Kramer Levin represented our clients, funds managed by Avenue Capital Group (Avenue) and funds advised by Nuveen Asset Management, LLC (Nuveen), in a strategic combination between Vistra Corp. and Energy Harbor Corp announced on March 6, 2023. Upon closing of the transaction, Energy Harbor will merge with and into a newly-formed subsidiary of Vistra, known generally as “Vistra Vision.” Total consideration will consist of $3 billion cash and a 15% equity interest in Vistra Vision. Most Energy Harbor shareholders will receive cash at closing, and the two largest shareholders, Avenue and Nuveen, will receive a combination of cash and the 15% ownership interest.

Vistra Vision will include Energy Harbor's nuclear and retail businesses and Vistra's nuclear and retail businesses and Vistra Zero renewables and storage projects. The zero-carbon generation company is expected to comprise the second-largest competitive nuclear generation fleet in the country and will complement Vistra Vision’s growing renewables and energy storage portfolio and a leading retail electricity business.