Talen Energy Corporation

Good day and thank you for standing by. Welcome to the Talent Energy Corporation full year 2024 earnings call. At this time, all participants are on a listen only mode. After the speaker's presentation, there'll be a question and answer session. To ask a question during the session, you need to press star one one on your telephone. You will then hear an automated message advising your hand is raised. To withdraw your question, please press star one one again. Please be advised today's conference is being recorded. I would like to turn the conference over to your speaker today. Emily Luce, Senior Director of Investor Relations. Please go ahead.

Thank you, Kevin. Welcome to Talent Energy's year end 2024 conference call. Speaking today, our Chief Executive Officer, Matt McFarland and Chief Financial Officer, Terry Nutt. They are joined by other talent senior executives to address questions during the second part of today's call as necessary. We issued our earnings release this afternoon along with the presentation, all of which can be found in the Investor Relations section of talent's website, .talentenergy.com. Today, we are making some forward looking statements based on current expectations and assumptions. Actual results could differ due to risk factors and other considerations described in our financial disclosures and other SEC filings. Today's discussion also includes references to certain non-GAAP financial measures. We have provided information reconciling our non-GAAP measures to the most directly comparable GAAP measures in our earnings release and the appendix of our presentation. With that, I will now turn the call over to Matt.

Great, thank you, Ellen. Before we get into our results, I'd like to start with some brief remarks. Talent has been the beneficiary of strong tailwinds since we signed the AWS contract last March and joined NASDAQ last July. Our investors have seen strong results, whether they have been with us since the restructuring or invested in the stock more recently. Then and today, we have real conviction about talent, our value and path forward. Recent news has clearly caused some to question the IPP investment space and the unprecedented demand growth expected from data centers. Let me be clear, our value proposition remains unchanged in our view and the talent story continues to excite us. Market fundamentals remain incredibly strong for IPPs in general and in talent's footprint specifically. And we see real opportunity in the events of the last several weeks. We have a clear vision about our path forward. Talent has a billion dollars plus of dry powder in our share repurchase program and balance sheet flexibility to execute this SRP or act strategically if the right opportunities present themselves. Talent has an existing relationship with a hyperscaler who shows no signs of pulling back on growth and has invested material capital and sweat equity into the Susquehanna arrangement to date and on an ongoing basis. Talent has a PPA that we are executing right now with visibility to 300 megawatts before we need to concern ourselves with regulatory issues about our co-location arrangement and site development continues as we work through startup with AWS. With this visibility towards the first 300 megawatts, talent has time to convert the contract to a different commercial arrangement and or resolve the regulatory questions. And we are confident and focused on executing on one of those options, if not both over time. Talent is long power, long PJM and will continue to benefit from a capacity market in the midst of promising reform efforts and a demand cycle that continues to show increasing strength. Talent has a clear line of sight to our cash flows with a nuclear PTC, the PJM capacity market price increases, the RMR that we executed recently in Baltimore and the beginnings of revenues under the AWS contract as we electrify the site. To reiterate, we have strong conviction in our view that talent is well positioned for powering the future and our strategy remains unchanged. Now I'd like to highlight our operational and strategic achievements for 2024. Starting on slide two of our presentation with our strong operational and financial performance, we generated $770 million of adjusted EBITDA and $283 million of adjusted free cashflow for the year. Our fleet achieved record levels of safety and reliability and I would like to thank the men and women of talent who have made this a reality. Without their efforts, none of this is possible. Our strong performance has continued into 2025 and we are reaffirming our 25 guidance and 26 outlook. We've seen cold weather hit the mid Atlantic with PJM setting a new winter instantaneous peak load record of over 145,000 megawatts on January 22nd and it has been a strong spark to the year. We continue to deliver under our contract with AWS. We are earning revenues from them already and construction continues on the campus. While AWS obviously drives the schedule, we are working with them to deliver power under our PPA and the currently approved 300 megawatt ISA or interconnection services agreement. We are also moving forward on the commercial legal path to ramp up to the full 960 megawatts for the campus among other opportunities across our fleet. As I previously mentioned, in late January, we agreed to a reliability must runner RMR with PJM, FERC staff, the Maryland PSD and local utilities. These RMR arrangements extend the life of Brandon Shores and Wagner from May 25 to May 29 or until necessary transmission upgrades in the region are complete. The timing aligns us with the PJM planning year, thus the extension through May of 29. Beginning June 1st, 2025, we will receive annual payments of $145 million for Brandon Shores and 35 million for Wagner and be reimbursed for variable costs and project investments. These annual revenues include incentive fees for performance that we intend to achieve. The settlement is subject to FERC final approval and we are encouraged by the level of support from key stakeholders. Through these arrangements, we provide critical infrastructure and protect grid reliability in Maryland as well as the broader PJM. Moving to our strategic achievements on page three, 2024 was focused on unlocking value from our existing asset and returning it to shareholders while exercising balance sheet discipline. I think everyone knows the story and we are going to continue down this path of maximizing value with a focus on shareholder returns in 2025 while seeking compelling growth opportunities. Like I said, the story remains the same. Turning to slide four, here's an update on a page we've provided before. The green bars in the chart are from our investor day last September where we talked about tripling free cash flow per share by 2026, assuming share count was held flat. As we said in September, this could be improved with buying back shares and that's what we did. The effect of the share buybacks we executed in 2024 is now reflected here in the blue bars which uses a static share count as of 1231, 2024 for the years 25 and 26. These actions taken late last year have moved the midpoints of free cash flow per share in 25 and 26 by approximately 11%. I want to remind everybody that when we present our free cash flow per share metric, we do not exclude growth capex. So what you see here is what you get when it comes to capital allocation and cash available for shareholder returns. And we do not include our future share repurchases, if any, in the calculations. Looking for more of the same in 2025, maximizing value and returning it to shareholders. That will always be our investment benchmark as we evaluate opportunities for future growth. Turning to slide five, this slide supports what I said at the beginning of this call. News happens, markets move, and markets are fickle. But Talon's underlying value proposition remains the same and still points up and to the right. We clearly see significant load growth coming over the next decade. AI is in its early innings, and Talon is executing a data center power arrangement today and is well positioned to power the future. Turning to the next slide, slide six, this is especially true in PJM and the PPL zone specifically. Looking at the graphs, even if only part of this demand comes to pass, it would still be a huge step up from the last decade and has yet to manifest itself in the forward curves as we see it. In fact, 26 and 27 is backwardated right now, and that doesn't make sense to us. Demand growth means higher run times at higher prices for our existing generation fleet and more attractive economics for potential data center arrangements. Turning to slide seven, we are encouraged by what we've seen on the regulatory side in the last couple of months. FERC, PJM, state governments, and other stakeholders are aware of these growing power needs and have started taking some much needed action. We appreciate all the groups working efficiently to keep capacity auctions moving forward as soon as possible, incentivizing new generation and provide more clarity on serving important data center customers. We recently filed comments in support of Governor Shapiro's settlement in PJM on the capacity auction. We think this is a good interim step to reduce volatility. However, we believe the market should be allowed to work. The market needs clarity on long-term rules for capacity auctions. We need to get back to the normal course of running these auctions well in advance, as intended by the RPM. Said simply, we need regulatory certainty around the capacity market because it is critical for long-term investments. We will continue being active participants in the regulatory process. We will work constructively with PJM and the states where we operate. Successful outcomes here are critical to ensuring grid reliability and bringing new generation online. The RPM has worked since its inception, bringing tens of thousands of megawatts of new generation to PJM, and now is the time to redouble our efforts on this front. Recently, FERC instructed PJM to evaluate its tariff and propose rules for governance of co-located load connections. We will advocate for a simple and non-controversial solution. If the generator, the local utility, the RTO, and the customer agree on terms, and the customer agrees to pay for what it uses from the grid, then the load should be able to connect. With that, I'll turn the call over to Terry.

Thank you, Mack, and good afternoon, everyone. Turning to slide nine, let's look at our full-year financial and operational results. As Mack mentioned, we achieved record levels of reliability and safety this year. Our fleet generated over 36 terawatt hours of power with an equivalent forced outage factor of only .2% compared to .5% last year. Half of this generation came from our carbon-free Susquehanna nuclear facility. Additionally, PJM saw a notable increase in power demand in 2024, with weather-normalized winter peak load in January and February increasing .7% compared to 2023, reinforcing prior demand growth forecasts with actual results. Our gas-fired fleet experienced a significant increase in dispatch opportunities, which drove higher volumes and energy margins. Safety remains our first priority across the fleet, and our 2024 TRIR was 0.34. This is in line with or better than our peers and among the lowest incident rates in talent's history. Thanks to this performance, our 2024 adjusted EBITDA and adjusted free cash flow exceeded the midpoint of the guidance we adjusted upward last quarter, enabling us to continue returning capital to shareholders. I will provide some more financial details on slide 10. Our full-year 2024 results were supported by strong generation performance, hedging activities, including the impacts of the nuclear PTC and disciplined cost management, despite the absence of earnings from the ERCOT generation portfolio that we sold in May. During the fourth quarter, we generated adjusted EBITDA of $164 million and adjusted free cash flow of $21 million. Adjusted EBITDA was $41 million higher than Q4-23, and adjusted free cash flow was $43 million higher, primarily due to lower financing costs. Turning now to guidance on slide 11. We are reaffirming the previously announced 2025 guidance ranges. Our adjusted EBITDA range remains at $925 million to $1.175 billion, and our adjusted free cash flow range is still $395 million to $595 million. If I were to provide any color on the start of 2025, it would be this. Our fleet ran reliably during peak winter weather events, and we had strong commercial results. Our 2026 outlook also remains unchanged from what we disclosed at our September investor day. These ranges continued to demonstrate Talon's robust earnings and cash flow growth profile, which includes tripling adjusted free cash flow per share by 2026. Moving to slide 12, we are committed to maintaining ample liquidity and net leverage below our target of three and a half times. As of February 21st, our 2024 net leverage ratio was 3.3 times, and pro forma 2025 was 2.4 times, well below our target. In addition, we have approximately 1.2 billion of liquidity with over 470 million of cash on the balance sheet. In December, we executed a series of refinancing transactions that both improved our capital structure and enabled us to complete a large share repurchase. We lowered the interest rates on our existing term loan B and revolving credit facility, terminated our cash-backed term loan C, and expanded our letter of credit capacity by entering into a new facility. We also issued a new term loan B at a lower rate and used those proceeds along with cash on hand to buy back approximately five million shares from our largest shareholder. Lastly, we cleaned up our debt governance and baskets, giving ourselves increased capacity for capital allocation. Let's turn to slide 13. Since the start of 2024, we have repurchased approximately 13 million shares, or 22% of our shares outstanding, returning nearly $2 billion of capital to our shareholders, which as we said previously, is 75% of our market cap since emergence. We continue to see share repurchases as the first priority for excess cash, and we'll continue to use that as the benchmark to measure the return profile of any growth opportunities. We continue to target a return of 70% of adjusted free cash flow to our shareholders. We have significant buyback capacity through year-end 26, supported by 470 million of cash on the balance sheet, and over 1.2 billion of adjusted free cash flow generation during the period. With that, I'll hand it back to Mac.

Thanks, Terry. 24 was an exciting time, and 25 is starting strong. But we are not finished, nor will we ever be, as we continue to focus on maximizing shareholder value and creating growth opportunities. We appreciate everyone's interest and talent and for joining us on the call today. I'll now turn it back to the operator and open the line for questions.

Thank you. Ladies and gentlemen, if you have a question or a comment at this time, please press star one one on your telephone. If your question has been answered, you will soon move yourself from the queue, please press star one one again. And we also ask that you limit yourself to one question and one follow-up. We'll pause for a moment while we compile our Q&A roster. Our first question comes from Michael Sullivan with Wolf Research, your line is open.

Hey, guys. Hey, Mac. Good to hear from you. You know, I'm gonna start with the same question. I think everyone's been asking you and all your peers just in the wake of, you know, the FERC order on co-location, just in terms of how quickly you think that they can turn this around and what can you do in the interim?

Sure. So taking kind of two different questions, taking the first one, how quickly we could turn this around. Look, I think we're encouraged by what's happened with FERC on how they pushed it to PJM and put a timeline out there. Kristy came out with his press release or statement the day after the open meeting and basically said that he wants to move fast on this and push that to PJM. We're encouraged by that. As I said, we think that they can act fast. I'll reiterate what I said, which is I think it's a simple solution that if the local utility, the transmission owner, in our case PPL, the state PUC, the RTO being PJM, and the generator all agree and it's paying for what service is being used, then we think that that solution should be amenable to the market and should be available to the market and should be one of many different solutions and an all of the above approach for solving the growing AI demand. So we're encouraged by what we see, how fast it's a regulatory process, but we're encouraged by the timeframe by which Kristy, Chairman Kristy has outlined and asked PJM to respond. In the interim, what can we do? I think the story again remains the same. I think Talon, however, possibly, I think our story's different in that what we have is a current arrangement with AWS and I think we shouldn't lose sight of that. I don't think that's complicated nor do I think it imputes the same regulatory uncertainty that might exist elsewhere. We have a deal that we're executing on. That deal, by the way, we're at 363 days in hindsight from when we signed that and since that time we've been executing on it. We're at the site right now, as I mentioned, electrifying the site. For those that came during the investor day in September, or October of 23, excuse me, and visited the site when it was a shell, it looks vastly different now. It looks like someone kicked over an anthill. You've got trucks, cars everywhere, you've got equipment showing up and we're working through startup and electrifying. We're receiving revenues under that contract. So, look, we view this as a race to be able to power the future, power AI demand. We have an existing contract. I kind of view it as we're out of the blocks and down the track and so we're executing and we're looking forward and not back. And so what does that mean? We have time. We have till 2027 under the development schedule to solve this. I'm confident that we will find a solution, as I mentioned, either through a commercial arrangement, as well as preserving, as I've said in the past, we're pursuing a dual track right now, as well as preserving co-location because I think it needs to be part of the ultimate solution going forward. So, we're executing under that and we're excited about electrifying the campus and seeing the campus move forward. They're turning dirt. It's an exciting time for us.

That's great. I appreciate all that color and maybe just a little more color on latest thoughts for best use of cash. I think you used the term economically justified growth. What does that look like as we sit here today? So,

I'm staring at Terry right now because he's gonna reach across the table and probably, I don't know, make sure I stay in check. Look, Michael, I think the story is the same. We always benchmark, as I said in the opening comments, against returning cash to shareholders as our capital allocation. That remains our benchmark by which we evaluate things. But when we look at the opportunity set that we have with respect to data center opportunities, long-term contracts, things of those nature, we're throwing off a bunch of cash. We've got a growing cash flow profile that's putting a lot of cash on the balance sheet. We've got a, versus our net leverage target, as Terry articulated, an unlevered balance sheet. So, we have balance sheet capacity. But when we look at those, we're gonna use them strategically for growth opportunities that fit that strategy. And if we don't find growth opportunities that fit that strategy, or even if we do, we're gonna benchmark them against buying back our stock. And that's our general rule of thumb. Terry, you wanna join us?

Michael, just to add to Max's comment, he mentioned this in his remarks earlier. You guys should expect more of the same. We've bought 22% of our market cap back in less than 12 months, during 2024. We think that buying our shares back is the highest and best use of our cash. As we look at other opportunities, it's gotta clear that. I mean, let's take December, for example. We were able to execute a good transaction with our largest shareholder. And that one transaction in itself increased our free cash flow per share by 11% in 25 and 26. And so, we're focused on that. As we thought about our debt covenants and our baskets when we were doing all the refinancing, we had a keen focus on how do we make sure that we've got improvements in those areas to where we can continue doing what we've been executing on. Very helpful, thank you very much.

Thanks, Michael. Thanks, Mike. One moment for our next question. Our next question comes from Shar Perez with the Guggenheim Partners. Your line is open.

Hey, guys. Hey,

Mac.

Hey, Shar. Just any views on the backdrop for resource adequacy legislation in Pennsylvania? I guess, what do you expect out of the legislator at this point? Is something kind of regulated or quasi-regulated, like PPA, still possible as we head into what seems to be an active march in Pennsylvania? Can you strike a deal with the wires players? Are you in discussions with them? Just a little bit of elaboration on the resource side.

Thanks. Yeah, so look, I think, you know, we've had the opportunity to have conversations with the governor as well as his staff. And I think he's Governor Shapiro in Pennsylvania. Keenly in tune with making sure that there is resource adequacy, that there is economic development associated with data center growth, balanced with making sure that there is consumer protections in price, and that's why he put forward the collar, if you will, the cap and the floor on the capacity auctions, which we did file in support of recently, FYI. And I think that that's a near-term fix. I think we've got to get the capacity markets right in the long term to incentivize new generation. And I think there is discussions going afoot, Shar, as you mentioned, about is there an opportunity to think about contracting for load through the local utilities? In general, I think that idea makes a lot of sense, and it makes a lot of sense for an energy export state like Pennsylvania. I think the governor's interested in continuing to be an energy export state and supportive of that and wants to see new generation brought to bear. And those are early days in that discussion. With respect to the re-regulation, I will say this. The markets have worked. The markets have worked bringing tens of thousands of megawatts of generation, both conventional gas-fired generation as well as renewables into the market. And I think we need to not have necessarily knee-jerk reactions of re-regulation. I don't find that to be the most economic form of incentivizing generation, but some form of longer-term contracts by the load-serving entities could be an interesting idea. But it's early days and there's not, the devil's always in the detail on ideas like that, and you've got to let them flesh out, and that's very early. But I don't think there's a huge appetite for re-regulation. And I think that people are supportive of the markets and what it's brought from lowering consumer costs over time for the past decade. For the past decade, energy and capacity prices in our zone have been flat on a nominal basis, which means on a real basis, they've actually declined 25 to 30% over the past 10 years. And this 270-frent versus the 50 to 100 at most over the last decade, maybe a little higher in the very first part of that decade, that's inclusive of what I'm saying here, that energy and capacity has been flat. So we need to find the right mix here, and it's an interesting idea, but it's early days there, Sharr, on the long

-term contracts. And then is Michigan kind of that proxy as you guys are thinking about or having discussions around long-term contracts, is structure with like Michigan where you have a longer-term PPA, the wires companies can earn on the PPA, is that kind of the benchmark or is there something else we should be thinking about?

Look, I'll profess that I don't know Michigan, and so it's hard for me to use that as a benchmark, Sharr, but if you're saying that they go out and contract for capacity resources for a longer period of time and use that to serve provider of last resort or the backstop for serving customers, then yes, that would be the benchmark. It's also quasi to sort of self-scheduling, which is what Dominion does inside of PJM, where they have their own supply and their own, but it's not the supply in this case of the transmission owners, that supply would be coming from the generation owners and the transmission owners would then be buying it and self-scheduling. Got it, okay. But it's very early in those discussions, like we're now, you've peeled the onion so far back, there's no more onion.

Got it, got it. And then just lastly, just back, a lot of focus this week on additionality in light of some of your peers. Any just updated thoughts on your own development program? Are you looking at turbine slots or projects at this point? Thanks guys, appreciate it.

Look, so first of all, what are we looking at? We're looking at how can we get more megawatts from our existing fleet? Are there potential upgrades? Can we go recoup some of the megawatts that may be lost on certain designs across our fleet? What can we add by upgrading, for example, at Lower Mount Bethel? And those are megawatts. And I think that that's really what's gonna fill the near term. So if I think about resource adequacy, I think about it in sort of three phases. You've got the near term, midterm, and long term. And in the near term, we've got to get it right, balancing load and getting the most out of what's existing because new development isn't going to hit the grid until very late this decade, if not into the 2030s. So we're focused on what can we do to provide more megawatts and keep existing megawatts around? Brunner, Brandon Shores through the RMR. What can we do at Keystone and Conowall? The owners are having discussions there. So that's what we're focused on with respect to longer term and development. I do believe, and I've said this, I think, or we've said this at least for the past six months, maybe possibly longer, that gas is going to have to be the solution in that midterm, in that second of the trimesters, if you will. But it's going to come online around 2030. But I think what's going to happen there is you're going to have to see people sign up for longer term contracts. And I do think that eventually what you'll see, if you want to call it additionality, I don't know, but I think you'll see people look to how do we contract for assets to bring new generation to bear? And that's how I think additionality gets solved. I think the whole concept of taking any particular load and calling it out and saying it's got to bring its own generation is really a false narrative. And the fact that that doesn't happen with anything that connects to the grid. You can go plug a server into a wall outlet right now, call that front of the meter, and it doesn't need to bring its new generation. So I don't think we should look at data centers in particular as this one off load that needs to bring additionality. That's not the way to solve this. What we need to do is provide the right incentives to bring new generation to bear.

Got it. Super helpful as always, Mac. Thank you so much. Appreciate it.

One moment for our next question. Our next question comes from Jeremy Tutnet with JP Morgan. Your line is open.

Hi, good afternoon.

Hey Jeremy, how are you doing?

Good, good. Looking forward to 2025 here. EBITDA, I was just wondering if you add up the new PTCs, the RMR payments and PJM capacity payments to the bracket, roughly what percentage of your forward EBITDA DC you have like full visibility line of sight at this point?

So Jeremy, I think when you look at those, you take capacity, the AWS contract, I would add in there our hedge profile as well. We've got a significant amount of 2025 margin bracketed. I think obviously as we move forward in time and the AWS contract ramps up, and then also in the fact that you've got this floor and ceiling now on capacity markets for a few years, that even gives us more trajectory for a range of outcomes when we think about the upcoming years. And so pretty significant portion. I mean, off the top of my head, it's well north of, if you exclude the hedges, you're north of 40% of sort of locked in for 25. And obviously when you include the hedges as well, you're gonna be upwards of 90%.

And I think just to add to what Terry said, if you look at where the PTC is, right, the pricing sort of marked the market of our portfolio versus coming off of Susquehanna versus the PTC, the PTC is out of the money. So we view that when we look at it and think about our hedging strategy, we look at that as a put option that we have or a floor by which provides those cash flows, but we're in excess of that right now is what I'm saying in the market if we just run those megawatts to market.

Got it, that's helpful there. And there's been a lot of, I guess, talk in the marketplace, a lot of concern with some that, as far as what the hyperscalers are doing out there, understanding that commercial discussions are sensitive to a lot of factors out there, but how do you feel about the pace of hyperscaler, I guess, spend on AI at this point and how that impacts you guys going forward?

So look, I mentioned this, that there's been a lot of news out there in the market in some of my opening remarks and it's interesting to see, and I call the market sickle because it's interesting to see how the markets react to this. I think that we are early innings of the AI boom and that demand is going to possibly move around, but the demand is there. We are seeing no signs of slowing, seeing capex plans being announced, you see the Nvidia announcements, and I can tell you anecdotally from what we see at our site, development continues on the campus and it's full steam ahead. So we're excited about where things are and the news that comes out in both directions, I think generally the demand is up and to the right and hasn't shown any signs of slowing.

Got it, that's helpful. And one last one, if I could, just as far as the market being fickle here, it seems like there's a debate with traditional utilities getting more competitive and landing data centers here, and then you have the backdrop of the regulatory items as you're talking about in PJM. Just wondering how you think about the competitive market positioning at this point, giving the considerations as you outline there.

Right, well, look, data centers will be in the competitive markets. I think you're gonna see announcements all over the country and some of those markets are gonna be regulated. And I think that if you look at it, again, I think we're in a different situation overall because we're electrifying a campus right now. That's the speed to market that we could provide. I think that the inbounds that we've seen, and Cole can jump in here, the inbounds that we've seen across our fleet and the opportunities to explore additional hasn't stopped and it continues. I think that there's demand out there and it's gonna find its way into PJM. If you look at where we are, it was a speed to market of being able to connect. I think you've seen PPL say that they have the ability to provide additional speed. They submitted their large load into PJM late last year, showing thousands of megawatts of backlog that they can connect quickly. And if you look at where PJM is, particularly where we are in PJM and where Pennsylvania sits, it sits right there where you can, between Northern Virginia and the load centers in the Northeast. And that's an optimal space that they have to be. But if you're a hyperscaler, totally understand it. If they're all looking to build 30 gigs of data center by X date, they're gonna have to diversify across the country. So when we see those announcements, do we want them to be our announcement? Sure, but do we understand that there's gonna be diversification by the hyperscalers? Absolutely. But we like our position and continue to like our position, Cole.

Yeah, as Max said, we've seen significant interest in other opportunities outside of what we've already announced here from a variety of different types of data center operators and end users. And look, as Max said, some of these opportunities are gonna find their needs are met in the regulated markets, some in the competitive markets. And I'll go back to what we talked about back in our investor day back in September. This is well before the FERC ISA issues came up, that there's different constructs for different counterparties, right? It's kind of the all of the above approach. And whether that's behind the meter, like we do at Susquehanna, or is that a front of the mirror solution, or is there some kind of hybrid solution to unlock more megawatts either at Susquehanna or across our gas fleet? We have already been looking at those anticipating and it's been kind of proven out in our discussions with different counterparties that some like one solution and others like a different solution. And so, we're excited about the fleet we have and the opportunities ahead.

Yeah, I think, maybe a little inside baseball here, but like I said, it was 363 days ago that we signed an ink that the AWS deal. And I think it was 362 days ago that I said to Cole, how are we gonna do this and do it differently across the fleet? And we've been working on it since that time. And there's a lot of different solutions, whether it be behind the meter, front of the meter, or everything in between, which is co-located grid backup. And we've been thinking through all those solutions and having discussions about them and how they might fit. And we just continue to press forward on that.

Got it, that's very helpful there. So, recapping Talon very well positioned with speed to market to capitalize there on a trend that is not abating with a lot of visibility to cashflow this year. Sounds good. Thank you.

Well said.

One moment for our next question. Our next question comes from Angie Starazinke with Seaport, your line is open.

Hey guys, it's been a long day. We're starting to recap. How are you, Angie? Thank you. Yeah, well, thanks

for sticking with us and getting on the call.

So, I mean, look, I mean, we're clearly getting anxious. You have all of the optionality that you can think of or we can think of. You could potentially just strike in front of the meter deals overnight, seemingly, at least that's from our vantage point. You are surrounded by transmission lines and yet you're not announcing anything. So, why is that? And again, I understand it takes time. As you just pointed out, it's been a year. We've had some issues with FERC, that's for sure. But again, it almost feels like there is some disconnect in the PPL zone from what we're hearing from PPL and the lack of announcements that we're hearing from you. So, again, what are you waiting for? And as you sit today, what is the timeline? Do you need the whole procedure at FERC to basically continue? So, are we in this waiting game until the end of this year? Are we thinking that something will come out from the PJM filing within the next 30 days? Do you want to wait? I mean, again, at some point, this time to power benefits will go away, no? So, isn't that in your best interest to sign this contract while the demand is there?

That was a lot of a question, but appreciate it, Angie. Look, you're asking a question if we're waiting on regulatory uncertainty. And as I said in the early comments, we're not in the same position. We're not waiting on regulatory certainty for anything. We're executing under a current contract, a first of its kind contract. We're electrifying the site, receiving revenues, doing all of those things, working with AWS, on getting that going. And we have a ISA that allows us two years worth of time on that regulatory, with regulatory certainty, okay? Because we have that. And so, we're pushing forward. We're looking at all of our alternatives commercially. And as I said in the past, and I know that sometimes this doesn't satiate desires of people, but we work on things. And when we get things done, we're willing to announce them. But at the same time, we don't talk about our commercial negotiations or what we're doing in the public. And so, I get, and I totally understand that people are looking at the time. I think that talent is differently positioned and that we're acting under a current contract that allows us time by which to have ongoing conversations. Cole?

Yeah, I mean, as Mac said, we obviously announced a deal and let's not forget, we spent a good part of the next six months after that deal perfecting it, right? We had the Nesgro that had to get released in August, a lot of zoning milestones and other permitting that had to happen there. Obviously, we can walk and chew gum and we've been working on some other opportunities. The FERC ISA rejection on November 1st obviously changed what some of those configurations might look like in terms of speed. And it takes two to get to a deal. And our counterparties have to figure out what's right for them. Do they want to move faster and move to a different solution? And so, we've been working through those. As Mac says, when we have something to announce, you'll be the first to know.

I don't think, Angie, that the not announcing a deal across the industry, I'm speaking industry-wide here, is a sign that there's a lack of appetite. I just think that there is an appetite and it will take time. I don't think that that time is 27, 28, by any means, or 26. I think that there's time to get things done. And we have time under the current contract. We're running two-prong, right? Which is executing under a current contract to get the campus up and running. And like I said, it is getting up and running right now. And we're excited about that. And we continue to execute on that. And that gives us some ability to look at other deals and do the right deals, not just any deal.

Okay. Can I push back a little bit, as always? How about the gas plans? I mean, I understand that there's some uncertainty around the structure surrounding the co-location or whatever connection to the data center at Susquehanna. But wouldn't gas plans be a bit more straightforward? I mean, those could be in front of the meter. Those could be just regular commercial arrangements. And yet we haven't heard anything on that front either.

Yeah, Angie, that's a great question. Look, I mean, as I said earlier, and I think Mac did as well, and we're looking at a number of opportunities across our fleet. Obviously we have one nuke, so that means the rest of our fleet pretty much is the gas units. And look, we've seen increased interest even in the last three or four months on specific deals around a number of our assets there. We have some attractive sites, we believe. Sites that have ample land, more than 2,000 acres in some cases, surrounding the plant. We have good interconnections, as you mentioned, the transmission, access to water, and just the overall location. And it's really about what does the counterparty want? What's right for Talon, and what's the right long-term solution? And we're working through that process.

Actually say interest is picked up, quite frankly, on gas. It's just gas deals, Angie, as we've discussed in the past, I've always said, I think gas deals are what's gonna fill the gap. There's nuclear deals which have the carbon-free aspect to them, but gas is gonna have to fill the gap. And if you look at so-called regulated deals, or vertically integrated deals that have been announced, take the one in Louisiana, it's been around building new gas plants, and that gets to additionality, whatever, but it's around a gas portfolio. And I think that people are looking for that, and I think that those are coming, they're just not here yet.

That's right, thank you.

One moment for our next question. Our next question comes from Nick Amakusi with Evercore ISI, your line is open.

Hey guys, it's actually Durgash, where are you?

Durgash, it's Mac, how are you?

Good, excellent, thank you, Mac. A good discussion on all my other questions I haven't answered. Maybe just one quick clarification. As we think about 2025 and 2026 guidance, how does the recent RMR agreements, how does that factor into your numbers? Would those be upside if approved, or how should we think about that? Thank you.

Hey Durgash, it's Terry. So when we put those ranges out, we had an assumption around the RMR arrangement. It's within our range, so it's included in those guides that we have out there.

Okay, perfect, that's all I had. Thanks for your time, thank you.

Thanks, you guys. One moment for our next question. Our next question comes from Rene Singh with Bank of America, your line is open.

Hi guys, Rene Singh here for Ross Fowler.

Hey Rene, how are you?

I just had a quick question about the RMR situation at FERC. So I was curious, do you see any, I saw that the Maryland People Council filed something in protest, and with Christie's comments on consumer rates, do you see any issues with that process, and can that be held out longer so you wouldn't get the revenues, I guess? Do you have any clarity there?

Yeah Rene, let me start, and maybe John, General Counsel Wander can jump in. Look, first, I'm glad you asked about the RMR because it's something that's been done between our calls here and something that we filed, and something that we're excited about because we were able to reach a settlement with all the major stakeholders, including FERC staff, as well as the Maryland PSC, and have the support to do that, and we're excited about the ability to continue to provide grid reliability in Baltimore and PJM specifically, and to do our part in that. With respect to the process, I'll let John jump in in a sec, but I think it's key to remember that the FERC, which approved the PJM auction rules to move forward in July for 26, 27, as part of that, what's included is that these RMR units are in that auction set of rules. They're being bid in at zero effectively, and as a resource, but in order for that auction to go forward, this RMR has to be put in place, and we've been fairly clear about that from the beginning. John, anything you'd add on that?

Thanks, Mac. No, Randy, not very much to add to that, really. I'll give you a couple of just sort of dates on it. May 1 is the day that we've asked FERC to approve the settlement by that date. If it's not resolved by the time the RMR is supposed to start, we'll have the ability to run the plant using these financial agreements until FERC does approve it, and then there's a true up if FERC does something to it later down the road, but we don't expect that because of the things Mac's outlined. We think that the number of stakeholders who support it and have filed in support of it and the nature of those stakeholders, the parties who are gonna pay for it are all on board with the settlement because it brings reliability and it makes sure that Baltimore continues to get heat in the winter and lights at nighttime.

Okay, that makes sense. Thank you,

guys. One moment for our next question. Our next question comes from Craig Schur with Tule Brothers Investment Research, or the light is open.

Good afternoon.

Hey, Craig. Thank you for taking

the question. Yeah, hey, Craig. How you doing? Good. So I wanna dig a bit more into Angie's gas-fired, Michael's growth investment, and charge additionality questions. So simply put, in light of the recent, you know, NRG and Williams Industry News, would you say that it's fair to say that to get hyperscaler attention for a long-term gas-powered solution, you have to be deploying notable new capacity? And if that is the case, what kind of return threshold would you be looking at to incentivize a talent move in that direction, given your return of capital focus?

Wow, there's a lot in that question, Craig, as to sort of like returns analysis and things of that nature. It would have to be, you know, a longer-term contract, but maybe just a couple comments with respect to the framing of the question. You know, look, the NRG announcement, I think, is directionally in the right direction. I think that there's two separate pieces to it. The first piece of it was the, you know, the part that addresses additionality. Our understanding, just reading, is that the LOIs with the two different data center providers are not, they're at existing generation or using existing generation, not bringing additionality. So there's two components to that piece there. I do think that bringing new generation, as I said, is in that midterm, not the near term, and I think that's why you probably saw them parse that. I don't know, I haven't spoken to them. I'm just reading on what I saw, which was, you know, I think it's good for the industry to keep advancing the ability to power data centers. But I think for us to invest in that, we would have to see something that provided a contract with, you know, I'm not ready to put a number on it. I don't think Terry's ready to put a number on it, but like a number that provides an adequate return that's above and yields better than our free cash flow yield of buying our stock back, which is always the benchmark, as I mentioned. But it wouldn't just be on a sort of one year timeframe. It would be over a longer term timeframe that had a longer term contract with a good credit on the other side. I think that we have a different position being a long only generator. I think you need to do that as part of our portfolio, because I don't think people wanna take single asset risk. And we have the ability to offer that, because I think those deals will more than likely look like either a co-located deal with grid backup or a front of the meter deal that supports that build. But if that unit is lost, you're gonna have to provide it from somewhere else from your portfolio. And we're excited about the opportunity to have a portfolio, a flexible portfolio of assets that could backstop going along with new generation. And so that's how we see it playing out for us. Is it a better investment than buying our stock back? Does it have a good longterm off take agreement? And can we put it in a portfolio and provide an overall solution, as well as possibly green it up with environmental credits and the like, in order to provide effectively a CNI front of the meter deal. So that's how we view it.

That's helpful. And finally, just on guidance, I mean, it's obviously the start of the year, wasn't expecting any major changes, but there are some positive things. I mean, the opening comments talked about, the sustained tight multi-year supply demand outlook, but you also have the Maryland RMR settlement. And I think your original guidance was based on, flat capacity markets versus that step up in the 2025, 2026 auction. But now it looks like that'll probably move from 270-ish to close to that 325 cap, at least for the next auction. So is it fair to say that within the guidance range, that things are leaning towards the top half at this point?

So, you know, Perry and I got together before this call, and we looked at each other and said to each other, don't you do it. And Perry and I have been working together for, I don't know how, a long time. I remember that we were gonna say publicly. Yeah, but look, as part of normal course, it's just not customary in our opinion, to update guidance for 25, not even at the end of the first quarter. And so later in the year, we'll provide an update on that. I think the ranges are inclusive of commodity changes, upside and downside, RMRs are anticipated. I think the capacity for 25, 26 was put into that number. And as we go through the year, we're off to a good start. There's no, you know, we're off to a good start, but it's a four quarter game to provide full year results. And we're just not going to change guidance at this point in time. And our 26 outlook, again, if you look at the markets, the markets have moved up. I think if we, during the cold weather event, I'm looking at Chris Maurice, our chief commercial officer. I mean, the market was well bid in the first part of this year in the term market. And that's come off a little bit, but the markets are generally trending up and we're starting to see load manifest itself. And so if you look at our hedge position, which is in the appendix, we have the ability to participate in that. And that commodity sensitivity is encompassed in those ranges. And so we'll provide more specific update to that. We're just not going to do that at this point in time.

Yeah, and Craig, I mean, you should expect that obviously as we move forward, we'll narrow and adjust guidance accordingly. But as Max said, we're two months into the year. So we'll update as we move forward. Thank

you. Ladies and gentlemen, this concludes the Q&A portion of today's conference. I'd like to turn the call back over to Max for any closing comments.

Great, thank you, Kevin. And thanks everyone for joining us today and your continued support and interest in Talon. Have a great day.

Ladies and gentlemen, this concludes today's presentation. You may now disconnect and have a wonderful day.