Item 1.01. Entry into a Material Definitive Agreement.

Accounts Receivable Facility Joinders and Amendments

In connection with the existing accounts receivable securitization facility (the "AR Facility"), on December 21, 2020, TXU Energy Receivables Company LLC ("TXU Receivables"), a wholly owned subsidiary of TXU Energy Retail Company LLC ("TXU Retail"), and Vistra Operations Company LLC ("Vistra Operations") entered into an amendment (the "RPA Amendment") to the Receivables Purchase Agreement, dated as of August 21, 2018 (as amended, supplemented or otherwise modified from time to time, the "RPA"), among TXU Receivables, as seller, TXU Retail, as servicer, Vistra Operations, as performance guarantor, certain purchaser agents and purchasers named therein and Credit Agricole Corporate and Investment Bank, as administrator (the "Administrator"), which amends certain provisions, including increasing the commitment of the purchasers to purchase interests in the receivables under the RPA from $450 million to $500 million for the remaining term of the RPA.

In connection with the RPA Amendment, (i) Ambit Texas, LLC ("Ambit"), TriEagle Energy LP ("TriEagle") and Value Based Brands LLC ("VBB", together with Ambit and TriEagle, the "Joining Originators"), each wholly owned indirect subsidiaries of Vistra Operations, entered into joinders, pursuant to which the Joining Originators (x) became originators under the PSA (defined below), (y) automatically became beneficiaries of the existing subordinated note (the "Subordinated Note") made by TXU Receivables in favor of TXU Retail, as servicer, on behalf of the originators under the PSA (defined below) and (z) have sold and will continue to sell receivables to TXU Receivables, and (ii) TXU Receivables, TXU Retail, Dynegy Energy Services, LLC ("Dynegy"), Dynegy Energy Services (East), LLC ("Dynegy (East)" and the Joining Originators entered into an amendment (the "PSA Amendment" and together with the RPA Amendment, the "Receivable Amendments") to the Purchase and Sale Agreement, dated as of August 21, 2018 (as amended, supplemented or otherwise modified from time to time, the "PSA"), among TXU Receivables, TXU Retail and certain originators named therein.

A copy of the PSA Amendment is included as Exhibit 4.1 to this Current Report and is incorporated herein by reference. A copy of the RPA Amendment is included as Exhibit 4.2 to this Current Report and is incorporated herein by reference. The above description of the Receivable Amendments does not purport to be complete and is qualified in its entirety by reference to the full text of each Receivable Amendment.

Repurchase Facility Joinder

In connection with the existing repurchase facility, on December 21, 2020, each of the Joining Originators, together with TXU Retail, as seller party agent, Vistra Operations, as guarantor, and MUFG Bank, Ltd. ("MUFG"), as buyer, entered into a Joinder Agreement (the "Joinder Agreement"), whereby each Joining Originator (i) became party to that certain Master Framework Agreement, dated as of October 9, 2020 (as amended, supplemented or otherwise modified from time to time, the "Framework Agreement"), by and among TXU Retail, Dynegy, Dynegy East and MUFG and (ii) granted MUFG a security interest in the Subordinated Note to secure its obligations under the Framework Agreement. Pursuant to the Joinder Agreement, Vistra Operations has agreed to guaranty the obligations of the Joining Originators under the Framework Agreement.

A copy of the Joinder Agreement is included as Exhibit 10.1 to this Current Report and is incorporated herein by reference. The above description of the Joinder Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Joinder Amendment.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an


           Off-Balance Sheet Arrangement of a Registrant.

The information contained in Item 1.01 concerning the Company's direct financial obligations under Item 1.01 of this Current Report is incorporated by reference herein.

--------------------------------------------------------------------------------

Item 9.01. Financial Statements and Exhibits.




(d)  Exhibits



Exhibit
  No.                                    Description
 4.1         Fifth Amendment to Purchase and Sale Agreement, dated as of
           December 21, 2020, among TXU Energy Retail Company LLC, certain
           originators named therein, and TXU Energy Receivables Company LLC, as
           purchaser.

 4.2         Seventh Amendment to Receivables Purchase Agreement, dated as of
           December 21, 2020, among TXU Energy Receivables Company LLC, as seller,
           TXU Energy Retail Company LLC, as servicer, Vistra Operations Company
           LLC, as performance guarantor, certain purchaser agents and purchasers
           named therein and Credit Agricole Corporate and Investment Bank, as
           administrator.

10.1         Joinder Agreement, dated as of December 21, 2020, among TXU Energy
           Retail Company LLC, as seller party agent, Vistra Operations Company
           LLC, as guarantor, certain originators named therein, and MUFG Bank,
           Ltd., as buyer.

 104       Cover Page Interactive Data File (embedded within the Inline XBRL
           document)

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses