PPL-Riverstone Spin-Off Shuffles GenCo Rankings
It’s too early to say whether PPL shareholders be better off now that the company has decided to spin off its generation unit. But there’s no doubt the deal with Riverstone Holdings will shuffle the generator rankings.

Will PPL shareholders be better off now that the company has decided to spin off its generation?

Wall Street seems far from convinced, with the company’s stock price virtually unchanged since the deal with investment firm Riverstone Holdings LLC was announced. (Though you would have earned a tidy 13.5% return had you bought when rumors of the spin-off began bubbling up in early February.)

But there’s no doubt the tax-free deal creating Talen Energy will shuffle the generator rankings. The new company will have more than 15,000 MW of generation, ranking fifth nationally in competitive generation (behind NRG, Exelon, Calpine and Next Era) and third among independent power producers.

Leading GenCos in PJM (Source: Company Data)Within PJM, it will rank sixth with more than 12,000 MW of generation, behind AEP, Exelon, Dominion, NRG and FirstEnergy. Its 1,883 MW in Texas will give it presence in the Electric Reliability Council of Texas (ERCOT). PPL said Talen anticipates needing to divest about 1,000 MW of generation to achieve regulatory approval, but it wouldn’t say what plants might be affected.

Meanwhile, Exelon and other integrated utilities are rumored to be considering PPL’s pure-play strategy. The rationale: By concentrating on regulated operations, utilities will be more attractive to shareholders seeking steady earnings and dividends, while more risk-tolerant investors can ride the highs and lows of merchant generation.

Welcoming Volatility

In announcing the deal, PPL Corp. CEO Bill Spence made repeated references to the volatility of the generation markets in PJM and ERCOT and said Talen would be poised to take advantage of it.

PPL, meanwhile, will be left with a “100% rate-regulated business model [that] provides earnings and dividend growth potential.” He said PPL expects “substantial” growth in the rate base in the coming years.

PPL shareholders will own 65% of Talen, with Riverstone holding 35%. The company will be listed on the New York Stock Exchange.

Coal and Natural Gas

Both Riverstone and PPL come with substantial coal generation — both about 40% of their portfolios. The company will also have a 40% share of natural gas, with 15% of its portfolio in nuclear and the remainder in oil (3%) and renewables (2%).

PPL Riverstone Spinoff Will Be #6 Generator in PJM (Source: PPL)The combination, according to PPL Corp. CEO Bill Spence, will make Talen a “highly competitive player, operating very attractive assets, in the right regions” with “a significant proportion [of generation] with low or no carbon dioxide output.”

The new company will assume PPL Energy Supply’s 10,000 MW of generation, primarily in Pennsylvania, which includes its 90% stake in the Susquehanna nuclear generating station (pending approval by the Nuclear Regulatory Commission), 292 MW of hydro in Pennsylvania and 677 MW of coal-fired generation in Montana. It does not include 11 Montana hydro facilities, whose sale to NorthWestern Corp. was announced in 2013 and is nearing closing.

The Riverstone fleet includes three coal- and natural gas-fired plants in Maryland, five natural gas- or oil-fired plants in New Jersey, one natural gas plant in York, Pa., a natural gas-fired plant in Dartmouth, Mass., and five natural gas-fired plants in Texas. Combined, they produce 5,345 MW.

Not Included

Not included in the generation spinoff are the approximately 8,000 MW of generation PPL owns and operates in Kentucky. “The Kentucky generating plants are part of the rate bases of PPL’s Louisville Gas & Electric and Kentucky Utilities subsidiaries,” PPL spokesman George Lewis said Friday. “The Talen Energy transaction involves only merchant generating plants owned by PPL.”

The regulated delivery business in the United Kingdom – where PPL has 7.8 million electric customers – also will be unaffected by the transaction, Lewis said.

Lewis said Talen Energy headquarters “will be in Pennsylvania, but the specific location has not been chosen yet.” Marketing the generation will be done by PPL Energy’s existing marketing operation, he said.“Talen Energy will have an asset-focused energy marketing operation to get the greatest value for electricity generated by Talen Energy plants,” he said.

Layoffs Expected

Paul Farr, president of PPL Energy Supply, will become president and CEO of Talen at the closing of the deal. Jeremy McGuire, PPL’s vice president of strategic development, will be Talen’s chief financial officer.

“There will be job reductions across PPL as a result” of the transaction, he said. “The number of positions and the timing of the reductions will be determined during the transition process over the next nine to 12 months.”

Regulatory Approvals

Lewis said the partners anticipate completing the transaction by the middle of 2015. Approvals will be necessary from the Federal Energy Regulatory Commission, the Federal Trade Commission, the Department of Justice, the Nuclear Regulatory Commission and the Pennsylvania Public Utility Commission.

The NRC, which has to approve any transfer of Susquehanna’s operating license to the new company, will meet with PPL July 2 to discuss its plans. The meeting, from 10 a.m. to noon, will cover the new owner’s financial and technical qualifications, among other areas. Members of the public will be able to call in to the meeting to participate. The NRC approval process could take up to a year, an agency spokesman said.

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