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)

September 26, 2011 (September 23, 2011)

 

DYNEGY INC.

 

DYNEGY HOLDINGS, LLC

(Exact name of registrant as specified in its charter)

 

Delaware

Delaware

 

001-33443

000-29311

 

20-5653152

94-3248415

 

1000 Louisiana, Suite 5800, Houston, Texas

 

77002

(Address of principal executive offices)

 

(Zip Code)

 

(713) 507-6400

(Registrant’s telephone number, including area code)

 

N.A.

(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:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 7.01                      Regulation FD Disclosure.

 

On September 26, 2011, Dynegy Inc. (“Dynegy”) announced, on behalf of its wholly-owned indirect subsidiary, Sithe/Independence Funding Corporation (“Sithe”), the expiration and final results of its previously announced cash tender offer for Sithe’s 9% Secured Bonds due 2013. A press release relating to the final results of the tender offer is being furnished as Exhibit 99.1 and is incorporated herein by reference.

 

Pursuant to General Instruction B.2 of Form 8-K and Securities and Exchange Commission Release No. 33-8176, the information contained in the press release furnished as an exhibit hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filings.  In addition, this Form 8-K and the press release contain statements intended as “forward-looking statements,” which are subject to the cautionary statements about forward-looking statements set forth in such press release.

 

Item 9.01

 

Financial Statements and Exhibits.

 

 

 

(d) Exhibits:

 

 

 

Exhibit No.

 

Document

 

 

 

99.1

 

Press release dated September 26, 2011, announcing final results of the Sithe/Independence Funding Corporation tender offer.

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

DYNEGY INC.

 

(Registrant)

 

 

 

Dated: September 26, 2011

By:

/s/ KENT R. STEPHENSON

 

Name:

Kent R. Stephenson

 

Title:

Executive Vice President

 

 

 

DYNEGY HOLDINGS, LLC

 

(Registrant)

 

 

 

Dated: September 26, 2011

By:

/s/ KENT R. STEPHENSON

 

Name:

Kent R. Stephenson

 

Title:

Executive Vice President

 

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EXHIBIT INDEX

 

Exhibit No.

 

Document

 

 

 

99.1

 

Press release dated September 26, 2011, announcing final results of the Sithe/Independence Funding Corporation tender offer.

 

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