SEC Form 3 · accession 0000903423-17-000306
Vistra Corp. · VST
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Qatar Investment Authority
10% Owner
Qatar Holding LLC
10% Owner
Seismic Holding LLC
10% Owner
Period of report
May 8, 2017
Accepted (ET)
May 8, 2017 · 11:42 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001692819
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01 per shareF1,F2,F3,F4 | holding | — | — | — | 22,880,381 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This Form 3 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Qatar Investment Authority ("QIA"), (ii) Qatar Holding LLC, a limited liability company formed pursuant to the regulations of the Qatar Financial Centre ("QH"), and (iii) Seismic Holding LLC, a limited liability company formed pursuant to the regulations of the Qatar Financial Centre ("Seismic Holding"). QIA is the sole member of QH, which in turn is the sole member of Seismic Holding.
- F2Seismic Holding directly holds 15,900,080 shares of Common Stock of the Issuer. In connection with ongoing litigation between different classes of creditors of Texas Competitive Electric Holdings Company LLC (the Issuer's predecessor) (the "Inter-creditor Litigation"), which predecessor filed for bankruptcy protection pursuant to Chapter 11 of the United States Bankruptcy Code, and in connection with the Order Establishing Plan Reserve for TCEH First Lien Creditor Plan Distribution Allocation Dispute (the "Order") entered by the U.S. Bankruptcy Court for the District of Delaware, on September 30, 2016, 107,025 of these shares are held in escrow pending release (to Seismic Holding or to other creditors of the Issuer's predecessor) following the resolution of the Inter-creditor Litigation.
- F3In addition, Seismic Holding has beneficial ownership (within the meaning of Rule 16a-1 under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) of 6,980,301 shares of Common Stock of the Issuer held by Longhorn Capital GS LP, of which Seismic Holding is a limited partner. In connection with the Inter-creditor Litigation and the Order, 2,010,327 of these shares are held in reserve pending release (to Longhorn Capital GS LP or to other creditors of the Issuer's predecessor) following the resolution of the Inter-creditor Litigation.
- F4Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person.
Remarks
(5) The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16a-3(j) under the Exchange Act.