NRG Energy, Inc. (NYSE:NRG), today announced the early tender
results of its previously announced tender offer to purchase any
and all of $298,548,000 in aggregate principal amount of its
outstanding 8.50% senior notes due 2019 (the “8.50% Notes”) and
$708,522,000 in aggregate principal amount of its outstanding
7.625% senior notes due 2019 (the “7.625% Notes” and, together with
the 8.50% Notes, the “2019 Notes”) with the net proceeds from the
issuance of the previously announced offering of $1,000 million in
aggregate principal amount of 6.25% senior notes due 2024, together
with cash on hand. The tender offer includes a concurrent consent
solicitation respecting indenture amendments that would
significantly modify and remove certain restrictive covenants in
the indentures governing the 2019 Notes. The table below sets forth
the results of the tender offer and consent solicitation, according
to information provided by the depositary, as of the early tender
and consent deadline of 5:00 p.m., New York City time, on April 17,
2014.
Title of
Notes
Aggregate PrincipalAmount Outstanding
Amount of Notetendered
Approximate Percentage of Notes
Tenderedand Consented
8.50% SeniorNotes due 2019 $298,548,000 $73,665,000 24.67%
7.625% Senior Notesdue 2019
$708,522,000 $337,044,000 47.57%
On April 21, 2014, NRG will accept for purchase and pay for all
such 2019 Notes validly tendered and not validly withdrawn at or
prior to the early tender and consent deadline.
Holders tendering after the early tender and consent date have
until 11:59 p.m., New York City time, on May 1, 2014 (the
“Expiration Date”) to tender their notes and deliver consents
pursuant to the tender offer. Holders who validly tender additional
notes and deliver consents after the early tender and consent date
and before the Expiration Date will receive the applicable tender
offer consideration listed above, which does not include the
Consent Payment.
The withdrawal and revocation deadline was 5:00 p.m., New York
City time on April 17, 2014. As a result, validly tendered notes
and validly delivered consents may no longer be withdrawn or
revoked.
NRG intends to redeem any 2019 Notes that remain outstanding
after the consummation of the tender offer in accordance with the
terms of the indenture.
Requests for documents relating to the tender offer and consent
solicitation may be directed to Global Bondholder Services
Corporation, the Information Agent, at (866) 488-1500 (Toll-Free)
or (212) 430-3774 (Collect). Citigroup Global Markets Inc. is
acting as Dealer Manager and Solicitation Agent for the tender
offer and the consent solicitation. Questions regarding the tender
offer and consent solicitation may be directed to Citigroup Global
Markets Inc. at 390 Greenwich Street, 1st Floor, New York, New York
10013, Attn: Liability Management Group, (800) 558-3745 (U.S.
Toll-Free) or (212) 723-6106 (Collect).
The complete terms and conditions of the tender offer and the
consent solicitation are described in the Offers to Purchase and
Consent Solicitation Statements, dated April 4, 2014, copies of
which may be obtained at no charge from Global Bondholder Services
Corporation. The Company reserves the right to amend the terms of
the tender offer and consent solicitation or to extend the
Expiration Date for the tender offer, in its sole discretion, at
any time.
None of the Company, its board of directors, the Dealer Manager,
the Information Agent, or the trustee with respect to the 2019
Notes is making any recommendation as to whether holders of the
2019 Notes should tender any 2019 Notes in response to any of the
tender offer or grant consents in the consent solicitation. Holders
must make their own decision as to whether to tender any of their
2019 Notes or grant consents to the proposed amendments and, if so,
the principal amount of 2019 Notes to tender or with which to grant
consents.
This press release is for informational purposes only and is not
an offer to buy, nor the solicitation of an offer to sell or a
solicitation of consents with respect to, any of the 2019 Notes.
The tender offer and consent solicitation are being made solely by
the Company's Offers to Purchase and Consent Solicitation
Statements, dated April 4, 2014. The full details of the tender
offer and consent solicitation, including complete instructions on
how to tender 2019 Notes and deliver separate consents, are
included in the Offers to Purchase and Consent Solicitation
Statements. Holders of the 2019 Notes are strongly encouraged to
carefully read the Offers to Purchase and Consent Solicitation
Statements because they contain important information.
NRG Energy, Inc., a Fortune 500 company headquartered
in Princeton, New Jersey, and Houston, Texas, owns and
operates one of the country’s largest and most diverse power
generation portfolios and serves nearly 3 million retail
electricity customers.
Forward-Looking Statements
This communication contains forward-looking statements that may
state NRG’s or its management’s intentions, beliefs, expectations
or predictions for the future. Such forward-looking statements are
subject to certain risks, uncertainties and assumptions, and
typically can be identified by the use of words such as “will,”
“expect,” “estimate,” “anticipate,” “forecast,” “plan,” “believe”
and similar terms. Although NRG believes that its expectations are
reasonable, it can give no assurance that these expectations will
prove to have been correct, and actual results may vary materially.
Factors that could cause actual results to differ materially from
those contemplated above include, among others, risks and
uncertainties related to the capital markets generally.
The foregoing review of factors that could cause NRG’s actual
results to differ materially from those contemplated in the
forward-looking statements included herein should be considered in
connection with information regarding risks and uncertainties that
may affect NRG’s future results included in NRG’s filings with the
SEC at www.sec.gov.
Media:Karen Cleeve, 609-524-4608orDavid Knox,
832-357-5730orInvestors:Chad Plotkin, 609-524-4526orDaniel Keyes,
609-524-4527
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