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Talen Energy (NASDAQ: TLN) posts Q2 loss but raises 2026 EBITDA and cash flow guidance

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Talen Energy Corporation reported Q2 2026 results with a GAAP net loss attributable to stockholders of $92 million, compared with $72 million of income a year earlier, largely due to unrealized losses on derivative instruments and higher interest expense. Underlying performance strengthened, with Adjusted EBITDA at $374 million versus $90 million in Q2 2025 and Adjusted Free Cash Flow at $212 million versus negative $78 million, driven by higher energy and capacity revenues and lower income tax payments.

For the first half of 2026, Adjusted EBITDA reached $847 million and Adjusted Free Cash Flow $562 million. Talen raised its 2026 outlook to Adjusted EBITDA of $2,025–$2,225 million and Adjusted Free Cash Flow of $1,200–$1,350 million, excluding Keystone from July 1, 2026. The company completed the Cornerstone Acquisition, adding about 2.6 GW of generation, issued $4.0 billion of new senior unsecured notes, upsized credit facilities, repurchased 550,000 shares for about $200 million in Q2 (15 million shares since 2024), and reported approximately $1.9 billion of available liquidity as of July 31, 2026, while maintaining a target of net leverage below 3.5x.

Positive

  • Adjusted EBITDA surged to $374 million in Q2 2026, a $284 million year-over-year increase driven by higher energy and capacity revenues.
  • Adjusted Free Cash Flow improved to $212 million in Q2 2026 from a negative $78 million a year earlier, with six-month Adjusted Free Cash Flow reaching $562 million.
  • The company raised 2026 guidance to Adjusted EBITDA of $2,025–$2,225 million and Adjusted Free Cash Flow of $1,200–$1,350 million, reflecting stronger year-to-date performance.
  • Talen completed the Cornerstone Acquisition adding approximately 2.6 GW of generation, enhancing baseload and peaker capacity and diversifying cash flows.

Negative

  • Talen reported a GAAP net loss of $92 million in Q2 2026 versus $72 million of income in Q2 2025, driven by unrealized derivative losses and higher interest expense.
  • Total debt increased after issuing $4.0 billion of new senior unsecured notes to fund the Cornerstone Acquisition and redeem existing secured notes, contributing to higher interest expense.

Filing Explained

The August 5 release is furnished, while completed financing adds $4 billion of subsidiary debt and retires $1.2 billion of older secured notes.

Form 8-K reports specified material events; here, Talen furnishes its second-quarter results under Item 2.02. The release is furnished rather than filed and is not incorporated by reference into a registration statement or other document.

The financing disclosure records a completed debt transaction, not a proposed financing: Talen Energy Supply issued $1.5 billion of 6.125% senior unsecured notes due 2031 and $2.5 billion of 6.375% senior unsecured notes due 2033 in private placements.

The net proceeds funded the Cornerstone Acquisition and redeemed in full $1.2 billion of older 8.625% senior secured notes due 2030. The company also increased revolving credit capacity from $900 million to $1.35 billion and its letter-of-credit facility from $1.1 billion to $1.5 billion, extending that facility to December 2029.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q2 2026 GAAP net loss $92 million Net income (loss) attributable to stockholders for the quarter ended June 30, 2026
Q2 2026 Adjusted EBITDA $374 million Non-GAAP Adjusted EBITDA for the quarter ended June 30, 2026
Q2 2026 Adjusted Free Cash Flow $212 million Non-GAAP Adjusted Free Cash Flow for the quarter ended June 30, 2026
2026E Adjusted EBITDA guidance $2,025–$2,225 million Full-year 2026 Adjusted EBITDA guidance range, excluding Keystone from July 1, 2026
2026E Adjusted Free Cash Flow guidance $1,200–$1,350 million Full-year 2026 Adjusted Free Cash Flow guidance range, excluding Keystone from July 1, 2026
Cornerstone Acquisition capacity 2.6 GW Approximate additional generation from the Cornerstone Acquisition completed June 15, 2026
Available liquidity $1.9 billion Total available liquidity as of July 31, 2026, including cash and revolver capacity
New senior unsecured notes $1.5B 6.125% 2031; $2.5B 6.375% 2033 Aggregate principal amounts and coupons of notes issued in April 2026
Adjusted EBITDA financial
"earning $374 million of Adjusted EBITDA and $212 million"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Adjusted Free Cash Flow financial
"Adjusted EBITDA of $374 million and Adjusted Free Cash Flow of $212 million"
Adjusted free cash flow is the amount of money a company generates from its operations after accounting for essential expenses and investments, like maintaining or upgrading equipment. It shows how much cash is truly available to grow the business, pay debts, or return to shareholders, helping investors see the company's financial health more clearly.
Base Residual Auction market
"cleared over 10 gigawatts in the 2028/2029 PJM Base Residual Auction"
A base residual auction is a forward auction run by an electricity grid or regional market operator to secure enough power generation capacity for a future delivery year. Buyers (load-serving entities) purchase capacity commitments and sellers (generators or demand-response resources) offer capacity, and the auction sets a single clearing price and who will be paid or must supply capacity. It matters to investors because the clearing price and awarded capacity affect future revenues and costs for generators, utilities, and energy service providers—similar to a market that locks in who will be paid to stand ready with backup power.
Nuclear Production Tax Credit financial
"including the impact of the Nuclear Production Tax Credit, we had hedged"
nuclear decommissioning trust funds financial
"Nuclear decommissioning trust funds gain (loss), net"
A nuclear decommissioning trust fund is a dedicated pool of money set aside by a power company to pay for safely shutting down and cleaning up a nuclear plant when it stops operating. Think of it like a long-term savings account earmarked for a specific cleanup bill; investors watch its size, rules and investment returns because shortfalls or restrictions can create large future costs, affect a utility’s creditworthiness, cash flow and dividend capacity.
GAAP net income (loss) attributable to stockholders $(92) million for Q2 2026 Decreased by $(164) million versus Q2 2025
Adjusted EBITDA $374 million for Q2 2026 Increased by $284 million versus Q2 2025
Adjusted Free Cash Flow $212 million for Q2 2026 Increased by $290 million versus Q2 2025
Guidance

For 2026, Talen forecasts Adjusted EBITDA of $2,025–$2,225 million and Adjusted Free Cash Flow of $1,200–$1,350 million, excluding Keystone from July 1, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

How did Talen Energy (TLN) perform financially in Q2 2026?

Talen reported a GAAP net loss of $92 million in Q2 2026 versus $72 million of income a year earlier. However, Adjusted EBITDA rose to $374 million and Adjusted Free Cash Flow reached $212 million, reflecting stronger operational and cash-flow performance.

What 2026 guidance did Talen Energy (TLN) provide in this update?

Talen raised 2026 guidance to Adjusted EBITDA of $2,025–$2,225 million and Adjusted Free Cash Flow of $1,200–$1,350 million, excluding Keystone from July 1, 2026. This higher outlook reflects strong year-to-date results and the impact of the Cornerstone Acquisition.

What is the Cornerstone Acquisition mentioned by Talen Energy (TLN)?

On June 15, 2026, Talen completed the Cornerstone Acquisition, adding approximately 2.6 GW of generation through the Waterford Energy Center, Darby Generating Station, and Lawrenceburg Power Plant, providing efficient baseload and peaker capacity and additional cash flow diversification.

How strong is Talen Energy’s (TLN) liquidity and leverage position?

As of July 31, 2026, Talen reported about $1.9 billion of available liquidity, including $525 million of cash and $1.4 billion of revolver capacity. The company focuses on maintaining net leverage below a 3.5x net debt-to-Adjusted EBITDA target, supported by higher cash generation.

What capital structure and financing actions did Talen Energy (TLN) take in 2026?

In April 2026, Talen subsidiaries issued $1.5 billion of 6.125% notes due 2031 and $2.5 billion of 6.375% notes due 2033, using proceeds to fund the Cornerstone Acquisition and redeem $1.2 billion of 8.625% notes, while upsizing and extending key credit facilities.

How active has Talen Energy (TLN) been in share repurchases?

Since early 2024, Talen has repurchased about 15 million shares of common stock for roughly $2.3 billion. In Q2 2026 alone, it repurchased 550,000 shares for about $200 million, with $1.7 billion of remaining authorization through year-end 2028.

What hedging strategy did Talen Energy (TLN) report for future generation?

As of June 30, 2026, including the impact of the Nuclear Production Tax Credit, Talen had hedged roughly 85% of expected 2026 volumes, about 70% for 2027 and 30% for 2028, aiming to support cash flow stability while maintaining upside optionality.
FALSE000162253600016225362026-08-052026-08-05


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 5, 2026

Talen Energy Corporation
(Exact name of registrant as specified in its charter)

Delaware
001-37388
47-1197305
(State or other jurisdiction of
incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
2929 Allen Pkwy, Suite 2200
Houston, TX 77019
(Address of principal executive offices) (Zip Code)
(888) 211-6011
(Registrant’s telephone number, including area code)
Not applicable
(Former name or, former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common stock, par value $0.001 per share
TLN
The Nasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.




Item 2.02. Results of Operations and Financial Condition.
On August 5, 2026, Talen Energy Corporation (“Talen”) announced via press release its second quarter 2026 financial and operating results. A copy of the earnings release is furnished as Exhibit 99.1 to this Current Report on Form 8-K (this “Report”).
The information provided under this Item 2.02 and in Exhibit 99.1 to this Report is being furnished and shall not be deemed “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information under this Item 2.02 and in Exhibit 99.1 to this Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.Description
99.1
Press Release dated August 5, 2026.
104Cover Page Interactive Data File (cover page XBRL tags embedded within the Inline XBRL document).
1


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
TALEN ENERGY CORPORATION
Date:
August 5, 2026
By:
/s/ Cole Muller
Name:
Cole Muller
Title:
Chief Financial Officer
2
Exhibit 99.1
Talen Energy Reports Second Quarter 2026 Results, Raises 2026 Guidance
Earnings Release Highlights
Second quarter GAAP Net Income (Loss) Attributable to Stockholders of $(92) million.
Second quarter Adjusted EBITDA of $374 million and Adjusted Free Cash Flow of $212 million.
Completed the acquisition of the Waterford Energy Center, Darby Generating Station, and the Lawrenceburg Power Plant (collectively, the “Cornerstone Acquisition”) in June 2026.
Raising 2026 Adjusted EBITDA and Adjusted Free Cash Flow guidance ranges to $2,025 million - $2,225 million and $1,200 million - $1,350 million, respectively.
Repurchased 550,000 shares of common stock for approximately $200 million under our Share Repurchase Program (“SRP”), with $1.7 billion of capacity remaining through December 2028.
Cleared over 10 gigawatts (“GW”) in the 2028/2029 PJM Base Residual Auction at $325.00 per megawatt-day (“MWd”) for the MAAC, PPL, and RTO locational deliverability areas.
Progressing pipeline of approximately 4 GW of land development and data center contracting options.
HOUSTON, August 5, 2026 – Talen Energy Corporation (“Talen,” “TEC”, the “Company,” “we,” or “our”) (NASDAQ: TLN), a leading independent power producer, today reported its second quarter 2026 financial results and other highlights.
“Today we are reporting Talen’s second quarter results, earning $374 million of Adjusted EBITDA and $212 million of Adjusted Free Cash Flow. With strong year-to-date results and closing of the Cornerstone Acquisition, we are raising our 2026 guidance as well as increasing the 2027 and 2028 outlooks,” said Talen Chief Executive Officer Mac McFarland. He continued, “We remain committed to our flywheel strategy, leveraging our advantaged portfolio of assets, building our development pipeline of powered land and new capacity all of which allows us to enter into long-term contracts with large loads with a variety of structures.”
Operating Results (Unaudited)
Three Months Ended June 30,Six Months Ended June 30,
(Millions of Dollars Unless Otherwise Stated)2026202520262025
GAAP Net Income (Loss) Attributable to Stockholders$(92)$72 $(29)$(63)
Adjusted EBITDA374 90 847 290
Adjusted Free Cash Flow212 (78)562 9
Total Generation (TWh) (a)
14.1 7.3 29.7 17.0 
Capacity Factor47.6%31.8%51.3%37.1%
__________________
(a)Total generation is net of station use consumption, where applicable. Volumes associated with acquired and sold generation facilities are presented for the periods in which Talen owned the facilities.

For the quarter ended June 30, 2026, Talen reported GAAP Net Income (Loss) Attributable to Stockholders of $(92) million, Adjusted EBITDA of $374 million, and Adjusted Free Cash Flow of $212 million. Compared with the quarter ended June 30, 2025:
GAAP Net Income (Loss) Attributable to Stockholders decreased by $(164) million primarily due to unrealized losses on derivative instruments and increases in interest expense which offset increases in capacity revenues and energy and other revenues, net of fuel and energy purchases.
Adjusted EBITDA increased by $284 million primarily due to increases in energy and other revenues and capacity revenues, net of fuel and energy purchases.
Adjusted Free Cash Flow increased by $290 million primarily due to increases in capacity revenues and energy and other revenues, net of fuel and energy purchases, and lower income tax payments, which were partially offset by higher capital expenditures and cash interest payments.
See “Non-GAAP Financial Measures” for details and reconciliations of GAAP to non-GAAP financial measures.
1


Raising 2026 Guidance
(Millions of Dollars)
2026E (a)
Adjusted EBITDA
$2,025 - $2,225
Adjusted Free Cash Flow
$1,200 - $1,350
__________________
(a)Excludes Keystone as of July 1, 2026.
Cornerstone Acquisition
On June 15, 2026, the Company completed the Cornerstone Acquisition, which increases Talen’s generation by approximately 2.6 GW and provides efficient baseload and peaker generation and cash flow diversification.
Share Repurchases
Since the start of 2024, we have repurchased approximately 15 million shares of TEC common stock for a total of approximately $2.3 billion, with $1.7 billion remaining under our SRP through year end 2028. During the second quarter 2026, we repurchased 550,000 shares of TEC common stock for approximately $200 million. All share repurchase amounts exclude transaction costs.
Financing Transactions
In April 2026, Talen subsidiary, Talen Energy Supply, LLC (“TES”) issued in private placement transactions not involving a public offering: (i) $1.5 billion in aggregate principal amount of 6.125% senior unsecured notes due 2031; and (ii) $2.5 billion in aggregate principal amount of 6.375% senior unsecured notes due 2033. The net proceeds from the issuance and sale of the unsecured notes due 2031 and 2033 were used to (i) fund the Cornerstone Acquisition; and (ii) redeem in full $1.2 billion of outstanding 8.625% senior secured notes due 2030.
Additionally, during the second quarter 2026, TES (i) upsized its Revolving Credit Facility (“RCF”), (including its revolving LC capacity) from $900 million to $1.35 billion; (ii) upsized its existing $1.1 billion Letter of Credit Facility (“LCF”) to $1.5 billion and extended its maturity from December 2027 to December 2029; and (iii) repriced the RCF, TLB-1, and TLB-2, and extended the TLB-1 maturity from May 2030 to November 2032.
Balance Sheet and Liquidity
We are focused on maintaining net leverage below our target of 3.5x net debt-to-Adjusted EBITDA. As of July 31, 2026, Talen had ample total available liquidity of approximately $1.9 billion, comprised of $525 million of unrestricted cash and $1.4 billion of available capacity under the RCF.
Update on Hedging Activities
As of June 30, 2026, including the impact of the Nuclear Production Tax Credit, we had hedged approximately 85% of our expected generation volumes for 2026, approximately 70% for 2027 and approximately 30% for 2028. Talen’s hedging program is a key component of our comprehensive risk policy and supports the objective of increasing cash flow stability while maintaining upside optionality.
Earnings Call
Talen will hold an earnings call on Wednesday, August 5, 2026, at 4:30 p.m. ET (3:30 p.m. CT). To listen to the earnings call, please register in advance for the webcast here. For participants joining the call via phone, please register here prior to the start time to receive dial-in information. For those unable to participate in the live event, a digital replay will be archived for approximately one year and available on the Events page of Talen’s Investor Relations website linked here.
2


About Talen
Talen Energy (NASDAQ: TLN) is a leading independent power producer and energy infrastructure company dedicated to powering the future. We own and operate approximately 15.7 GW of power infrastructure in the United States, including 2.2 GW of nuclear power and a significant dispatchable fossil fleet. We produce and sell electricity, capacity, and ancillary services into wholesale U.S. power markets, with our generation fleet located in the Mid-Atlantic, Ohio, Indiana, and Montana. Our team is committed to generating power safely and reliably and delivering the most value per megawatt produced. Talen is also powering the digital infrastructure revolution. We are well-positioned to serve this growing industry, as artificial intelligence data centers increasingly demand more reliable power. Talen is headquartered in Houston, Texas. For more information, visit https://www.talenenergy.com/.
Investor Relations:
Sergio Castro
Vice President & Treasurer
InvestorRelations@talenenergy.com
Media:
Taryne Williams
Director, Corporate Communications
Taryne.Williams@talenenergy.com
Forward-Looking Statements
This communication contains forward-looking statements within the meaning of the federal securities laws, which statements are subject to substantial risks and uncertainties. These forward-looking statements are intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this communication, or incorporated by reference into this communication, are forward-looking statements. Throughout this communication, we have attempted to identify forward-looking statements by using words such as "anticipate," "believe," "continue," "could," "estimate," "expect," "forecasts," "goal," "intend," "may," "plan," "potential," "predict," "project," "seek," "should," "will," or other forms of these words or similar words or expressions or the negative thereof, although not all forward-looking statements contain these terms. Forward-looking statements address future events and conditions concerning, among other things, the integration of and anticipated benefits from the recent Cornerstone acquisition and the Freedom and Guernsey acquisitions, capital expenditures, earnings, litigation, regulatory matters, hedging, liquidity and capital resources, accounting matters, expectations, beliefs, plans, objectives, goals, strategies, future events or performance, shareholder returns and underlying assumptions.
Forward-looking statements are subject to substantial risks and uncertainties that could cause our future business, financial condition, results of operations or performance to differ materially from our historical results or those expressed or implied in any forward-looking statement contained in this communication. All of our forward-looking statements include assumptions underlying or relating to such statements that may cause actual results to differ materially from expectations and are subject to numerous factors that present considerable risks and uncertainties.
3


TALEN ENERGY CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
 Three Months Ended June 30,Six Months Ended June 30,
(Millions of Dollars, except share data)2026202520262025
Energy and other revenues$722 $366 $1,756 $948 
Capacity revenues237 88 444 137 
Unrealized gain (loss) on derivative instruments(212)176 (324)(65)
Operating Revenues747 630 1,876 1,020 
Fuel and energy purchases(357)(150)(920)(418)
Nuclear fuel amortization(22)(18)(46)(44)
Unrealized gain (loss) on derivative instruments(84)(41)(25)
Energy Expenses(378)(252)(1,007)(487)
Operating Expenses
Operation, maintenance and development
(210)(192)(375)(338)
General and administrative (Includes stock-based compensation of $(70), $(16), $(69) and $(27))
(98)(41)(122)(75)
Depreciation, amortization and accretion(103)(70)(195)(144)
Other operating income (expense), net(30)(9)(39)(16)
Operating Income (Loss) (72)66 138 (40)
Nuclear decommissioning trust funds gain (loss), net134 80 112 68 
Interest expense and other finance charges(214)(62)(333)(136)
Other non-operating income (expense), net23 13 35 18 
Income (Loss) Before Income Taxes (129)97 (48)(90)
Income tax benefit (expense)37 (25)19 27 
Net Income (Loss) Attributable to Stockholders
$(92)$72 $(29)$(63)
Per Common Share
Net Income (Loss) Attributable to Stockholders - Basic$(2.00)$1.58 $(0.63)$(1.38)
Net Income (Loss) Attributable to Stockholders - Diluted$(2.00)$1.50 $(0.63)$(1.38)
Weighted-Average Number of Common Shares Outstanding - Basic (in thousands)45,904 45,554 45,759 45,699 
Weighted-Average Number of Common Shares Outstanding - Diluted (in thousands)45,904 47,905 45,759 45,699 













4



TALEN ENERGY CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(Millions of Dollars, except share data)June 30,
2026
December 31, 2025
Assets
Cash and cash equivalents$231 $689 
Restricted cash and cash equivalents63 
Accounts receivable294 196 
Inventory, net298 278 
Derivative instruments131 56 
Other current assets67 67 
Total current assets1,028 1,349 
Property, plant and equipment, net11,928 7,546 
Nuclear decommissioning trust funds1,997 1,900 
Derivative instruments
Other noncurrent assets106 106 
Total Assets$15,068 $10,905 
Liabilities and Equity
Long-term debt, due within one year$29 $29 
Accrued interest167 60 
Accounts payable and other accrued liabilities347 281 
Derivative instruments573 101 
Stock-based compensation liabilities501 
Other current liabilities194 78 
Total current liabilities1,316 1,050 
Long-term debt9,543 6,782 
Derivative instruments150 67 
Postretirement benefit obligations214 229 
Asset retirement obligations and accrued environmental costs497 494 
Deferred income taxes904 486 
Acquired contract liabilities769 662 
Other noncurrent liabilities36 42 
Total Liabilities$13,429 $9,812 
Commitments and Contingencies
Stockholders' Equity
Common stock ($0.001 par value, 350,000,000 shares authorized) (a)
$— $— 
Additional paid-in capital2,533 1,709 
Accumulated retained earnings (deficit)(905)(612)
Accumulated other comprehensive income (loss)(12)(4)
Total Stockholders' Equity1,616 1,093 
Noncontrolling interests23 — 
Total Equity1,639 1,093 
Total Liabilities and Stockholders' Equity$15,068 $10,905 
__________________
(a)47,900,355 and 45,687,828 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively.



5





TALEN ENERGY CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Six Months Ended June 30,
(Millions of Dollars)20262025
Operating Activities
Net Income (Loss)$(29)$(63)
Non-cash reconciliation adjustments:
Unrealized (gains) losses on derivative instruments352 103 
Depreciation, amortization and accretion158 141 
Nuclear decommissioning trust funds (gain) loss, net (excluding interest and fees)(85)(44)
Nuclear fuel amortization46 44 
Deferred income taxes(34)(66)
Stock-based compensation69 27 
Other35 
Changes in assets and liabilities:
Accounts receivable(59)(103)
Inventory, net10 78 
Other assets14 15 
Accounts payable and accrued liabilities20 (57)
Accrued interest107 12 
Collateral received (posted), net(35)(58)
Cash settlement of stock-based awards(495)— 
Other liabilities(47)(101)
Net cash provided by (used in) operating activities27 (65)
Investing Activities
Property, plant and equipment expenditures(181)(51)
Nuclear fuel expenditures(66)(50)
Nuclear decommissioning trust funds investment purchases(195)(1,201)
Nuclear decommissioning trust funds investment sale proceeds173 1,186 
Cornerstone Acquisition, net(2,568)— 
Other13 
Net cash provided by (used in) investing activities(2,824)(114)
Financing Activities
Debt issuances4,000 — 
Debt repayments(1,215)(9)
Deferred financing costs(58)(9)
Revolving credit facility borrowings500 75 
Revolving credit facility repayments(500)(5)
Share repurchases(298)(103)
Tax payments related to net-settled stock-based awards(140)— 
Other(6)— 
Net cash provided by (used in) financing activities2,283 (51)
Net increase (decrease) in cash and cash equivalents and restricted cash and cash equivalents(514)(230)
Beginning of period cash and cash equivalents and restricted cash and cash equivalents752 365 
End of period cash and cash equivalents and restricted cash and cash equivalents$238 $135 
6


Non-GAAP Financial Measures
Adjusted EBITDA and Adjusted Free Cash Flow, which we use as measures of our performance and liquidity, are not financial measures prepared under GAAP. Non-GAAP financial measures do not have definitions under GAAP and may be defined and calculated differently by, and not be comparable to, similarly titled measures used by other companies. Non-GAAP measures are not intended to replace the most comparable GAAP measures as indicators of performance. Generally, a non-GAAP financial measure is a numerical measure of financial performance, financial position, or cash flows that excludes (or includes) amounts that are included in (or excluded from) the most directly comparable measure calculated and presented in accordance with GAAP. Management cautions readers not to place undue reliance on the following non-GAAP financial measures, but to also consider them along with their most directly comparable GAAP financial measures. Non-GAAP measures have limitations as analytical tools and should not be considered in isolation or as a substitute for analyzing our results as reported under GAAP.
Adjusted EBITDA
We use Adjusted EBITDA to: (i) assist in comparing operating performance and readily view operating trends on a consistent basis from period to period without certain items that may distort financial results; (ii) plan and forecast overall expectations and evaluate actual results against such expectations; (iii) communicate with our Board of Directors, shareholders, creditors, analysts, and the broader financial community concerning our financial performance; (iv) set performance metrics for our annual short-term incentive compensation; and (v) assess compliance with our indebtedness.
Adjusted EBITDA is computed as net income (loss) adjusted, among other things, for certain: (i) nonrecurring charges; (ii) non-recurring gains; (iii) non-cash and other items; (iv) unusual market events; (v) any depreciation, amortization, or accretion; (vi) mark-to-market gains or losses; (vii) gains and losses on the nuclear facility decommissioning trust (“NDT”); (viii) gains and losses on asset sales, dispositions, and asset retirement; (ix) impairments, obsolescence, and net realizable value charges; (x) interest expense; (xi) income taxes; (xii) legal settlements, liquidated damages, and contractual terminations; (xiii) development expenses; (xiv) noncontrolling interests, except where otherwise noted; and (xv) other adjustments. Such adjustments are computed consistently with the provisions of our indebtedness to the extent that they can be derived from the financial records of the business.
Additionally, we believe investors commonly adjust net income (loss) information to eliminate the effect of nonrecurring restructuring expenses and other non-cash charges, which can vary widely from company to company and from period to period and impair comparability. We believe Adjusted EBITDA is useful to investors and other users of our financial statements to evaluate our operating performance because it provides an additional tool to compare business performance across companies and between periods. Adjusted EBITDA is widely used by investors to measure a company’s operating performance without regard to such items described above. These adjustments can vary substantially from company to company and period to period depending upon accounting policies, book value of assets, capital structure, and the method by which assets were acquired.
Adjusted Free Cash Flow
Adjusted Free Cash Flow is utilized by our chief operating decision makers to evaluate cash flow activities. Adjusted Free Cash Flow is computed as Adjusted EBITDA reduced by capital expenditures (including nuclear fuel but excluding development, growth, and (or) conversion capital expenditures), cash payments for interest and finance charges, cash payments for income taxes (excluding income taxes paid from the NDT, taxes paid or deductions taken as a result of strategic asset sales, and benefits of the Nuclear PTC utilized to reduce income taxes paid), and pension contributions.
We believe Adjusted Free Cash Flow is useful to investors and other users of our financial statements in evaluating our operating performance because it provides them with an additional tool to determine a company’s ability to meet future obligations and to compare business performance across companies and across periods. Adjusted Free Cash Flow is widely used by investors to measure a company’s levered cash flow without regard to items such as ARO settlements; nonrecurring development, growth and conversion expenditures; and cash proceeds or payments for the sale or purchase of assets, which can vary substantially from company to company and from period to period depending upon accounting methods, book value of assets, capital structure, and the method by which assets were acquired.
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Adjusted EBITDA / Adjusted Free Cash Flow Reconciliation
The following table presents a reconciliation of the GAAP financial measure of “Net Income (Loss)” presented on the Consolidated Statements of Operations to the non-GAAP financial measures of Adjusted EBITDA and Adjusted Free Cash Flow:
 Three Months Ended June 30,Six Months Ended June 30,
(Millions of Dollars)2026202520262025
Net Income (Loss)$(92)$72 $(29)$(63)
Adjustments
Interest expense and other finance charges214 62 333 136 
Income tax (benefit) expense(37)25 (19)(27)
Depreciation, amortization and accretion (a)
88 67 151 137 
Nuclear fuel amortization (a)
22 18 46 44 
Unrealized (gain) loss on commodity derivative contracts211 (92)365 90 
Nuclear decommissioning trust funds (gain) loss, net(134)(80)(112)(68)
Stock-based and other long-term incentive compensation expense
71 18 73 31 
Acquisition and divestiture activities (b)
28 (3)37 
Other
Total Adjusted EBITDA$374 $90 $847 $290 
Capital expenditures, net(56)(35)(123)(99)
Interest and finance charge payments(102)(84)(154)(107)
Income taxes(42)(51)
Pension contributions(6)(7)(14)(24)
Total Adjusted Free Cash Flow$212 $(78)$562 $9 
_______________
(a)Includes the periodic amortization of fair value adjustments associated with acquired fuel supply contract liabilities and intangible assets.
(b)Includes the non-recurring: (i) advisory fees associated with completed acquisitions and divestitures; (ii) remaining settlements on contracts of divested assets and (iii) non-recurring finance fees charged to the Consolidated Statement of Operations associated with acquisition financing fee arrangements.
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Adjusted EBITDA / Adjusted Free Cash Flow Reconciliation: 2026 Guidance
2026E (a)
(Millions of Dollars)LowHigh
Net Income (Loss)$1,010 $1,180 
Adjustments
Interest expense and other finance charges460 480 
Income tax (benefit) expense10 20 
Depreciation, amortization and accretion445 445 
Nuclear fuel amortization100 100 
Adjusted EBITDA$2,025 $2,225 
Capital expenditures, net$(330)$(340)
Interest and finance charge payments(460)(480)
Income taxes(10)(20)
Pension contributions(25)(35)
Adjusted Free Cash Flow$1,200 $1,350 
_______________
Note: Figures are rounded to the nearest $5 million.
(a)Excludes Keystone as of July 1, 2026.
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Filing Exhibits & Attachments

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