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SEC Filing Details

10-K
NRG ENERGY, INC. filed this Form 10-K on 03/01/2018
Entire Document
 
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.


acquire any shares of capital stock or other equity interests of the Company Entities, NYLD or NYLD LLC or profits interests, stock appreciation rights, phantom stock or securities convertible into or exchangeable for, or subscriptions, options, warrants, calls, agreements, arrangements, undertakings, commitments or other rights of any kind to acquire, any shares of capital stock of the Company Entities, NYLD or NYLD LLC (other than the issuance of shares or interests by a wholly-owned Affiliates to the Company or another wholly-owned Affiliate of the Company);
(vi)    except as set forth in the Zephyr 2018 Business Plan, make any loans, advances or capital contributions to or investments in any Person (other than among the Company and any wholly-owned Affiliate of the Company or among the wholly-owned Affiliates of the Company);
(vii)    except as set forth in the Zephyr 2018 Business Plan, declare, set aside, make or pay any dividend or other distribution, payable in cash, stock, property or otherwise, with respect to any of its capital stock or other equity securities (except for dividends paid by any direct or indirect
Controlled Affiliates to the Company (or any other direct or indirect Controlled Affiliate of the Company) and the other equity holders of such Controlled Affiliate, in each case on a pro rata basis in accordance with such Controlled Affiliate’s certificate of incorporation or by-laws or other applicable governing instruments and in the ordinary course, or paid to tax equity investors in accordance with capital contribution or investment agreements or organizational documents (in each case, copies of which have been made available to Purchaser)) or enter into any agreement with respect to the voting of its capital stock or other equity securities;
(viii)     except for (A) transactions among the Company and wholly-owned Affiliates of the Company or among the wholly-owned Affiliates of the Company or (B) pursuant to Contracts in effect as of the Effective Date (copies of which have been made available to Purchaser), reclassify, split, combine, subdivide or redeem, purchase or otherwise acquire any of its capital stock (or other equity securities) or securities convertible or exchangeable into or exercisable for any shares of its capital stock (or other equity securities);
(ix)    except as set forth in the Zephyr 2018 Business Plan, incur, assume or otherwise become liable for any indebtedness for borrowed money or guarantee such indebtedness of another Person (other than a wholly-owned Affiliates of the Company), or issue or sell any debt securities or warrants or other rights to acquire any debt security of the Company Entities;
(x)    except as set forth in the Zephyr 2018 Business Plan, except for (A) any single or series of related expenditures not to exceed $********* in the aggregate for all capital expenditures and (B) expenditures related to operational emergencies, equipment failures or outages, make or authorize any capital expenditures;
(xi)    make any material changes with respect to financial accounting policies or procedures, except as required by GAAP;
(xii)    settle any litigation claim or other pending or threatened proceeding by or before a Governmental Authority involving the Company Entities or the NYLD Entities if such settlement (A) with respect to the payment of monetary damages, involves the payment of monetary damages that exceed $******** individually or $******** in the aggregate during any calendar year, net of any amount covered by insurance or third-party indemnification, or (B) with respect to any non-monetary terms or conditions therein, imposes or requires actions that would or would be reasonably likely to have a material effect on the continuing operations of any of the Company Entities or the NYLD Entities (or Purchaser or any of its Controlled Affiliates after the Closing);

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