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PPL Corporation Completes Reverse Morris Trust Transaction to Form Talen Energy Corporation

06.02.15

The Firm represented PPL Corporation (NYSE: PPL) in connection with the completion of its reverse morris trust transaction with Riverstone Holdings, pursuant to which PPL Corporation’s competitive power generation business, PPL Energy Supply, LLC (“Energy Supply”), was spun off and combined with the competitive generation business owned by Riverstone Holdings to form a stand-alone, publicly listed independent power producer called Talen Energy Corporation (NYSE: TLN).

In addition, the Firm also represented Energy Supply in its new $1.85 billion senior secured revolving credit facility and its private placement of $600 million aggregate principal amount of 6.5% Senior Notes due 2025 pursuant to Rule 144A and Regulation S under the Securities Act.

Talen Energy is one of the largest competitive energy and power generation companies in the United States. Talen Energy’s diverse generating fleet operates in well-developed, structured wholesale power markets.

PPL Corporation, with 2014 revenues of $11.5 billion, is one of the largest companies in the U.S. utility sector. The PPL family of companies delivers electricity and natural gas to about 10 million customers in the United States and United Kingdom.

The Simpson Thacher team included Mario Ponce, Breen Haire, Ben Schaye, Mickey Baden, Jun Won Kim and Ashley Belton (M&A); Brian Chisling (M&A - Trading); Andy Keller, Brian E. Rosenzweig, Sung Bum Cho, Sara Campbell and Erica Lee (Capital Markets); James Cross, James Doyle, Adam Weiner and Eva Kang (Credit); Andrew Purcell, Joseph Tootle and George Davis (Tax); Greg Grogan, Jamin Koslowe, Jeannine McSweeney, Holly Gurian and Samantha Steinfeld (Executive Compensation and Employee Benefits); Karen Hsu Kelley, James Rapp, Maia Gez and Joia Lee (PCAP); Joyce Xu, Solomon Bashi and Chuan Liu (Derivatives); Krista McManus (Real Estate); and Michael Isby and Timothy Mulvihill (Environmental).