Talen Energy Corp Files S-1/A Amendment

TL;DR

Talen Energy Corp filed an S-1/A amendment on 7/1/24. Details on securities registration.

AI Summary

Talen Energy Corporation filed an S-1/A amendment on July 1, 2024, for its registration statement. The filing, with registration number 333-280341, pertains to the company's securities and is governed by the 1933 Act. Talen Energy Corporation is incorporated in Delaware and its principal executive offices are located in Houston, Texas.

Why It Matters

This S-1/A filing is an amendment to a registration statement, indicating ongoing or updated disclosures related to Talen Energy Corp's securities offerings or corporate structure.

Risk Assessment

Risk Level: medium — S-1/A filings are amendments to registration statements, which can signal changes or updates in a company's financial or operational status that may impact investors.

Key Numbers

• 4911 — SIC Code (Electric Services industry classification)
• 471197305 — IRS Number (Employer Identification Number)

Key Players & Entities

• Talen Energy Corporation (company) — Registrant
• 0001628280-24-030691 (other) — Accession Number
• 333-280341 (other) — Registration Number
• 20240701 (date) — Date of Change
• Mark “Mac” A. McFarland (person) — Chief Executive Officer
• Kirkland & Ellis LLP (company) — Legal Counsel

FAQ

Key Financial Figures

• $0.001 — 3 shares of our common stock, par value $0.001 per share (our "common stock"), which m
• $111.02 — s reported on the OTCQX U.S. Market was $111.02 per share. We have applied to list our
• $319 million — t three months of 2024, Talen generated $319 million of net income and approximately $289 mi
• $289 million — million of net income and approximately $289 million of Adjusted EBITDA. "Summary Historical
• $24 — a top-quartile low all-in cost of under $24 per MWh while maintaining leading safet
• $43.75 — enues from nuclear generation are below $43.75 per MWh (indexed each year for inflatio

Filing Documents

• talen-sx1a.htm (S-1/A) — 5954KB
• exhibit231-sx1a.htm (EX-23.1) — 6KB
• business3ca.jpg (GRAPHIC) — 162KB
• prospectussummary1ca.jpg (GRAPHIC) — 83KB
• prospectussummary2c.jpg (GRAPHIC) — 86KB
• 0001628280-24-030691.txt ( ) — 6401KB

RISK FACTORS

RISK FACTORS 19 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 41

USE OF PROCEEDS

USE OF PROCEEDS 44 MARKET PRICES AND DIVIDEND POLICY 45 CAPITALIZATION 46 UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION 47

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 52

BUSINESS

BUSINESS 83 MANAGEMENT 103

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 111 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 135 PRINCIPAL AND SELLING STOCKHOLDERS 141

DESCRIPTION OF CAPITAL STOCK

DESCRIPTION OF CAPITAL STOCK 150 SHARES ELIGIBLE FOR FUTURE SALE 155 MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES TO NON-U.S. HOLDERS OF OUR COMMON STOCK 157 PLAN OF DISTRIBUTION 161 LEGAL MATTERS 164 EXPERTS 164 WHERE YOU CAN FIND ADDITIONAL INFORMATION 164 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS F- 1 GLOSSARY G- 1 i ABOUT THIS PROSPECTUS This prospectus is a part of a registration statement on Form S-1 that we filed with the Securities and Exchange Commission (the "SEC"), using a "shelf" registration or continuous offering process. Under this shelf process, the Selling Stockholders may, from time to time, sell the common stock covered by this prospectus in the manner described in the section titled "Plan of Distribution." Additionally, we may provide a prospectus supplement to add information to, or update or change information contained in, this prospectus (except that any such additions, updates, or other changes to the section titled "Plan of Distribution" shall only be made pursuant to a post-effective amendment to the extent they are material). You may obtain this information without charge by following the instructions under the section titled "Where You Can Find Additional Information" appearing elsewhere in this prospectus. You should read carefully this prospectus and any prospectus supplement before deciding to invest in our common stock. The Selling Stockholders may only offer to resell, and seek offers to buy, shares of our common stock in jurisdictions where offers and sales are permitted. You should rely only on the information contained in this prospectus and any accompanying prospectus supplement. Neither we, nor the Selling Stockholders, have authorized anyone to provide you with information other than that contained in this prospectus or any accompanying prospectus supplement, and if other information is provided to you, then you should not rely on it. Neither we, nor the Selling Stockholders, take any responsib

View Full Filing

View this S-1/A filing on SEC EDGAR