Vistra Corp. said Monday that it acquired Cogentrix Energy for about $2.3 billion cash, about $925 million in common shares and the assumption of $1.5 billion of debt. Vistra said the total deal value of more than $4 billion includes expected tax benefits of about $700 million.
The Irving-based retail electricity and power generation company said the acquired assets of Charlotte-based Cogentrix, which is owned by Houston PE firm Quantum Capital Group, include 10 natural gas generation facilities with 5,500 megawatts of capacity.
“Our diversified fleet, anchored on natural gas and nuclear generation, will play a critical role in the reliability, affordability, and flexibility of U.S. power grids,” Vistra President and CEO Jim Burke said. “The addition of this natural gas portfolio is a great way to start another year of growth for Vistra as we’ve completed, acquired, or developed projects in each of the competitive power regions where we operate.”
Vistra used Latham & Watkins, Sidley Austin and Cleary Gottlieb Steen & Hamilton as outside legal counsel. Sidley lawyers who worked on the deal include Dallas Partners Kelly Dybala, Bill Howell and Sean Damm.
Houston partners Trina Chandler and Ryan J. Lynch with Caroline Phillips in New York led the Latham team. Lawyers from the Houston office include Caroline Silverstein, Logan McDowell, Johnny Zhuang, Robert Brown, Mary Daniel Morgan, Christine Mainguy, Stacey Hall, Alex Reiher, Heather Jager, Stuart Cobb, Silvia Martin, Lane Ransom, John Elias and Christopher Edward Garza with Jack Bergantino in Austin.
Other Latham attorneys who worked on the deal include Max Raskin, Karen Jinmeng Song, Jenny Bobbitt, Yvette Valdez, Melissa Ferraro and Jim Lambert in New York; Taylor Allison, Natasha Gianvecchio, James Blackburn, Jacqueline Zhang, Elizabeth Park, Stacey VanBelleghem, Bradley Bourne, Alexandra Holmes and J. Patrick Nevins in Washington, D.C.
In California, Michelle Gross advised from the Bay Area, while Phil Goldberg worked from Century City, David Kuiper in Orange County with S. Drew Levin and Enrique Covarrubias in Los Angeles. Laura Waller advised from Chicago and Imara Joroff from Boston.
King & Spalding advised Cogentrix with a team that included David Runnels, Andrew Ketner, Emma Jiang and Matthew Kraemer in Houston with Enrico Granata from New York.
The acquisition includes three gas turbine and two combustion turbine facilities in the PJM market in the Northeast, four gas turbine facilities in New England, and one cogeneration facility in Texas.
Goldman Sachs is the exclusive financial advisor to Vistra, while Cogentrix uses Evercore.
