the undersigned had executed and delivered the Collateral Trust Agreement as of the date thereof.

2. Security Documents. Each Additional Grantor has become party to all of the Security Documents that provide, for the benefit of all of the Priority Lien Secured Parties liens and security interests in such assets of the Additional Grantor as are required pursuant to the Priority Lien Documents.

2. Governing Law and Miscellaneous Provisions. The provisions of Article 7 of the Collateral Trust Agreement will apply with like effect to this Collateral Trust Joinder.

 

C-1


IN WITNESS WHEREOF, the parties hereto have caused this Collateral Trust Joinder to be executed by their respective officers or representatives as of June 14, 2018.

 

ANP Bellingham Energy Company, LLC   Dynegy Resources Generating Holdco, LLC  
ANP Blackstone Energy Company, LLC   Dynegy South Bay, LLC  
Calumet Energy Team, LLC   Dynegy Stuart, LLC  
Casco Bay Energy Company, LLC   Dynegy Washington II, LLC  
Coffeen and Western Railroad Company   Dynegy Zimmer, LLC  
Coleto Creek Power, LLC   Ennis Power Company, LLC  
Dynegy Administrative Services Company   EquiPower Resources Corp.  
Dynegy Associates Northeast LP, Inc.   Havana Dock Enterprises, LLC  
Dynegy Coal Generation, LLC   Hays Energy, LLC  
Dynegy Coal Holdco, LLC   Hopewell Power Generation, LLC  
Dynegy Coal Trading & Transportation, L.L.C.   Illinois Power Generating Company  
Dynegy Commercial Asset Management, LLC   Illinois Power Marketing Company  
Dynegy Conesville, LLC   Illinois Power Resources Generating, LLC  
Dynegy Dicks Creek, LLC   Illinois Power Resources, LLC  
Dynegy Energy Services (East), LLC   Illinova Corporation  
Dynegy Energy Services, LLC   IPH, LLC  
Dynegy Fayette II, LLC   Kincaid Generation, L.L.C.  
Dynegy Gas Imports, LLC   Lake Road Generating Company, LLC  
Dynegy Hanging Rock II, LLC   Liberty Electric Power, LLC  
Dynegy Kendall Energy, LLC   Masspower, LLC  
Dynegy Killen, LLC   Midlothian Energy, LLC  
Dynegy Marketing and Trade, LLC   Milford Power Company, LLC  
Dynegy Miami Fort, LLC   NEPCO Services Company  
Dynegy Midwest Generation, LLC   Northeastern Power Company  
Dynegy Morro Bay, LLC   Ontelaunee Power Operating Company, LLC  
Dynegy Moss Landing, LLC   Pleasants Energy, LLC  
Dynegy Northeast Generation GP, Inc.   Richland-Stryker Generation LLC  
Dynegy Oakland, LLC   Sithe Energies, Inc.  
Dynegy Operating Company   Sithe/Independence LLC  
Dynegy Power Generation Inc.   T-Fuels, LLC  
Dynegy Power Marketing, LLC   Wharton County Generation, LLC  
Dynegy Power, LLC   Wise County Power Company, LLC  
Dynegy Resource II, LLC   Wise-Fuels Pipeline, Inc.  

 

By:  

/s/ Kristopher E. Moldovan

Name:   Kristopher E. Moldovan
Title:   Senior Vice President and Treasurer

 

[Signature Page to Joinder to Collateral Trust Agreement]


The Collateral Trustee hereby acknowledges receipt of this Collateral Trust Joinder and agrees to act as Collateral Trustee with respect to the Collateral pledged by the new Grantors:

 

DELAWARE TRUST COMPANY, as Collateral Trustee
By:  

/s/ Alan R. Halpern

Name:   Alan R. Halpern
Title:   Vice President

 

[Signature Page to Joinder to Collateral Trust Agreement]