Contacts: Media Relations – George C. Lewis, 610-774-4687
Investor Relations – Andy Ludwig, 610-774-3389
Talen Energy Prices $600 Million Term Loan B Facility
ALLENTOWN, Pa., (Oct. 19, 2016) – Talen Energy Supply, LLC (the "Company"), an
indirect wholly owned subsidiary of Talen Energy Corporation (NYSE: TLN), has successfully
priced a $600 million term loan B facility. The net proceeds of the facility are expected to be
used in connection with the consummation of the previously announced merger of Talen Energy
Corporation with an affiliate of Riverstone Holdings LLC (the "Merger") and for the working
capital needs and other general corporate purposes of the Company and its subsidiaries and
affiliates, including the repayment of indebtedness under the Company's revolving credit facility.
The term loan B facility will be issued at a price equal to 98.5% of its face value, will bear
interest at a rate of LIBOR plus 5.00%, with a 1.0% LIBOR floor, and will have a seven year
maturity. The term loan B facility will be secured by the same collateral securing, and will be
guaranteed by the same direct and indirect wholly owned subsidiaries of the Company that are
guarantors of, the Company's revolving credit facility.
The closing of the term loan B facility is subject to customary closing conditions and the
closing of the Merger, which is expected to occur by the end of 2016.
Goldman Sachs Bank USA, RBC Capital Markets, Barclays Bank PLC, Credit
Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., Morgan Stanley Senior
Funding, Inc. and MUFG will act as joint lead arrangers and joint bookrunners for the term
loan B facility.
About Talen Energy
Talen Energy is one of the largest competitive energy and power generation companies
in North America. The company owns or controls 16,000 megawatts of generating capacity in
well-developed, structured wholesale power markets, principally in the Northeast, Mid-Atlantic
and Southwest regions of the United States. For more information, visit www.talenenergy.com.
About Riverstone
Riverstone is an energy and power-focused private investment firm founded in 2000 by
David M. Leuschen and Pierre F. Lapeyre, Jr. with approximately $34 billion of equity capital
raised. Riverstone conducts buyout and growth capital investments in the exploration &
production, midstream, oilfield services, power and renewable sectors of the energy industry.
Exhibit 99.1
With offices in New York, London, Houston and Mexico City, the firm has committed
approximately $30 billion to more than 120 investments in North America, Latin America,
Europe, Africa and Asia. Visit www.riverstonellc.com for more information.
Forward-Looking Information
Statements contained in this news release are "forward-looking statements" within the meaning
of the federal securities laws. These statements often include such words as "believe," "expect,"
"anticipate," "intend," "plan," "estimate," "target," "project," "forecast," "seek," "will," "may,"
"should," "could," "would" or similar expressions. Although Talen Energy and its subsidiaries
believe that the expectations and assumptions reflected in these forward-looking statements are
reasonable, these statements are subject to a number of risks and uncertainties, and actual
results may differ materially from the results discussed in the statements. Among the important
factors that could cause actual results to differ materially from the forward-looking statements
are: failure to complete the Merger as a result of the failure to obtain necessary regulatory
approvals or otherwise; the payment by Talen Energy of a termination fee if the merger
agreement is terminated in certain circumstances; the loss of key customers and suppliers
resulting from any uncertainties associated with the Merger; the negative impact on the Talen
Energy's business and the market price for Talen Energy's common stock should the Merger
not be consummated; adverse economic conditions; changes in commodity prices and related
costs; the effectiveness of Talen Energy's risk management techniques, including hedging;
accounting interpretations and requirements that may impact reported results; operational, price
and credit risks in the wholesale and retail electricity markets; Talen Energy's ability to forecast
the actual load needed to perform full-requirements sales contracts; weather conditions
affecting generation, customer energy use and operating costs and revenues; disruptions in fuel
supply; circumstances that may impact the levels of coal inventory that are held; the
performance of transmission facilities and any changes in the structure and operation of, or the
pricing limitations imposed by, the RTOs and ISOs that operate those facilities; blackouts due to
disruptions in neighboring interconnected systems; competition; federal and state legislation and
regulation; costs of complying with environmental and related worker health and safety laws and
regulations; the impacts of climate change; the availability and cost of emission allowances;
changes in legislative and regulatory policy; security and safety risks associated with nuclear
generation; Talen Energy's level of indebtedness; the terms and conditions of debt instruments
that may restrict Talen Energy's ability to operate its business; the performance of Talen
Energy's subsidiaries and affiliates, on which its cash flow and ability to meet its debt obligations
largely depend; the risks inherent with variable rate indebtedness; disruption in financial
markets; Talen Energy's ability to access capital markets; acquisition or divestiture activities,
and Talen Energy's ability to realize expected synergies and other benefits from such business
transactions, including in connection with the completed MACH Gen acquisition; changes in
technology; any failure of Talen Energy's facilities to operate as planned, including in connection
with scheduled and unscheduled outages; Talen Energy's ability to optimize its competitive
power generation operations and the costs associated with any capital expenditures, including
the Brunner Island dual-fuel project; significant increases in operation and maintenance
expenses; the loss of key personnel, the ability to hire and retain qualified employees and the
impact of collective labor bargaining negotiations; war, armed conflicts or terrorist attacks,
including cyber-based attacks; risks associated with federal and state tax laws and regulations;
any determination that the transaction that formed Talen Energy does not qualify as a tax-free
distribution under the Internal Revenue Code; Talen Energy's ability to successfully integrate
the RJS Power businesses and to achieve anticipated synergies and cost savings as a result of
the spinoff transaction and combination with RJS Power; costs of complying with reporting
requirements as a newly public company and any related risks of deficiencies in disclosure
controls and internal control over financial reporting as a standalone entity; and the ability of
affiliates of Riverstone to exercise influence over matters requiring Board of Directors and/or
stockholder approval. Any such forward-looking statements should be considered in light of
such important factors and in conjunction with Talen Energy's Form 10-K for the year ended
December 31, 2015, Form 10-Q for the quarters ended March 31, 2016 and June 30, 2016, and
its other reports on file with the SEC.
