PRINCETON, N.J.--(BUSINESS WIRE)--Feb. 10, 2014--
NRG Energy, Inc. (NYSE:NRG), announced today the final results of its
previously announced offer to purchase up to $400 million in aggregate
principal amount (the “Maximum Tender Amount”) of its outstanding 8.50%
senior notes due 2019 (the “8.50% Notes”) and its 7.625% senior notes
due 2019 (the “7.625% Notes” and, together with the 8.50% Notes, the
“2019 Notes”), which offer commenced on January 10, 2014 (the “Tender
Offer”).
The Tender Offer expired at midnight, New York City time, on February 7,
2014 (the “Expiration Date”). An aggregate principal amount of
$308,520,000 of 8.50% Notes and $191,792,000 of 7.625% Notes were
validly tendered in the Tender Offer. The table below sets forth for
each series of 2019 Notes the principal amount of 2019 Notes validly
tendered and accepted for purchase pursuant to the Tender Offer:
Title of Notes
|
|
|
|
Acceptance Priority Level
|
|
|
|
Aggregate Principal Amount Outstanding
|
|
|
|
Principal Amount of Notes Tendered
|
|
|
|
Principal Amount of Notes Accepted for
Purchase
|
|
|
|
Proration Factor
|
8.50% Senior Notes due 2019
|
|
|
|
1
|
|
|
|
$607,068,000
|
|
|
|
$308,520,000
|
|
|
|
$308,520,000
|
|
|
|
N/A
|
7.625% Senior Notes due 2019
|
|
|
|
2
|
|
|
|
$800,000,000
|
|
|
|
$191,792,000
|
|
|
|
$91,478,000
|
|
|
|
0.47804878
|
The amount of each series of 2019 Notes accepted for purchase was
determined under the terms and conditions set forth in the Offer to
Purchase, dated January 10, 2014 in accordance with the acceptance
priority levels (the “Acceptance Priority Levels”) (in numerical
priority order) specified in the table above. Subject to the terms and
conditions set forth in the Offer to Purchase, including the Maximum
Tender Amount, the Acceptance Priority Levels and proration, the Company
accepted for purchase the 2019 Notes that were validly tendered on or
prior to the Expiration Date as set forth in the table above.
Accordingly, all of the 8.50% Notes validly tendered were accepted for
purchase before any of the 7.625% Notes validly tendered were accepted
for purchase. Because the amount of 7.625% Notes tendered exceeded the
amount available to purchase 7.625% Notes after taking into account the
Acceptance Priority Levels and Maximum Tender Amount, the principal
amount of 7.625% Notes accepted for purchase was determined by proration
by multiplying each Holder’s tender by the proration factor set forth in
the table above.
7.625% Notes not accepted for purchase will be promptly returned to the
tendering holder. The Company made appropriate adjustments to avoid
purchases of the 2019 Notes in principal amounts other than integral
multiples of $5,000 for the 8.50% Notes and $1,000 for the 7.625% Notes.
If the principal amount of 7.625% Notes to be returned to a holder as a
result of proration would have resulted in less than the minimum
denomination being returned to such holder, the Company returned to such
holder such additional principal amount of 2019 Notes as was required to
meet such minimum denomination.
As previously announced, holders who validly tendered and did not
validly withdraw their 2019 Notes at or prior to 5:00 p.m., New York
City time, on January 24, 2014 (the “Early Tender Date”), and whose 2019
Notes were accepted for purchase and payment pursuant to the Tender
Offer, received the applicable Total Consideration (as defined in the
Offer to Purchase) which includes the applicable Early Tender Premium
(as defined in the Offer to Purchase). Holders who validly tendered and
did not validly withdraw their 2019 Notes after the Early Tender Date
but at or prior to the Expiration Date, and whose 2019 Notes were
accepted for purchase and payment pursuant to the Tender Offer, were not
entitled to receive the applicable Total Consideration and instead were
entitled to receive only the applicable “Tender Offer Consideration”
which is equal to the applicable Total Consideration minus the
applicable Early Tender Premium. Holders of 2019 Notes accepted for
purchase also received accrued and unpaid interest on those 2019 Notes
from the last interest payment date with respect to such 2019 Notes to,
but not including February 10, 2014 (the “Final Settlement Date”).
This press release is for informational purposes only and is not an
offer to buy, or the solicitation of an offer to sell with respect to
any of the 2019 Notes. The Tender Offer was made solely by the Company's
Offer to Purchase, dated January 10, 2014.
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 more
than two million retail electricity customers.
Forward-Looking Statements
This communication contains forward-looking statements that may state
NRG Energy, Inc.’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 Energy, Inc. 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 Energy, Inc.’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 Energy, Inc.’s filings with
the SEC at www.sec.gov.
Source: NRG Energy, Inc.
NRG Energy, Inc.
Media:
Karen Cleeve, 609-524-4608
David
Knox, 832-357-5730
Investors:
Chad Plotkin, 609-524-4526
Dan
Keyes, 609-524-4527