
Executive Summary Summarizes Talen Energy's Q2 2025 performance, strategic initiatives, and reaffirmed 2025 guidance Second Quarter 2025 Performance Overview Talen Energy reported Q2 2025 results, with $90 million Adjusted EBITDA and $(78) million Adjusted Free Cash Flow, reaffirming 2025 guidance | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | | GAAP Net Income (Loss) Attributable to Stockholders | $72 million | $454 million | $(63) million | $748 million | | Adjusted EBITDA | $90 million | $87 million | $290 million | $376 million | | Adjusted Free Cash Flow | $(78) million | $(29) million | $9 million | $165 million | | Total Generation (TWh) | 7.3 | 8.2 | 17.0 | 16.3 | | Carbon-Free Generation | 41% | 49% | 44% | 53% | | OSHA TRIR | 0.7 | 0.2 | 0.6 | 0.3 | | Fleet EFOF | 2.3% | 2.2% | 1.8% | 2.0% | - Second quarter GAAP Net Income Attributable to Stockholders was $72 million7 - Second quarter Adjusted EBITDA was $90 million and Adjusted Free Cash Flow use was $(78) million7 Strategic Highlights Talen Energy expanded its Amazon partnership, acquired Freedom and Guernsey plants, and cleared significant PJM capacity, enhancing data center service - Expanded existing relationship with Amazon to provide additional energy to Amazon Web Services ("AWS"), offering flexibility to support power delivery to other Pennsylvania sites7 - Signed definitive agreements to acquire Caithness Energy's Freedom Energy Center in Pennsylvania and Guernsey Power Station in Ohio, both baseload combined-cycle gas-fired plants located within the PJM power market7 - Cleared 6,702 megawatts ("MWs") in the 2026/2027 PJM Base Residual Auction ("BRA") at $329.17 per megawatt-day ("MWd") for the MAAC, PPL, and PSEG locational deliverability areas7 2025 Guidance Reaffirmation Talen Energy reaffirmed its 2025 guidance for Adjusted EBITDA and Adjusted Free Cash Flow, demonstrating confidence in its financial projections - Reaffirming 2025 guidance57 Financial and Operational Performance Provides a comprehensive overview and detailed analysis of Talen Energy's financial and operational results for Q2 and H1 2025 Summary of Financial and Operating Results This section provides a high-level overview of Talen Energy's financial and operational performance for Q2 and H1 2025, highlighting key metrics | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | | GAAP Net Income (Loss) Attributable to Stockholders | $72 million | $454 million | $(63) million | $748 million | | Adjusted EBITDA | $90 million | $87 million | $290 million | $376 million | | Adjusted Free Cash Flow | $(78) million | $(29) million | $9 million | $165 million | | Total Generation (TWh) | 7.3 | 8.2 | 17.0 | 16.3 | | Carbon-Free Generation | 41% | 49% | 44% | 53% | | OSHA TRIR | 0.7 | 0.2 | 0.6 | 0.3 | | Fleet EFOF | 2.3% | 2.2% | 1.8% | 2.0% | Detailed Financial Performance Analysis GAAP Net Income decreased significantly due to a prior-year asset sale gain absence; Adjusted EBITDA increased modestly, while Adjusted Free Cash Flow declined - GAAP Net Income (Loss) Attributable to Stockholders decreased $(382) million primarily due to the absence of the gain and associated tax expense from the sale of the ERCOT portfolio. This was partially offset by an increase in capacity revenues, but also impacted by higher operation and maintenance expenses due to the extended Susquehanna refueling outage17 - Adjusted EBITDA increased $3 million, mainly due to an increase in capacity revenues, partially offset by higher operation and maintenance expenses from the extended Susquehanna refueling outage17 - Adjusted Free Cash Flow decreased $(49) million, primarily attributable to higher cash income tax payments and capital expenditures associated with the extended Susquehanna refueling outage17 - The generation fleet maintained reliability and safety with a Fleet EFOF of 2.3% and an OSHA TRIR of 0.7. Total generation was 7.3 terawatt-hours ("TWh"), with 41% from carbon-free nuclear generation9 Strategic Initiatives and Business Development Details Talen Energy's key strategic moves, including an expanded AWS PPA, significant acquisitions, and PJM capacity auction results Data Center Power Purchase Agreement with AWS Talen expanded its PPA with AWS to supply up to 1,920 MWs of power through 2042, reducing market risk and exploring new nuclear options - New PPA with AWS, entered in June 2025, will supply electricity for AWS' data center campus adjacent to Susquehanna, with flexibility to deliver to other Pennsylvania sites11 - Talen and AWS will explore building new small modular reactors within Talen's Pennsylvania footprint and pursue expanding the nuclear plant's energy output through uprates, with the intent to add net-new energy to the PJM grid11 - Under the expanded PPA, Talen expects to provide AWS with up to 1,920 MWs of power through 2042, with options to extend. This long-term transaction will significantly decrease Talen's market risk and minimize its reliance on the Federal nuclear production tax credit12 Freedom and Guernsey Acquisitions Talen agreed to acquire Freedom and Guernsey power plants for $3.5 billion, expected to be immediately accretive to free cash flow per share and close in Q4 2025 - On July 17, 2025, Talen entered into definitive agreements to acquire Freedom Energy Center (Pennsylvania) and Guernsey Power Station (Ohio), both baseload combined-cycle gas-fired plants located within the PJM power market13 - The net acquisition price is $3.5 billion (after estimated tax benefits), or approximately $3.8 billion gross, reflecting an attractive acquisition multiple of 6.7x 2026 EV/EBITDA14 - The transaction is expected to be immediately accretive to free cash flow per share by over 40% in 2026, and over 50% from 2027 through 2029. Talen expects to issue approximately $3.8 billion in new debt to fund the acquisitions and refinance target debt1415 - Both acquisitions are expected to close in the fourth quarter 2025, subject to customary closing conditions and regulatory approvals16 PJM Capacity Auction Results Talen cleared 6,702 MWs in the 2026/2027 PJM auction at $329.17/MWd, projected to generate approximately $805 million in capacity revenues - Talen cleared 6,702 MWs in the 2026/2027 PJM BRA at a price of $329.17/MWd18 - This equates to approximately $805 million in capacity revenues for the 2026/2027 PJM Capacity Year (excluding potential impacts from Freedom and Guernsey transactions)18 - The 2027/2028 PJM BRA is scheduled for December 202518 Index Inclusion Talen was added to various Russell indices in Q2 2025 and other major indices since September 2024, potentially increasing stock demand - During the second quarter 2025, Talen was added to various Russell indices19 - Since September 2024, Talen has been added to the S&P Total Market Index, S&P Completion Index, CRSP Total Market Index, CRSP Small Cap Index and MSCI USA Small Cap Index19 Financial Position and Outlook Presents Talen Energy's current liquidity, leverage targets, hedging strategy, and reaffirmed financial guidance for 2025 Balance Sheet and Liquidity As of August 4, 2025, Talen reported $861 million liquidity, committed to below 3.5x net leverage by year-end 2026, with a projected ratio of 2.7x - As of August 4, 2025, Talen had ample total available liquidity of approximately $861 million, comprised of $161 million of unrestricted cash and $700 million of available capacity under the revolving credit facility20 - The company is committed to net leverage targets below 3.5x net debt-to-Adjusted EBITDA following the post-acquisition deleveraging period and intends to be below 3.5x net leverage by year-end 202620 - The projected net leverage ratio, utilizing the 2025E Adjusted EBITDA midpoint and net debt balance as of August 4, 2025, is approximately 2.7x20 Hedging Activities Talen's hedging program secured 100% of 2025, 66% of 2026, and 33% of 2027 expected generation volumes, aiming for cash flow stability | Year | Expected Generation Volumes Hedged (as of June 30, 2025, including Nuclear PTC) | | :--- | :--------------------------------------------------------------------------------- | | 2025 | ~100% | | 2026 | 66% | | 2027 | 33% | - The Company's hedging program is a key component of our comprehensive risk policy and supports the objective of increasing cash flow stability while maintaining upside optionality21 2025 Guidance Talen Energy reaffirmed its 2025 guidance, providing expected ranges for Adjusted EBITDA and Adjusted Free Cash Flow | (Millions of Dollars) | 2025E Low | 2025E High | | :-------------------- | :-------- | :--------- | | Adjusted EBITDA | $975 | $1,125 | | Adjusted Free Cash Flow | $450 | $540 | Company Information Offers an overview of Talen Energy's business, contact details for investor relations, and a standard disclosure on forward-looking statements About Talen Energy Talen Energy is a leading independent power producer operating approximately 10.5 gigawatts of power infrastructure, positioned to serve AI data centers - Talen Energy (NASDAQ: TLN) is a leading independent power producer and energy infrastructure company dedicated to powering the future23 - We own and operate approximately 10.5 gigawatts of power infrastructure in the United States, including 2.2 gigawatts of nuclear power and a significant dispatchable fossil fleet23 - Talen is well-positioned to serve the growing digital infrastructure revolution, as artificial intelligence data centers increasingly demand more reliable, clean power23 Investor Relations & Media Contacts This section provides contact details for investor relations and media inquiries - Investor Relations contact: Sergio Castro, Vice President & Treasurer, InvestorRelations@talenenergy.com24 - Media contact: Taryne Williams, Director, Corporate Communications, Taryne.Williams@talenenergy.com24 Forward-Looking Statements This standard disclosure highlights that the communication contains forward-looking statements subject to substantial risks and uncertainties - This communication contains forward-looking statements within the meaning of the federal securities laws, which statements are subject to substantial risks and uncertainties25 - Forward-looking statements address future events and conditions concerning, among other things, proposed acquisitions, financing, capital expenditures, earnings, litigation, regulatory matters, hedging, liquidity, and capital resources25 - All forward-looking statements include assumptions that may cause actual results to differ materially from expectations and are subject to numerous factors that present considerable risks and uncertainties25 Condensed Consolidated Financial Statements (Unaudited) Contains the unaudited condensed consolidated statements of operations, balance sheets, and cash flows for specified periods Statements of Operations This section presents the unaudited condensed consolidated statements of operations, detailing revenues, expenses, and net income (loss) | (Millions of Dollars, except share data) | 2025 (3 Months) | 2024 (3 Months) | 2025 (6 Months) | 2024 (6 Months) | | :--------------------------------------- | :-------------- | :-------------- | :-------------- | :-------------- | | Capacity revenues | $88 | $46 | $137 | $91 | | Energy and other revenues | $366 | $367 | $948 | $939 | | Unrealized gain (loss) on derivative instruments | $176 | $76 | $(65) | $(32) | | Operating Revenues | $630 | $489 | $1,020 | $998 | | Fuel and energy purchases | $(150) | $(163) | $(418) | $(313) | | Nuclear fuel amortization | $(18) | $(28) | $(44) | $(63) | | Unrealized gain (loss) on derivative instruments | $(84) | $15 | $(25) | $(12) | | Energy Expenses | $(252) | $(176) | $(487) | $(388) | | Operation, maintenance and development | $(192) | $(164) | $(338) | $(318) | | General and administrative | $(41) | $(40) | $(75) | $(83) | | Depreciation, amortization and accretion | $(70) | $(75) | $(144) | $(150) | | Other operating income (expense), net | $(9) | $(7) | $(16) | $(7) | | Operating Income (Loss) | $66 | $27 | $(40) | $52 | | Nuclear decommissioning trust funds gain (loss), net | $80 | $27 | $68 | $102 | | Interest expense and other finance charges | $(62) | $(62) | $(136) | $(121) | | Gain (loss) on sale of assets, net | $9 | $561 | $11 | $885 | | Other non-operating income (expense), net | $4 | $17 | $7 | $40 | | Income (Loss) Before Income Taxes | $97 | $570 | $(90) | $958 | | Income tax benefit (expense) | $(25) | $(112) | $27 | $(181) | | Net Income (Loss) | $72 | $458 | $(63) | $777 | | Less: Net income (loss) attributable to noncontrolling interest | — | $4 | — | $29 | | Net Income (Loss) Attributable to Stockholders | $72 | $454 | $(63) | $748 | | Net Income (Loss) Attributable to Stockholders - Basic | $1.58 | $7.90 | $(1.38) | $12.87 | | Net Income (Loss) Attributable to Stockholders - Diluted | $1.50 | $7.60 | $(1.38) | $12.41 | | Weighted-Average Number of Common Shares Outstanding - Basic (in thousands) | 45,554 | 57,434 | 45,699 | 58,119 | | Weighted-Average Number of Common Shares Outstanding - Diluted (in thousands) | 47,905 | 59,775 | 45,699 | 60,269 | Balance Sheets This section presents the unaudited condensed consolidated balance sheets, providing a snapshot of assets, liabilities, and equity | (Millions of Dollars, except share data) | June 30, 2025 | December 31, 2024 | | :--------------------------------------- | :------------ | :---------------- | | Assets | | | | Cash and cash equivalents | $122 | $328 | | Restricted cash and cash equivalents | $13 | $37 | | Accounts receivable | $226 | $123 | | Inventory, net | $224 | $302 | | Derivative instruments | $80 | $66 | | Other current assets | $165 | $184 | | Total current assets | $830 | $1,040 | | Property, plant and equipment, net | $3,089 | $3,154 | | Nuclear decommissioning trust funds | $1,790 | $1,724 | | Derivative instruments | — | $5 | | Other noncurrent assets | $118 | $183 | | Total Assets | $5,827 | $6,106 | | Liabilities and Equity | | | | Revolving credit facilities | $70 | — | | Long-term debt, due within one year | $17 | $17 | | Accrued interest | $30 | $18 | | Accounts payable and other accrued liabilities | $226 | $266 | | Derivative instruments | $32 | — | | Other current liabilities | $77 | $154 | | Total current liabilities | $452 | $455 | | Long-term debt | $2,972 | $2,987 | | Derivative instruments | $62 | $7 | | Postretirement benefit obligations | $282 | $305 | | Asset retirement obligations and accrued environmental costs | $478 | $468 | | Deferred income taxes | $297 | $362 | | Other noncurrent liabilities | $38 | $135 | | Total Liabilities | $4,581 | $4,719 | | Stockholders' Equity | | | | Common stock | — | — | | Additional paid-in capital | $1,711 | $1,725 | | Accumulated retained earnings (deficit) | $(456) | $(326) | | Accumulated other comprehensive income (loss) | $(9) | $(12) | | Total Stockholders' Equity | $1,246 | $1,387 | | Total Liabilities and Stockholders' Equity | $5,827 | $6,106 | Statements of Cash Flows This section provides the unaudited condensed consolidated statements of cash flows, detailing cash from operating, investing, and financing activities | (Millions of Dollars) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------------------- | :----------------------------- | :----------------------------- | | Operating Activities | | | | Net Income (Loss) | $(63) | $777 | | Non-cash reconciliation adjustments: | | | | Depreciation, amortization and accretion | $141 | $144 | | Unrealized (gains) losses on derivative instruments | $103 | $36 | | Deferred income taxes | $(66) | $94 | | Nuclear fuel amortization | $44 | $63 | | Nuclear decommissioning trust funds (gain) loss, net (excluding interest and fees) | $(44) | $(80) | | (Gain) loss on AWS Data Campus Sale and ERCOT Sale | — | $(886) | | Other | $34 | $(58) | | Changes in assets and liabilities: | | | | Accounts receivable | $(103) | $(14) | | Inventory, net | $78 | $90 | | Other assets | $15 | $34 | | Accounts payable and accrued liabilities | $(57) | $(114) | | Accrued interest | $12 | $(1) | | Collateral received (posted), net | $(58) | $35 | | Other liabilities | $(101) | $30 | | Net cash provided by (used in) operating activities | $(65) | $150 | | Investing Activities | | | | Nuclear decommissioning trust funds investment purchases | $(1,201) | $(1,110) | | Nuclear decommissioning trust funds investment sale proceeds | $1,186 | $1,095 | | Nuclear fuel expenditures | $(50) | $(44) | | Property, plant and equipment expenditures | $(51) | $(45) | | Proceeds from AWS Data Campus Sale and ERCOT Sale | — | $1,089 | | Other | $2 | $(6) | | Net cash provided by (used in) investing activities | $(114) | $979 | | Financing Activities | | | | Share repurchases | $(103) | $(654) | | Revolving credit facility borrowings | $75 | — | | Revolving credit facility repayments | $(5) | — | | Debt repayments | $(9) | — | | Deferred financing costs | $(9) | — | | Cumulus Digital TLF repayment | — | $(182) | | Repurchase of noncontrolling interest | — | $(39) | | Cash settlement of restricted stock units | — | $(28) | | Other | — | $(12) | | Net cash provided by (used in) financing activities | $(51) | $(915) | | Net increase (decrease) in cash and cash equivalents and restricted cash and cash equivalents | $(230) | $214 | | Beginning of period cash and cash equivalents and restricted cash and cash equivalents | $365 | $901 | | End of period cash and cash equivalents and restricted cash and cash equivalents | $135 | $1,115 | Non-GAAP Financial Measures Explains and reconciles non-GAAP financial measures, including Adjusted EBITDA and Adjusted Free Cash Flow, for historical periods and 2025 guidance Explanation of Non-GAAP Measures This section defines and explains Adjusted EBITDA and Adjusted Free Cash Flow, outlining their purpose, computation, and limitations - Adjusted EBITDA and Adjusted Free Cash Flow are non-GAAP financial measures used to compare operating performance, plan forecasts, evaluate results, and communicate financial performance to stakeholders343538 - Adjusted EBITDA is computed as net income (loss) adjusted for nonrecurring charges/gains, non-cash items, unusual market events, depreciation, amortization, mark-to-market gains/losses, NDT gains/losses, asset sales, impairments, interest expense, income taxes, legal settlements, development expenses, noncontrolling interests, and other adjustments36 - Adjusted Free Cash Flow is computed as Adjusted EBITDA reduced by capital expenditures (excluding development, growth, and conversion capex), cash payments for interest and finance charges, cash payments for income taxes (with specific exclusions), and pension contributions38 Adjusted EBITDA / Adjusted Free Cash Flow Reconciliation (Historical) This section provides a detailed reconciliation of GAAP Net Income (Loss) to Adjusted EBITDA and Adjusted Free Cash Flow for historical periods | (Millions of Dollars) | 2025 (3 Months) | 2024 (3 Months) | 2025 (6 Months) | 2024 (6 Months) | | :------------------------------------------ | :-------------- | :-------------- | :-------------- | :-------------- | | Net Income (Loss) | $72 | $458 | $(63) | $777 | | Adjustments: | | | | | | Interest expense and other finance charges | $62 | $62 | $136 | $121 | | Income tax (benefit) expense | $25 | $112 | $(27) | $181 | | Depreciation, amortization and accretion | $70 | $75 | $144 | $150 | | Nuclear fuel amortization | $18 | $28 | $44 | $63 | | Unrealized (gain) loss on commodity derivative contracts | $(92) | $(91) | $90 | $44 | | Nuclear decommissioning trust funds (gain) loss, net | $(80) | $(27) | $(68) | $(102) | | Stock-based and other long-term incentive compensation expense | $18 | $14 | $31 | $32 | | (Gain) loss on asset sales, net | $(9) | $(561) | $(11) | $(885) | | Operational and other restructuring activities | — | $19 | $9 | $21 | | Noncontrolling interest | — | $(7) | — | $(18) | | Other | $6 | $5 | $5 | $(8) | | Total Adjusted EBITDA | $90 | $87 | $290 | $376 | | Capital expenditures, net | $(35) | $(21) | $(99) | $(80) | | Interest and finance charge payments | $(84) | $(91) | $(107) | $(125) | | Income taxes | $(42) | $(2) | $(51) | $(2) | | Pension contributions | $(7) | $(2) | $(24) | $(4) | | Total Adjusted Free Cash Flow | $(78) | $(29) | $9 | $165 | Adjusted EBITDA / Adjusted Free Cash Flow Reconciliation (2025 Guidance) This section provides a reconciliation of 2025 guidance for Net Income (Loss) to projected Adjusted EBITDA and Adjusted Free Cash Flow ranges | (Millions of Dollars) | 2025E Low | 2025E High | | :------------------------------------------ | :-------- | :--------- | | Net Income (Loss) | $205 | $325 | | Adjustments: | | | | Interest expense and other finance charges | $235 | $245 | | Income tax (benefit) expense | $60 | $80 | | Depreciation, amortization and accretion | $295 | $295 | | Nuclear fuel amortization | $105 | $105 | | Unrealized (gain) loss on commodity derivative contracts | $75 | $75 | | Adjusted EBITDA | $975 | $1,125 | | Capital expenditures, net | $(195) | $(205) | | Interest and finance charge payments | $(220) | $(230) | | Income taxes | $(40) | $(60) | | Pension contributions | $(70) | $(90) | | Adjusted Free Cash Flow | $450 | $540 |