|NRG ENERGY, INC. filed this Form 10-K on 03/01/2018|
NRG ENERGY, INC. HAS REQUESTED THAT THE OMITTED PORTIONS OF THIS DOCUMENT, WHICH ARE INDICATED BY ASTERISKS, BE ACCORDED CONFIDENTIAL TREATMENT PURSUANT TO RULE 24b-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934.
within the time periods specified in the rules and forms of the SEC, and that all such material information is accumulated and communicated to NYLD’s and NYLD LLC’s management, as appropriate to allow timely decisions regarding required disclosure and to make the certifications required pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act. NYLD and NYLD LLC maintain, and at all times have maintained since July 16, 2013 and June 19, 2015, respectively, a system of “internal control over financial reporting” (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) which is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. GAAP. Except as specially otherwise stated in the NYLD SEC Documents, from July 16, 2013 and June 19, 2015, respectively, to the Effective Date, none of NYLD or NYLD LLC nor, to the Knowledge of Seller, NYLD’s or NYLD LLC’s auditors and the NYLD Board have been advised of, and NYLD’s and NYLD LLC’s principal executive officer and its principal financial officer have not disclosed, based on their most recent evaluation prior to the Effective Date, to NYLD’s or NYLD LLC’s auditors and the NYLD Board (i) any significant deficiencies or material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect NYLD’s or NYLD LLC’s ability to record, process, summarize and report financial information or (ii) any fraud, whether or not material, that involves management or other employees who have a significant role in NYLD’s or NYLD LLC’s internal control over financial reporting. Since July 16, 2013, there have been no material written complaints (and, to the Knowledge of Seller, no other material complaints) from a Governmental Authority regarding accounting, internal accounting controls or auditing matters of the NYLD Entities.
(e) Since January 1, 2017 through the Effective Date, none of NYLD or NYLD LLC has received any material complaint, allegation, assertion or claim, whether written or oral, regarding its accounting or auditing practices, procedures, methodologies or methods or its internal accounting controls.
(f) Schedule 5.04(f) sets forth, as of the Lock Box Date, a schedule showing the principal amount of outstanding indebtedness for borrowed money of the NYLD Entities.
Section 5.05 No Undisclosed Liabilities. None of the NYLD Entities has any Liabilities that would be required to be reflected or reserved against in a consolidated balance sheet of NYLD or NYLD LLC, as applicable, prepared in accordance with GAAP, consistently applied, except for (a) Liabilities set forth, reflected in, reserved against or disclosed in the NYLD Financial Statements (or the notes thereto) filed and publicly available prior to the Effective Date, (b) Liabilities incurred in the ordinary course of business since the Balance Sheet Date, and (c) Liabilities incurred in connection with the transactions contemplated hereby. None of the NYLD Entities is a party to, or has any commitment to become a party to, (a) any joint venture, off-balance sheet partnership or any similar Contract or arrangement (including any Contract or arrangement relating to any transaction or relationship between or among any NYLD Entity, on the one hand, and any unconsolidated Affiliate, including any structured finance, special purpose or limited purpose entity or person, on the other hand) where the result, purpose or intended effect of such Contract or arrangement is to avoid disclosure of any material transaction involving, or material liabilities of, any NYLD Entity in the NYLD Financial Statements or NYLD SEC Documents or (ii) any “off-balance sheet arrangement” (as defined in Item 303(a) of Regulation S-K of the SEC).
Section 5.06 Absence of Certain Changes. Since January 1, 2017 through the Effective Date, each of the NYLD Entities has conducted its respective business in the ordinary course and in accordance with Good Industry Practice there has not been (a) any damage, destruction or loss, whether or not covered by insurance, that would, individually or in the aggregate, reasonably be expected to materially and adversely affect the ability of the NYLD Entities to conduct any material portion of the Business of NYLD, (b) any change, occurrence, event or development that would, individually or in the aggregate, have a Material Adverse Effect, or (c) any change in accounting methods, principles or practices affecting the NYLD Entities, except as required or permitted by GAAP.