1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) JUNE 26, 2000 ------------- NRG ENERGY, INC. ---------------- (Exact name of registrant as specified in its charter) DELAWARE -------- (State or other jurisdiction of incorporation) 333-33397 41-1724239 --------- ---------- (Commission File Number) (IRS Employer Identification No.) 1221 NICOLLET MALL, SUITE 700 MINNEAPOLIS, MN 55403 ---------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 612-373-5300 ------------ (Former name or former address, if changed since last report)
2 ITEM 5. OTHER EVENTS On June 26, 2000, NRG Energy, Inc., a majority owned subsidiary of Northern States Power Company, announced that the underwriters of its recently completed public offering of 28,170,000 shares of common stock, have purchased an additional 4,225,500 shares of its common stock at $15 per share pursuant to the over-allotment option granted in connection with the offering. The press release announcing this approval is filed with this Form 8-K as Exhibit 99.9 See "Item 7. Exhibits." Item 7. Exhibits. The following exhibits are filed with this report on Form 8-K: Exhibit No. Description - ----------- ----------- 99.9 Press release issued June 26, 2000 of NRG Energy, Inc.
3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. NRG Energy, Inc (Registrant) By /s/ Leonard A. Bluhm --------------------------- Leonard A. Bluhm Executive Vice President and Chief Financial Officer (Principal Financial Officer) Dated: June 26, 2000 -------------
1 [NRG LOGO] NEWS RELEASE FOR IMMEDIATE RELEASE NRG ENERGY RAISES AN ADDITIONAL $63 MILLION THROUGH EXERCISE OF OVER-ALLOTMENT OPTION MINNEAPOLIS, MN -- (June 26, 2000) -- NRG Energy, Inc. (NYSE: NRG) announced today that the underwriters, for its recently completed public offering of 28,170,000 shares of common stock, have purchased an additional 4,225,500 shares at $15 per share pursuant to the over-allotment option granted in connection with the offering. "Our underwriters' decision to exercise the over-allotment option contributes to NRG's strategy of seeking continued significant growth by enhancing our position as a leading global generator in the growing competitive electricity market," said David H. Peterson, president, chairman and chief executive officer of NRG. Total gross proceeds from the offering, including exercise of the over-allotment option, are $485,932,500. Salomon Smith Barney was the managing underwriter for the offering. The shares sold in the offering represent approximately 18 percent of the common equity of the company, which was formerly a wholly owned subsidiary of Northern States Power Company (NYSE: NSP). This news release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful, prior to registration or qualification under the securities laws of any such state or jurisdiction.
2 -2- NRG Energy (www.nrgenergy.com) is a leading global energy company primarily engaged in the acquisition, development, construction, ownership and operation of power generation facilities. NRG Energy owns all or a portion of 57 power generation projects with a total generating capacity of more than 23,000 MW; its net ownership interest in these projects exceeds 13,000 MW. NRG Energy's operations utilize such diverse fuel sources as natural gas, oil, coal and coal seam methane, biomass, landfill gas, and hydro, as well as refuse derived fuel. # # # CONTACTS: Meredith C. Moore Media Relations Manager NRG Energy, Inc. 612.313.8729 e-mail: meredith.moore@nrgenergy.com Dan Dokken Executive Director, Investor Relations NRG Energy, Inc. 612.373.5336 e-mail: dan.dokken@nrgenergy.com