DYNEGY INC. (NYSE:DYN) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.

On August21, 2017 (the “Closing Date”), Dynegy Inc. (the “Company”) closed on its offering of $850 million in aggregate principal amount of 8.125% Senior Notes due 2026 (the “Notes”). The Notes were offered in a private placement transaction to an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), and are expected to be resold to qualified institutional buyers in accordance with Rule144A under the Securities Act and outside the United States solely to non-U.S. persons in accordance with Regulation S under the Securities Act. The Notes were issued under an indenture dated as of the Closing Date (the “Indenture”), among the Company, the guarantors party thereto (the “Guarantors”) and Wilmington Trust, National Association, as trustee and paying agent. The information in Item 1.01 below is hereby incorporated by reference herein.

Registration Rights Agreement

On the Closing Date, in connection with the issuance and sale of the Notes, the Company and the Guarantors entered into a registration rights agreement with Goldman Sachs& Co. LLC (the “Registration Rights Agreement”). to the Registration Rights Agreement, the Company and the Guarantors have agreed for the benefit of the holders of the Notes to use commercially reasonable efforts to register with the Securities and Exchange Commission (the “SEC”) a new issue of senior notes due 2026 having substantially identical terms as the Notes (except for the provisions relating to the transfer restrictions and payment of special interest) as part of an offer to exchange freely tradable exchange notes for the Notes. The Company and the Guarantors have also agreed to use commercially reasonable efforts to (i)cause a registration statement relating to such exchange offer to be declared effective on or prior to 360 days after the Closing Date and (ii)if required under certain circumstances, file a shelf registration statement with the SEC covering resales of the Notes.

If the Company and the Guarantors fail to satisfy certain of its obligations under the Registration Rights Agreement (a “Registration Default”), it will be required to pay special interest on the Notes equal to an additional 0.25% per annum of the principal amount of Notes outstanding during the 90-day period immediately following the occurrence of such default. The amount of special interest will increase by an additional 0.25% per annum with respect to each subsequent 90-day period until such Registration Default is cured, up to a maximum amount of special interest for all Registration Defaults of 0.50% per annum of the principal amount of the Transfer Restricted Securities (as defined in the Registration Rights Agreement) outstanding.

The above description of the Registration Rights Agreement is qualified in its entirety by reference to the full text of that agreement, a copy of which is attached hereto as Exhibit4.2.

Item 1.01 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The Notes are unsecured and unsubordinated obligations of the Company and are guaranteed by each of the Company’s current and future wholly-owned domestic subsidiaries that from time to time is a borrower or guarantor under the Company’s Credit Agreement, dated as of April23, 2013, among the Company, various other parties thereto and Credit Suisse AG, Cayman Islands Branch, as administrative agent (as amended, the “Credit Agreement”) or any indebtedness that refinances the Credit Agreement.

The Notes bear interest at a rate of 8.125% per annum. Interest is payable semiannually in arrears on January30 and July30 of each year, beginning January30, 2018, to persons who are the registered holders of the Notes at the close of business on the immediately preceding January15 and July15, respectively.

The Indenture limits, among other things, the ability of the Company or any of the Guarantors to (i)create liens upon any principal property to secure debt for borrowed money and (ii)consolidate, merge or sell all or substantially all of their assets. In the event of a Change of Control (as defined in the Indenture), the Company will be required to make an offer to each holder of Notes to repurchase all or any part of that holder’s Notes at a repurchase price in cash equal to 101% of the aggregate principal amount of the Notes repurchased plus accrued interest, if any, to, but excluding, the date of repurchase.

If an event of default arises from certain bankruptcy or insolvency events, all outstanding Notes will become due and payable immediately without further action or notice. In addition, under the Indenture, the Notes may be declared due and payable immediately by the trustee or the holders of at least 25% in aggregate principal amount of the Notes then outstanding if other events of default occur and are continuing under the Indenture. Subject to certain qualifications and applicable grace periods as set forth in the Indenture, the events of default include the following:

· failure of the guarantees of the Notes by any significant subsidiary to stay in force and effect; and

· certain bankruptcy or insolvency events with respect to the Company or any Guarantor that is a significant subsidiary.

At any time prior to July30, 2020, the Company may on any one or more occasions redeem up to 35% of the aggregate principal amount of the Notes, upon not less than 30 nor more than 60 days’ notice, at a redemption price of 108.125% of