Riverstone closes take-private buyout of Talen Energy

Riverstone Holdings LLC has completed its previously announced take-private acquisition of Talen Energy Corp, an energy and power generation company. According to terms of the deal, Talen Energy shareholders received $14 in cash for each share of common stock they owned prior to the merger. As a result of the closing, Talen Energy’s stock stopped trading on the New York Stock Exchange on December 6, 2016. Citibank provided financial advice to Talen Energy on the transaction while Goldman Sachs and RBC Capital Markets did likewise for Riverstone.

PRESS RELEASE

ALLENTOWN, Pa., Dec. 6, 2016 /PRNewswire/ — Talen Energy Corporation (NYSE: TLN), a competitive energy and power generation company that owns or controls 16,000 megawatts of capacity in eight states, today reported the completion of its merger with an affiliate of Riverstone Holdings LLC, which was initially announced on June 3, 2016. Talen Energy Corporation common stock ceased trading on the New York Stock Exchange before the commencement of trading on December 6, 2016 and will be delisted from the NYSE.

Under the terms of the merger agreement, which was adopted by Talen Energy Corporation stockholders at a special meeting on October 6, 2016, Talen Energy Corporation stockholders will receive $14 in cash for each share of common stock they owned immediately prior to the effective time of the merger.

Ralph Alexander has been named President and Chief Executive Officer of Talen Energy, effective immediately. When asked about his appointment, Mr. Alexander said, “I look forward to leading our team of experienced professionals and continuing our legacy of efficiently generating safe, reliable energy for our customers.”

Stockholders of record and stockholders who hold shares through a bank or broker generally will not need to take any action for their shares to be converted into cash because the conversion will be handled automatically by Talen Energy Corporation’s transfer agent or their bank or broker, respectively. In certain limited instances, Talen Energy Corporation’s transfer agent or the requisite bank or broker, as applicable, will notify stockholders if additional information is required before they may receive the merger consideration.

Financial and Legal Advisors
Citibank served as financial advisor to Talen Energy in the transaction, and Kirkland & Ellis LLP served as Talen Energy’s legal advisor. Goldman, Sachs & Co. and RBC Capital Markets served as financial advisors to Riverstone. Wachtell, Lipton, Rosen & Katz and Vinson & Elkins LLP served as Riverstone’s legal advisors for the transaction.

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 Holdings LLC
Riverstone Holdings 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. With offices in New York, London, Houston and Mexico City, the firm has committed over $33 billion to more than 120 investments in North America, Latin America, Europe, Africa and Asia. Visit www.riverstonellc.com for more information.