Talen Energy Corporation (“Talen,” the “Company,” “we,” or “our”)
(NASDAQ: TLN), an independent power producer dedicated to powering
the future, today reported its third quarter 2024 financial and
operating results.
“Market and regulatory events over the last few months have
further underscored how critical existing generation is to serving
demand growth, largely driven by electrification and data centers,
and to supporting grid reliability. Our fleet continued to run well
this quarter, which is reflected in our year-to-date results. We
are raising and narrowing our 2024 guidance ranges and reaffirming
guidance for 2025,” said Talen President and Chief Executive
Officer Mac McFarland.
“Progress at the AWS data center campus is accelerating with our
acquisition of TeraWulf’s minority share of the Nautilus JV,
enabling the campus to access power more quickly and easily. We are
obviously disappointed with the FERC’s recent decision on the
Susquehanna ISA. That said, we are moving forward with AWS on
commercial solutions,” McFarland continued. “We continue to execute
on our share repurchase program, which has a remaining capacity of
$1.2 billion.”
Summary of Financial and Operating Results
(Unaudited)
(Millions of Dollars Unless Otherwise Stated) |
|
Three Months Ended September 30, 2024 |
|
Three Months Ended September 30, 2023 |
|
Nine Months Ended September 30, 2024 |
GAAP Net Income (Loss) Attributable to Stockholders |
|
$ |
168 |
|
|
$ |
(77 |
) |
|
$ |
916 |
|
Adjusted EBITDA |
|
|
230 |
|
|
|
224 |
|
|
|
606 |
|
Adjusted Free Cash Flow |
|
|
97 |
|
|
|
146 |
|
|
|
262 |
|
Total Generation (TWh)
(a) |
|
|
10.8 |
|
|
|
10.9 |
|
|
|
27.1 |
|
Carbon-Free Generation |
|
|
43 |
% |
|
|
44 |
% |
|
|
49 |
% |
OSHA TRIR (b) |
|
|
0.4 |
|
|
|
1.1 |
|
|
|
0.3 |
|
Fleet
EFOF (c) |
|
|
3.1 |
% |
|
|
5.0 |
% |
|
|
2.4 |
% |
__________________ |
(a) |
Aggregate generation is net of station use consumption, where
applicable, and includes volumes produced by Susquehanna in support
of Nautilus operations. |
(b) |
OSHA Total Recordable Incident
Rate (“OSHA TRIR”) is the number of recordable incidents x 200,000
/ total number of manhours worked. Only includes Talen-operated
generation facilities (i.e., excludes Conemaugh and Keystone). |
(c) |
Fleet Equivalent Forced Outage
Factor (“Fleet EFOF”) is the percentage of a given period in which
a generating unit is not available due to forced outages and forced
de-rates. Represents all generation facilities, including our
portion of partially-owned facilities. |
|
|
For the third quarter 2024, Talen reported GAAP Net Income
(Loss) Attributable to Stockholders of $168 million, Adjusted
EBITDA of $230 million and Adjusted Free Cash Flow of $97
million.
Compared to the same quarter last year, GAAP Net Income (Loss)
Attributable to Stockholders was $245 million higher, primarily
driven by (i) higher recognized unrealized hedge gains due to lower
forward prices as of September 30, 2024, compared to the same
period last year, and (ii) an increase in the net gain of the
nuclear facility decommissioning trust from stronger investment
returns due to improved equity markets and declining interest
rates.
Compared to the same quarter last year, Adjusted EBITDA was $6
million higher primarily due to strong PJM generation fleet
performance driven by improved spark spreads and accrued Nuclear
PTC revenue, despite the absence of earnings from the ERCOT
generation portfolio that was sold in March 2024.
Adjusted Free Cash Flow, which was $49 million lower compared to
the same quarter last year, included higher pension plan
contributions and accelerated nuclear fuel purchases.
Additionally, for the third quarter 2024, Talen’s fleet
continued to run reliably and safely, with a Fleet EFOF of 3.1% and
an OSHA TRIR of 0.4. Total generation was 10.8 TWh, with 43%
contributed from carbon-free nuclear generation at our Susquehanna
nuclear facility.
Given the impacts of fresh start accounting and the
implementation of the plan of reorganization in the second quarter
2023, our financial position and results of operations for
year-to-date 2024 are not comparable to our financial position or
results of operations for year-to-date 2023.
Raising and Narrowing 2024 Guidance; Reaffirming 2025
Guidance
(Millions of Dollars) |
Range |
2024E Adjusted EBITDA |
$750 – $780 |
2024E Adjusted Free Cash Flow |
$265 – $285 |
(Millions of Dollars) |
Range |
2025E Adjusted EBITDA |
$925 – $1,175 |
2025E Adjusted Free Cash Flow |
$395 – $595 |
|
|
Talen is raising and narrowing the 2024 guidance ranges and
reaffirming the 2025 guidance ranges.
Update on Share Repurchase Program
Since the start of 2024, Talen has repurchased approximately 14%
of its outstanding shares for a total of $952 million, with $1.2
billion of remaining repurchase capacity through year-end 2026. All
share repurchase amounts are excluding transaction costs.
During the third quarter 2024, we repurchased approximately 2.6
million shares of stock at an average price of $117.64 per share.
These repurchases included shares purchased from our largest
shareholder.
Index Inclusion
After uplisting to the NASDAQ Global Select Market and based on
their respective methodologies, Talen became eligible to join
several equity indices, which could drive substantial institutional
and passive stock demand. During the third quarter 2024, Talen was
added to the S&P Total Market Index, S&P Completion Index,
CRSP Total Market Index, and CRSP Small Cap Index. These additions
led to passive index funds acquiring more than six million shares
of Talen common stock.
On November 6, 2024, MSCI announced Talen will be added to the
MSCI USA Small Cap Index, effective after market close on November
25, 2024. Talen may qualify for additional value, growth, and / or
sector-related indices, leading to further demand for our
shares.
Balance Sheet and Liquidity
Talen is focused on maintaining net leverage below our target of
3.5x net debt-to-Adjusted EBITDA, along with ample liquidity. As of
November 8, 2024, Talen had total available liquidity of
approximately $1.3 billion, comprised of $557 million of
unrestricted cash and $700 million of available capacity under its
revolving credit facility. Talen’s current net leverage ratio,
utilizing the midpoint of 2024 Adjusted EBITDA guidance and net
debt balance as of November 8, 2024, is approximately 2.1x.
Update on Hedging Activities
As of September 30, 2024, including the impact of the
Nuclear PTC, Talen had hedged approximately 100% of its expected
generation volumes for the balance of 2024, 64% for 2025 and 18%
for 2026. The Company’s hedging program is a key component of its
comprehensive fiscal policy and supports the objective of
increasing cash flow stability while maintaining upside
optionality.
Earnings Call
The Company will hold an earnings call on Thursday, November 14,
2024, at 10:00 a.m. EST (9:00 a.m. CST). To listen to the earnings
call, please register in advance for the webcast here. For
participants joining the call via phone, please register here prior
to the start time to receive dial-in information. For those unable
to participate in the live event, a digital replay of the earnings
call will be archived for approximately one year and available on
Talen's Investor Relations website at
https://ir.talenenergy.com/news-events/events.
About Talen
Talen Energy (NASDAQ: TLN) is a leading independent power
producer and energy infrastructure company dedicated to powering
the future. We own and operate approximately 10.7 gigawatts of
power infrastructure in the United States, including 2.2 gigawatts
of nuclear power and a significant dispatchable fossil fleet. We
produce and sell electricity, capacity, and ancillary services into
wholesale U.S. power markets, with our generation fleet principally
located in the Mid-Atlantic and Montana. Our team is committed to
generating power safely and reliably, delivering the most value per
megawatt produced and driving the energy transition. Talen is also
powering the digital infrastructure revolution. We are
well-positioned to capture this significant growth opportunity, as
data centers serving artificial intelligence increasingly demand
more reliable, clean power. Talen is headquartered in Houston,
Texas. For more information, visit
https://www.talenenergy.com/.
Investor Relations:
Ellen LiuSenior Director, Investor
RelationsInvestorRelations@talenenergy.com
Media:
Taryne WilliamsDirector, Corporate
CommunicationsTaryne.Williams@talenenergy.com
Forward Looking Statements
This communication contains forward-looking statements within
the meaning of the federal securities laws, which statements are
subject to substantial risks and uncertainties. These
forward-looking statements are intended to qualify for the safe
harbor from liability established by the Private Securities
Litigation Reform Act of 1995. All statements other than statements
of historical fact included in this communication, or incorporated
by reference into this communication, are forward-looking
statements. Throughout this communication, we have attempted to
identify forward-looking statements by using words such as
“anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,”
“forecasts,” “goal,” “intend,” “may,” “plan,” “potential,”
“predict,” “project,” “seek,” “should,” “will,” or other forms of
these words or similar words or expressions or the negative
thereof, although not all forward-looking statements contain these
terms. Forward-looking statements address future events and
conditions concerning, among other things, capital expenditures,
earnings, litigation, regulatory matters, hedging, liquidity and
capital resources and accounting matters. Forward-looking
statements are subject to substantial risks and uncertainties that
could cause our future business, financial condition, results of
operations or performance to differ materially from our historical
results or those expressed or implied in any forward-looking
statement contained in this communication. All of our
forward-looking statements include assumptions underlying or
relating to such statements that may cause actual results to differ
materially from expectations, and are subject to numerous factors
that present considerable risks and uncertainties.
|
TALEN ENERGY CORPORATION AND
SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF
OPERATIONS (UNAUDITED) |
|
|
|
Successor |
|
|
Predecessor |
(Millions of Dollars, except share data) |
|
Three Months Ended September 30, 2024 |
|
Three Months Ended September 30, 2023 |
|
Nine Months Ended September 30, 2024 |
|
May 18 through September 30, 2023 |
|
|
January 1 through May 17, 2023 |
Capacity revenues |
|
$ |
50 |
|
|
$ |
44 |
|
|
$ |
141 |
|
|
$ |
70 |
|
|
|
$ |
108 |
|
Energy and other revenues |
|
|
505 |
|
|
|
600 |
|
|
|
1,444 |
|
|
|
788 |
|
|
|
|
1,042 |
|
Unrealized gain (loss) on derivative instruments |
|
|
95 |
|
|
|
(128 |
) |
|
|
63 |
|
|
|
(41 |
) |
|
|
|
60 |
|
Operating
Revenues |
|
|
650 |
|
|
|
516 |
|
|
|
1,648 |
|
|
|
817 |
|
|
|
|
1,210 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Fuel and energy purchases |
|
|
(222 |
) |
|
|
(253 |
) |
|
|
(535 |
) |
|
|
(310 |
) |
|
|
|
(176 |
) |
Nuclear fuel amortization |
|
|
(30 |
) |
|
|
(47 |
) |
|
|
(93 |
) |
|
|
(72 |
) |
|
|
|
(33 |
) |
Unrealized gain (loss) on derivative instruments |
|
|
7 |
|
|
|
44 |
|
|
|
(5 |
) |
|
|
(2 |
) |
|
|
|
(123 |
) |
Energy
Expenses |
|
|
(245 |
) |
|
|
(256 |
) |
|
|
(633 |
) |
|
|
(384 |
) |
|
|
|
(332 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Operating
Expenses |
|
|
|
|
|
|
|
|
|
|
|
Operation, maintenance and
development |
|
|
(127 |
) |
|
|
(140 |
) |
|
|
(445 |
) |
|
|
(209 |
) |
|
|
|
(285 |
) |
General and
administrative |
|
|
(38 |
) |
|
|
(37 |
) |
|
|
(121 |
) |
|
|
(55 |
) |
|
|
|
(51 |
) |
Depreciation, amortization and
accretion |
|
|
(75 |
) |
|
|
(66 |
) |
|
|
(225 |
) |
|
|
(94 |
) |
|
|
|
(200 |
) |
Impairments |
|
|
— |
|
|
|
(2 |
) |
|
|
— |
|
|
|
(2 |
) |
|
|
|
(381 |
) |
Other
operating income (expense), net |
|
|
(7 |
) |
|
|
(8 |
) |
|
|
(14 |
) |
|
|
(11 |
) |
|
|
|
(37 |
) |
Operating Income
(Loss) |
|
|
158 |
|
|
|
7 |
|
|
|
210 |
|
|
|
62 |
|
|
|
|
(76 |
) |
Nuclear decommissioning trust
funds gain (loss), net |
|
|
67 |
|
|
|
(24 |
) |
|
|
169 |
|
|
|
15 |
|
|
|
|
57 |
|
Interest expense and other
finance charges |
|
|
(66 |
) |
|
|
(68 |
) |
|
|
(187 |
) |
|
|
(101 |
) |
|
|
|
(163 |
) |
Reorganization income
(expense), net |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
799 |
|
Gain (loss) on sale of assets,
net |
|
|
— |
|
|
|
— |
|
|
|
885 |
|
|
|
— |
|
|
|
|
50 |
|
Other
non-operating income (expense), net |
|
|
20 |
|
|
|
(7 |
) |
|
|
60 |
|
|
|
(18 |
) |
|
|
|
10 |
|
Income (Loss) Before
Income Taxes |
|
|
179 |
|
|
|
(92 |
) |
|
|
1,137 |
|
|
|
(42 |
) |
|
|
|
677 |
|
Income
tax benefit (expense) |
|
|
(11 |
) |
|
|
16 |
|
|
|
(192 |
) |
|
|
(3 |
) |
|
|
|
(212 |
) |
Net Income
(Loss) |
|
|
168 |
|
|
|
(76 |
) |
|
|
945 |
|
|
|
(45 |
) |
|
|
|
465 |
|
Less:
Net income (loss) attributable to noncontrolling interest |
|
|
— |
|
|
|
1 |
|
|
|
29 |
|
|
|
3 |
|
|
|
|
(14 |
) |
Net Income (Loss) Attributable to Stockholders (Successor)
/ Member (Predecessor) |
|
$ |
168 |
|
|
$ |
(77 |
) |
|
$ |
916 |
|
|
$ |
(48 |
) |
|
|
$ |
479 |
|
Per Common Share
(Successor) |
|
|
|
|
|
|
|
|
|
|
|
Net Income (Loss) Attributable
to Stockholders - Basic |
|
$ |
3.30 |
|
|
$ |
(1.30 |
) |
|
$ |
16.44 |
|
|
$ |
(0.81 |
) |
|
|
N/A |
Net Income (Loss) Attributable
to Stockholders - Diluted |
|
|
3.16 |
|
|
|
(1.30 |
) |
|
|
15.86 |
|
|
|
(0.81 |
) |
|
|
N/A |
Weighted-Average Number of
Common Shares Outstanding - Basic (in thousands) |
|
|
50,924 |
|
|
|
59,029 |
|
|
|
55,703 |
|
|
|
59,029 |
|
|
|
N/A |
Weighted-Average Number of Common Shares Outstanding - Diluted (in
thousands) |
|
|
53,169 |
|
|
|
59,029 |
|
|
|
57,756 |
|
|
|
59,029 |
|
|
|
N/A |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TALEN ENERGY CORPORATION AND
SUBSIDIARIESCONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED) |
|
|
|
Successor |
(Millions of Dollars, except share data) |
|
September 30, 2024 |
|
December 31, 2023 |
Assets |
|
|
|
|
Cash and cash
equivalents |
|
$ |
648 |
|
|
$ |
400 |
|
Restricted cash and cash equivalents |
|
|
484 |
|
|
|
501 |
|
Accounts receivable |
|
|
97 |
|
|
|
137 |
|
Inventory, net |
|
|
297 |
|
|
|
375 |
|
Derivative instruments |
|
|
50 |
|
|
|
89 |
|
Other
current assets |
|
|
97 |
|
|
|
52 |
|
Total current
assets |
|
|
1,673 |
|
|
|
1,554 |
|
Property, plant and equipment, net |
|
|
3,228 |
|
|
|
3,839 |
|
Nuclear decommissioning trust funds |
|
|
1,737 |
|
|
|
1,575 |
|
Derivative instruments |
|
|
22 |
|
|
|
6 |
|
Other
noncurrent assets |
|
|
188 |
|
|
|
147 |
|
Total
Assets |
|
$ |
6,848 |
|
|
$ |
7,121 |
|
|
|
|
|
|
Liabilities and Equity |
|
|
|
|
Long-term debt, due within one year |
|
$ |
9 |
|
|
$ |
9 |
|
Accrued interest |
|
|
54 |
|
|
|
32 |
|
Accounts payable and other accrued liabilities |
|
|
210 |
|
|
|
344 |
|
Derivative instruments |
|
|
6 |
|
|
|
32 |
|
Other current
liabilities |
|
|
129 |
|
|
|
69 |
|
Total current
liabilities |
|
|
408 |
|
|
|
486 |
|
Long-term debt |
|
|
2,616 |
|
|
|
2,811 |
|
Derivative instruments |
|
|
4 |
|
|
|
11 |
|
Postretirement benefit obligations |
|
|
318 |
|
|
|
368 |
|
Asset retirement obligations
and accrued environmental costs |
|
|
475 |
|
|
|
469 |
|
Deferred income taxes |
|
|
452 |
|
|
|
407 |
|
Other
noncurrent liabilities |
|
|
130 |
|
|
|
35 |
|
Total Liabilities |
|
$ |
4,403 |
|
|
$ |
4,587 |
|
Commitments and Contingencies |
|
|
|
|
|
|
|
|
|
Stockholders' Equity |
|
|
|
|
Common stock ($0.001 par value 350,000,000 shares authorized)
(a) (b) |
|
$ |
— |
|
|
$ |
— |
|
Additional paid-in
capital |
|
|
1,980 |
|
|
|
2,346 |
|
Accumulated retained earnings (deficit) |
|
|
412 |
|
|
|
134 |
|
Accumulated other comprehensive income (loss) |
|
|
(5 |
) |
|
|
(23 |
) |
Total Stockholders'
Equity |
|
|
2,387 |
|
|
|
2,457 |
|
Noncontrolling interests |
|
|
58 |
|
|
|
77 |
|
Total Equity |
|
|
2,445 |
|
|
|
2,534 |
|
Total Liabilities and Equity |
|
$ |
6,848 |
|
|
$ |
7,121 |
|
__________________ |
(a) |
As of
September 30, 2024 (Successor): 50,855,417 shares issued and
outstanding. |
(b) |
As of December 31, 2023 (Successor): 59,028,843 shares issued
and outstanding. |
|
|
|
TALEN ENERGY CORPORATION AND
SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF
CASH FLOWS (UNAUDITED) |
|
|
|
Successor |
|
|
Predecessor |
(Millions of Dollars) |
|
Nine Months Ended September 30, 2024 |
|
May 18 through September 30, 2023 |
|
|
January 1 through May 17, 2023 |
Operating
Activities |
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
945 |
|
|
$ |
(45 |
) |
|
|
$ |
465 |
|
Non-cash
reconciliation adjustments: |
|
|
|
|
|
|
|
Unrealized (gains) losses on
derivative instruments |
|
|
(59 |
) |
|
|
49 |
|
|
|
|
65 |
|
(Gain) loss on Cumulus Data
Campus Sale and ERCOT Sale |
|
|
(886 |
) |
|
|
— |
|
|
|
|
— |
|
(Gain) loss on sales of
assets, net |
|
|
— |
|
|
|
— |
|
|
|
|
(50 |
) |
Nuclear fuel amortization |
|
|
93 |
|
|
|
71 |
|
|
|
|
33 |
|
Depreciation, amortization and
accretion |
|
|
216 |
|
|
|
89 |
|
|
|
|
208 |
|
Impairments |
|
|
— |
|
|
|
2 |
|
|
|
|
381 |
|
NDT funds (gain) loss, net
(excluding interest and fees) |
|
|
(135 |
) |
|
|
1 |
|
|
|
|
(43 |
) |
Deferred income taxes |
|
|
39 |
|
|
|
(4 |
) |
|
|
|
195 |
|
Reorganization (income)
expense, net |
|
|
— |
|
|
|
— |
|
|
|
|
(933 |
) |
Other |
|
|
(58 |
) |
|
|
23 |
|
|
|
|
7 |
|
Changes in assets and
liabilities: |
|
|
|
|
|
|
|
Accounts receivable, net |
|
|
41 |
|
|
|
(23 |
) |
|
|
|
261 |
|
Inventory, net |
|
|
73 |
|
|
|
9 |
|
|
|
|
10 |
|
Other assets |
|
|
28 |
|
|
|
45 |
|
|
|
|
98 |
|
Accounts payable and accrued
liabilities |
|
|
(115 |
) |
|
|
(89 |
) |
|
|
|
(69 |
) |
Accrued interest |
|
|
22 |
|
|
|
65 |
|
|
|
|
(124 |
) |
Other
liabilities |
|
|
42 |
|
|
|
(13 |
) |
|
|
|
(42 |
) |
Net cash provided by (used in) operating
activities |
|
|
246 |
|
|
|
180 |
|
|
|
|
462 |
|
Investing
Activities |
|
|
|
|
|
|
|
Property, plant and equipment
expenditures |
|
|
(58 |
) |
|
|
(60 |
) |
|
|
|
(138 |
) |
Nuclear fuel expenditures |
|
|
(89 |
) |
|
|
(43 |
) |
|
|
|
(49 |
) |
NDT funds investment sale
proceeds |
|
|
1,646 |
|
|
|
768 |
|
|
|
|
949 |
|
NDT funds investment
purchases |
|
|
(1,670 |
) |
|
|
(780 |
) |
|
|
|
(959 |
) |
Equity investments in
affiliates |
|
|
(6 |
) |
|
|
(3 |
) |
|
|
|
(8 |
) |
Proceeds from Cumulus Data
Campus Sale and ERCOT Sale |
|
|
1,398 |
|
|
|
— |
|
|
|
|
— |
|
Proceeds from the sale of
assets |
|
|
1 |
|
|
|
— |
|
|
|
|
46 |
|
Other
investing activities |
|
|
3 |
|
|
|
10 |
|
|
|
|
2 |
|
Net cash provided by (used in) investing
activities |
|
|
1,225 |
|
|
|
(108 |
) |
|
|
|
(157 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TALEN ENERGY CORPORATION AND
SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF
CASH FLOWS (UNAUDITED) |
|
|
|
Successor |
|
|
Predecessor |
(Millions of Dollars) |
|
Nine Months Ended September 30, 2024 |
|
May 18 through September 30, 2023 |
|
|
January 1 through May 17, 2023 |
Financing Activities |
|
|
|
|
|
|
|
Contributions from member |
|
|
— |
|
|
|
— |
|
|
|
|
1,393 |
|
Financing proceeds at
Emergence, net of discount |
|
|
— |
|
|
|
— |
|
|
|
|
2,219 |
|
Repayment of Prepetition
Secured Indebtedness |
|
|
— |
|
|
|
— |
|
|
|
|
(3,898 |
) |
Payment of make-whole premiums
on Prepetition Secured Indebtedness |
|
|
— |
|
|
|
— |
|
|
|
|
(152 |
) |
TLB proceeds, net |
|
|
— |
|
|
|
289 |
|
|
|
|
— |
|
LMBE-MC TLB payments |
|
|
— |
|
|
|
(294 |
) |
|
|
|
(7 |
) |
Cumulus Digital TLF
repayment |
|
|
(182 |
) |
|
|
— |
|
|
|
|
— |
|
Share repurchases |
|
|
(956 |
) |
|
|
— |
|
|
|
|
— |
|
Repurchase of noncontrolling
interest |
|
|
(39 |
) |
|
|
(19 |
) |
|
|
|
— |
|
Cash settlement of restricted
stock units |
|
|
(31 |
) |
|
|
— |
|
|
|
|
— |
|
Deferred finance costs |
|
|
— |
|
|
|
(4 |
) |
|
|
|
(74 |
) |
Repurchase of warrants |
|
|
— |
|
|
|
(40 |
) |
|
|
|
— |
|
Derivatives with financing
elements |
|
|
— |
|
|
|
— |
|
|
|
|
(20 |
) |
Other |
|
|
(32 |
) |
|
|
6 |
|
|
|
|
— |
|
Net cash provided by (used in) financing
activities |
|
|
(1,240 |
) |
|
|
(62 |
) |
|
|
|
(539 |
) |
Net Increase
(Decrease) in Cash and Cash Equivalents and Restricted Cash and
Cash Equivalents |
|
|
231 |
|
|
|
10 |
|
|
|
|
(234 |
) |
Beginning of period cash and cash equivalents and
restricted cash and cash equivalents |
|
|
901 |
|
|
|
754 |
|
|
|
|
988 |
|
End of period cash and cash equivalents and restricted cash
and cash equivalents |
|
$ |
1,132 |
|
|
$ |
764 |
|
|
|
$ |
754 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Financial Measures
We include Adjusted EBITDA and Adjusted Free Cash flow, which
the Company uses as measures of its performance and are not
financial measures prepared under GAAP, in these materials.
Non-GAAP financial measures do not have definitions under GAAP and
may be defined and calculated differently by, and not be comparable
to, similarly titled measures used by other companies. Non-GAAP
measures are not intended to replace the most comparable GAAP
measures as indicators of performance. Generally, non-GAAP
financial measures are numerical measures of financial performance,
financial position, or cash flows that exclude (or include) amounts
that are included in (or excluded from) the most directly
comparable measures calculated and presented in accordance with
GAAP. Management cautions readers of these materials not to place
undue reliance on these non-GAAP financial measures, but to also
consider them along with their most directly comparable GAAP
financial measures. Non-GAAP measures have limitations as an
analytical tool and should not be considered in isolation or as a
substitute for analyzing our results as reported under GAAP.
Adjusted EBITDA
We use Adjusted EBITDA to: (i) assist in comparing operating
performance and readily view operating trends on a consistent basis
from period to period without certain items that may distort
financial results; (ii) plan and forecast overall expectations and
evaluate actual results against such expectations; (iii)
communicate with our Board of Directors, shareholders, creditors,
analysts, and the broader financial community concerning our
financial performance; (iv) set performance metrics for the
Company’s annual short-term incentive compensation; and
(v) assess compliance with our indebtedness.
Adjusted EBITDA is computed as net income (loss) adjusted, among
other things, for certain: (i) nonrecurring charges; (ii)
non-recurring gains; (iii) non-cash and other items; (iv) unusual
market events; (v) any depreciation, amortization, or accretion;
(vi) mark-to-market gains or losses; (vii) gains and losses on the
nuclear facility decommissioning trust (“NDT”); (viii) gains and
losses on asset sales, dispositions, and asset retirement; (ix)
impairments, obsolescence, and net realizable value charges; (x)
interest expense; (xi) income taxes; (xii) legal settlements,
liquidated damages, and contractual terminations;
(xiii) development expenses; (xiv) noncontrolling interests;
and (xv) other adjustments. Such adjustments are computed
consistently with the provisions of our indebtedness to the extent
that they can be derived from the financial records of the
business. Pursuant to TES’s debt agreements, Cumulus Digital
contributes to Adjusted EBITDA beginning in the first quarter 2024,
following termination of the Cumulus Digital credit facility and
associated cash flow sweep.
Additionally, we believe investors commonly adjust net income
(loss) information to eliminate the effect of nonrecurring
restructuring expenses, and other non-cash charges, which vary
widely from company to company and from period to period and impair
comparability. We believe Adjusted EBITDA is useful to investors
and other users of the financial statements to evaluate our
operating performance because it provides an additional tool to
compare business performance across companies and between periods.
Adjusted EBITDA is widely used by investors to measure a company’s
operating performance without regard to such items described above.
These adjustments can vary substantially from company to company
and period to period depending upon accounting policies, book value
of assets, capital structure and the method by which assets were
acquired.
Adjusted Free Cash Flow
Adjusted Free Cash Flow, a key non-GAAP financial measure, is a
useful metric utilized by our chief operating decision makers to
evaluate cash flow activities. Adjusted Free Cash Flow is computed
as Adjusted EBITDA reduced by capital expenditures (including
nuclear fuel but excluding development, growth and (or) conversion
capital expenditures), cash payments for interest and finance
charges, cash payments for taxes (excluding income taxes paid from
the NDT), and pension contributions.
We believe Adjusted Free Cash Flow is useful to investors and
other users of our financial statements in evaluating our operating
performance because it provides them with an additional tool to
determine a company’s ability to meet future obligations and to
compare business performance across companies and across periods.
Adjusted Free Cash Flow is widely used by investors to measure a
company’s levered cash flow without regard to items such as ARO
settlements; nonrecurring development, growth and conversion
expenditures; and cash proceeds or payments for the sale or
purchase of assets, which can vary substantially from company to
company and from period to period depending upon accounting
methods, book value of assets, capital structure and the method by
which assets were acquired.
Please see below for reconciliations of Adjusted EBITDA and
Adjusted Free Cash Flow to “Net Income (Loss),” the most comparable
GAAP financial measure. Adjusted EBITDA and Adjusted Free Cash Flow
are not intended to replace “Net Income (Loss),” a measure
calculated and presented in accordance with GAAP.
Adjusted EBITDA / Adjusted Free Cash Flow
Reconciliation
The reconciliations from “Net Income (Loss)” presented on the
Consolidated Statements of Operations to Adjusted EBITDA and
Adjusted Free Cash Flow for the periods were:
|
|
Successor |
|
|
Predecessor |
(Millions of Dollars) |
|
Three Months Ended September 30, 2024 |
|
Three Months Ended September 30, 2023 |
|
Nine Months Ended September 30, 2024 |
|
May 18 through September 30, 2023 |
|
|
January 1 through May 17, 2023 |
Net Income (Loss) |
|
$ |
168 |
|
|
$ |
(76 |
) |
|
$ |
945 |
|
|
$ |
(45 |
) |
|
|
$ |
465 |
|
Adjustments |
|
|
|
|
|
|
|
|
|
|
|
Interest expense and other
finance charges |
|
|
66 |
|
|
|
68 |
|
|
|
187 |
|
|
|
101 |
|
|
|
|
163 |
|
Income tax (benefit)
expense |
|
|
11 |
|
|
|
(16 |
) |
|
|
192 |
|
|
|
3 |
|
|
|
|
212 |
|
Depreciation, amortization and
accretion |
|
|
75 |
|
|
|
66 |
|
|
|
225 |
|
|
|
94 |
|
|
|
|
200 |
|
Nuclear fuel amortization |
|
|
30 |
|
|
|
47 |
|
|
|
93 |
|
|
|
72 |
|
|
|
|
33 |
|
Reorganization (gain) loss,
net (a) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
(799 |
) |
Unrealized (gain) loss on
commodity derivative contracts |
|
|
(102 |
) |
|
|
84 |
|
|
|
(58 |
) |
|
|
43 |
|
|
|
|
63 |
|
Nuclear decommissioning trust
funds (gain) loss, net |
|
|
(67 |
) |
|
|
24 |
|
|
|
(169 |
) |
|
|
(15 |
) |
|
|
|
(57 |
) |
Stock-based compensation
expense |
|
|
8 |
|
|
|
9 |
|
|
|
24 |
|
|
|
11 |
|
|
|
|
— |
|
Long-term incentive
compensation expense |
|
|
3 |
|
|
|
— |
|
|
|
19 |
|
|
|
— |
|
|
|
|
— |
|
(Gain) loss on asset sales,
net (b) |
|
|
— |
|
|
|
— |
|
|
|
(885 |
) |
|
|
— |
|
|
|
|
(50 |
) |
Non-cash impairments (c) |
|
|
— |
|
|
|
2 |
|
|
|
— |
|
|
|
2 |
|
|
|
|
381 |
|
Operational and other
restructuring activities |
|
|
40 |
|
|
|
4 |
|
|
|
61 |
|
|
|
30 |
|
|
|
|
17 |
|
Development expenses |
|
|
1 |
|
|
|
5 |
|
|
|
1 |
|
|
|
7 |
|
|
|
|
10 |
|
Non-cash inventory net
realizable value, obsolescence, and other charges (d) |
|
|
2 |
|
|
|
(2 |
) |
|
|
5 |
|
|
|
1 |
|
|
|
|
56 |
|
Noncontrolling interest |
|
|
(3 |
) |
|
|
(14 |
) |
|
|
(21 |
) |
|
|
(22 |
) |
|
|
|
(14 |
) |
Other |
|
|
(2 |
) |
|
|
23 |
|
|
|
(13 |
) |
|
|
21 |
|
|
|
|
15 |
|
Total Adjusted EBITDA |
|
$ |
230 |
|
|
$ |
224 |
|
|
$ |
606 |
|
|
$ |
303 |
|
|
|
$ |
695 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures, net |
|
|
(55 |
) |
|
|
(48 |
) |
|
|
(135 |
) |
|
|
(71 |
) |
|
|
|
(96 |
) |
Interest and finance charge
payments |
|
|
(36 |
) |
|
|
(27 |
) |
|
|
(161 |
) |
|
|
(36 |
) |
|
|
|
(173 |
) |
Tax payments |
|
|
(1 |
) |
|
|
(2 |
) |
|
|
(3 |
) |
|
|
(3 |
) |
|
|
|
(5 |
) |
Pension
contributions |
|
|
(41 |
) |
|
|
(1 |
) |
|
|
(45 |
) |
|
|
(2 |
) |
|
|
|
(3 |
) |
Total Adjusted Free Cash Flow |
|
$ |
97 |
|
|
$ |
146 |
|
|
$ |
262 |
|
|
$ |
191 |
|
|
|
$ |
418 |
|
_______________ |
(a) |
See Note 2 in
Notes to the Q3 2024 Financial Statements for additional
information. |
(b) |
See Note 17 in Notes to the Q3 2024 Financial Statements for
additional information. |
(c) |
See Note 8 in Notes to the Q3 2024 Financial Statements for
additional information. |
(d) |
See Note 6 in Notes to the Q3 2024 Financial Statements for
additional information. |
|
|
Adjusted EBITDA / Adjusted Free Cash Flow
Reconciliation: 2024 Guidance
|
|
2024E |
(Millions of dollars) |
|
Low |
|
High |
Net Income (Loss) |
|
$ |
735 |
|
|
$ |
765 |
|
|
|
|
|
|
Adjustments |
|
|
|
|
Interest expense and other
finance charges |
|
|
240 |
|
|
|
240 |
|
Income tax (benefit)
expense |
|
|
190 |
|
|
|
190 |
|
Depreciation, amortization and
accretion |
|
|
300 |
|
|
|
300 |
|
Nuclear fuel amortization |
|
|
120 |
|
|
|
120 |
|
Unrealized (gain) loss on
commodity derivative contracts |
|
|
60 |
|
|
|
60 |
|
(Gain) loss on sale of
assets |
|
|
(885 |
) |
|
|
(885 |
) |
Other |
|
|
(10 |
) |
|
|
(10 |
) |
Adjusted EBITDA |
|
$ |
750 |
|
|
$ |
780 |
|
|
|
|
|
|
Capital expenditures, net |
|
$ |
(185 |
) |
|
$ |
(190 |
) |
Interest and finance charge
payments |
|
|
(240 |
) |
|
|
(240 |
) |
Tax payments (a) |
|
|
(5 |
) |
|
|
(5 |
) |
Pension
contributions |
|
|
(55 |
) |
|
|
(60 |
) |
Adjusted Free Cash Flow |
|
$ |
265 |
|
|
$ |
285 |
|
_______________Note: Figures include January - April
contribution from the ERCOT generation fleet and are rounded to the
nearest $5mm.(a) Excludes income taxes paid from the NDT.
Adjusted EBITDA / Adjusted Free Cash Flow
Reconciliation: 2025 Guidance
|
|
2025E |
(Millions of dollars) |
|
Low |
|
High |
Net Income (Loss) |
|
$ |
190 |
|
|
$ |
410 |
|
|
|
|
|
|
Adjustments |
|
|
|
|
Interest expense and other
finance charges |
|
|
215 |
|
|
|
225 |
|
Income tax (benefit)
expense |
|
|
90 |
|
|
|
110 |
|
Depreciation, amortization and
accretion |
|
|
295 |
|
|
|
295 |
|
Nuclear fuel amortization |
|
|
105 |
|
|
|
105 |
|
Unrealized (gain) loss on
commodity derivative contracts |
|
|
30 |
|
|
|
30 |
|
Adjusted EBITDA |
|
$ |
925 |
|
|
$ |
1,175 |
|
|
|
|
|
|
Capital expenditures, net |
|
$ |
(195 |
) |
|
$ |
(205 |
) |
Interest and finance charge
payments |
|
|
(215 |
) |
|
|
(225 |
) |
Tax payments (a) |
|
|
(65 |
) |
|
|
(85 |
) |
Pension
contributions |
|
|
(55 |
) |
|
|
(65 |
) |
Adjusted Free Cash Flow |
|
$ |
395 |
|
|
$ |
595 |
|
_______________Note: Figures are rounded to the nearest $5mm.
(a) Excludes income taxes paid from the NDT.
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