NRG Energy, Inc. (NYSE:NRG), today announced that it closed the
previously announced offering of $1.0 billion in aggregate
principal amount of 7.25% senior notes due 2026 (the “New Notes”).
The New Notes will be senior unsecured obligations of NRG and will
be guaranteed by certain of its subsidiaries.
NRG also announced the early tender results of its previously
announced tender offers to purchase certain of its outstanding
senior notes listed in the table below (the “Tender Offers”) for
aggregate cash consideration of up to $1.0 billion (the “Maximum
Tender Cap”) with the net proceeds from the issuance of the New
Notes, together with cash on hand. The table below sets forth the
results of the Tender Offers, according to information provided by
the tender agent, as of the “early tender deadline” of 5:00 p.m.,
New York City time, on May 20, 2016.
Title of
Notes
Aggregate Principal
Amount Outstanding (in
millions)
Principal
Amount of Notes Tendered
(in millions)
Principal Amount of
Notes Accepted
(in
millions)
Initial
Tender Offer Cap
(in millions)
Total Consideration(1)
Total Payment
(in
millions)(2)
Fixed-Price
Tender Offers
7.625% Senior Notes due 2018 $954 $548 $275 $300 $1,090.00 $308
8.250% Senior Notes due 2020 $1,058 $521 $239 $250 $1,043.75 $254
7.875% Senior Notes due 2021 $1,128 $620 $240 $250 $1,041.88 $250
Dutch Auction
Tender Offer
6.250% Senior Notes due 2022 $1,060 $214 $68 $200 $992.50 $69
6.625% Senior Notes due 2023 $898 $144 $29 $995.00 $29 6.250%
Senior Notes due 2024 $838 $224 $105 $987.50 $104
__________
(1) Per $1,000 principal amount of Notes validly tendered
and accepted for purchase. The total consideration includes the
Early Participation Amount. (2) Includes accrued and unpaid
interest.
As previously announced, NRG amended the Tender Offers to
increase: (i) the tender offer cap for the 2018 Notes from $300
million to $400 million; and (ii) the overall cap for the Tender
Offers from $1.0 billion to $1.1 billion. NRG is also amending the
proration methodology for acceptance of tendered 2018 Notes. All
other terms of the Tender Offers remain unchanged.
The withdrawal deadline was 5:00 p.m., New York City time on May
20, 2016. As a result, validly tendered notes may no longer be
withdrawn or revoked.
Requests for documents relating to the Tender Offers may be
directed to D.F. King & Co., Inc., the Information Agent, at
(866) 620-2538 (Toll-Free) or (212) 232-3325. BofA Merrill Lynch
and Deutsche Bank Securities Inc. are acting as Dealer Managers for
the Tender Offers. Questions regarding the Tender Offers may be
directed to BofA Merrill Lynch at (888) 292-0070 (U.S. Toll-Free)
or (980) 388-3646 (Collect) or Deutsche Bank Securities Inc. at
(855) 287-1922 (U.S. Toll-Free) or (212) 250-7527 (Collect).
The complete terms and conditions of the Tender Offers are
described in the Offer to Purchase, copies of which may be obtained
at no charge from D.F. King & Co., Inc. The Company reserves
the right to amend the terms of the Tender Offers or to extend the
Expiration Date for the Tender Offers, in its sole discretion, at
any time.
None of the Company, its board of directors, the Dealer
Managers, the Information Agent, or the trustee with respect to the
Notes is making any recommendation as to whether holders of the
Notes should tender any Notes in response to any of the Tender
Offers. Holders must make their own decision as to whether to
tender any of their Notes and, if so, the principal amount of Notes
to tender.
This press release is for informational purposes only and is
not an offer to buy, nor the solicitation of an offer to sell any
of the Notes. The Tender Offers are being made solely by the
Company's Offer to Purchase. The full details of the Tender
Offers, including complete instructions on how to tender Notes, are
included in the Offer to Purchase. Holders of the Notes are
strongly encouraged to carefully read the Offer to Purchase because
it contains important information.
About NRG
NRG is the leading integrated power company in the U.S., built
on the strength of the nation’s largest and most diverse
competitive electric generation portfolio and leading retail
electricity platform. A Fortune 200 company, NRG creates value
through best in class operations, reliable and efficient electric
generation, and a retail platform serving residential and
commercial businesses. Working with electricity customers, large
and small, we continually innovate, embrace and implement
sustainable solutions for producing and managing energy. We aim to
be pioneers in developing smarter energy choices and delivering
exceptional service as our retail electricity providers serve
almost 3 million residential and commercial customers throughout
the country.
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.
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version on businesswire.com: http://www.businesswire.com/news/home/20160523006433/en/
For NRG EnergyMedia:Karen Cleeve, 609-524-4608orMarijke Shugrue,
609-524-5262orInvestors:Kevin Cole, 609-524-4526orLindsey Puchyr,
609-524-4527
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