8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of report (Date of earliest event reported)
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May 2, 2007 |
(Exact Name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction of Incorporation)
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001-15891
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41-1724239 |
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(Commission File Number)
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(IRS Employer Identification No.) |
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211 Carnegie Center
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Princeton, NJ 08540 |
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(Address of Principal Executive Offices)
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(Zip Code) |
(Registrants Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 2.02 Results of Operations and Financial Condition
On May 2, 2007 NRG Energy, Inc. issued a press release announcing its financial results for
the quarter ended March 31, 2007. A copy of the press release is furnished as Exhibit 99.1 to this
report on Form 8-K and is hereby incorporated by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
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Exhibit |
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Number |
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Document |
99.1
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Press Release, dated May 2, 2007 |
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.
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NRG Energy, Inc.
(Registrant)
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By: |
/s/ J. Andrew Murphy
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J. Andrew Murphy |
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Executive Vice President and
General Counsel |
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Dated: May 2, 2007
Exhibit Index
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Exhibit |
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Number |
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Document |
99.1
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Press Release, dated May 2, 2007 |
EX-99.1
FOR IMMEDIATE RELEASE
NRG Energy, Inc. Reports First Quarter 2007 Results;
Increases 2007 EBITDA Guidance; and
Announces Comprehensive Capital Allocation Plan
First Quarter Financial Highlights:
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$508 million of adjusted EBITDA, excluding mark-to-market (MtM) impacts; |
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$106 million of cash flow from operations, including $120 million cash collateral outflow; |
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Repurchased 1.5 million common shares for $103 million; and |
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Raising guidance for adjusted EBITDA from $2,050 to $2,150 million and cash flow from operations from
$1,359 to $1,398 million. |
Comprehensive Capital Allocation Plan:
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Two for one common stock split for holders of record as of
May 22, 2007; |
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Common share dividend of $0.50 per share (adjusted for the stock split) planned for first quarter 2008; |
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Continuation of remaining $165 million of current share
repurchase plan plus capacity for future common share buybacks; |
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Senior credit agreement to be re-priced and amended; and |
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Formation of an NRG holding company, to facilitate the ongoing return of capital to shareholders. |
Princeton, NJ; (May 2, 2007)NRG Energy, Inc. (NYSE: NRG) today reported income from continuing
operations for the three months ended March 31, 2007 of $65 million or $0.41 per diluted common
share, compared to $15 million or $0.04 per diluted common share for the first quarter of last
year. The 2007 improvement primarily resulted from the inclusion of three months of operating
results for NRG Texas, which was acquired by NRG in February 2006, increased generation and pricing
in the Northeast region, and $107 million in after-tax refinancing expenses in 2006 associated with
the acquisition of NRG Texas. MtM changes, primarily associated with economic hedges on our
baseload assets, unfavorably impacted net income in 2007 by $55 million while benefiting 2006
earnings by $44 million.
Quarterly cash flow from operations of $106 million was impacted by $120 million of cash collateral
outflows. First quarter 2006 adjusted operating cash flow of $313 million benefited from $230
million of collateral inflows. Operating cash flows, exclusive of collateral movements, increased
by $143 million versus the same period last year. This improvement reflects NRG Texas
contributions for the entire quarter in 2007. In addition, current year cash flow from operations
benefited from $39 million in higher contract prices that resulted from last Novembers hedge reset
transaction.
Over the past 3 1/2 years, our continuous focus on executing a multi-faceted growth plan off a
foundation of strong commercial and plant operations has brought NRG to a much stronger place
financially and strategically, said David Crane, NRG President and Chief Executive Officer. NRGs
operational effectiveness and the promise of our ongoing growth initiatives have put us in the
position where we can both initiate a recurring cash dividend and generate the capital to reinvest
in our business through RepoweringNRG and other core initiatives.
1
Regional Segment Review of Results
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Table 1: Three Months Income from Continuing Operations and Adjusted EBITDA |
($ in millions) |
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Income (Loss) from |
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Adjusted EBITDA |
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Continuing Operations |
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before Taxes |
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Three months ending |
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3/31/07 |
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3/31/06 |
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3/31/07 |
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3/31/06 |
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Texas |
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113 |
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(7 |
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251 |
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93 |
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Northeast |
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38 |
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132 |
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77 |
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181 |
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South Central |
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10 |
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28 |
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35 |
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58 |
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West |
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5 |
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(4 |
) |
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5 |
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(4 |
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International |
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24 |
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31 |
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32 |
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34 |
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Thermal |
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23 |
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4 |
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10 |
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9 |
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Corporate and Eliminations (1) |
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(92 |
) |
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(170 |
) |
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7 |
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(3 |
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Total |
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121 |
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14 |
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417 |
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368 |
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Less: MtM forward position accruals (2) |
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(79 |
) |
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37 |
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(79 |
) |
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37 |
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Add: Prior Period MtM reversals (3) |
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56 |
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(44 |
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56 |
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(44 |
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Less: Hedge ineffectiveness (4) |
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44 |
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(8 |
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44 |
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(8 |
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Total net of MtM Impacts |
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212 |
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(59 |
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508 |
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295 |
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(1) Includes interest and refinancing expenses of $98 million and $227 million for 2007 and
2006, respectively. Results in 2006 also include a $67 million gain related to a settlement agreement.
(2) Represents a net domestic MtM loss of $79 million in 2007 (primarily in the Northeast and
Texas regions) and a net domestic MtM gain of $37 million in 2006, primarily in the Northeast region.
(3)
Represents the reversal of $56 million in 2007 associated with
the $172 million net domestic
MtM gains recognized in 2006 and reversal of $44 million in 2006 associated with the $119 million net
domestic MtM losses recognized in 2005.
(4) NRG also hedges power prices using natural gas contracts. To the extent gas and power prices
are not correlated, the ineffectiveness is included in the MtM results (primarily Texas).
MtM Impacts of Hedging and Trading Activities
The Company, in the normal course of business, enters into contracts to lock in forward prices for
a significant portion of its expected power generation. Although these transactions are
predominantly economic hedges of our baseload portfolio, a portion of these forward sales are not
afforded hedge accounting treatment and the MtM change in value of these transactions is recorded
to current period earnings. For the first quarter 2007, we recorded $79 million of forward domestic
net MtM loss representing the decrease in fair value of forward sales contracts of electricity and
fuel, compared to a $37 million net domestic MtM gain recorded in the first quarter 2006. The MtM
impacts from hedging activities also included a $44 million gain from hedge ineffectiveness related
to the Companys Texas region due to a change in correlation between natural gas and power prices.
Texas: Operating results benefited from the full quarter in 2007 versus two months in 2006 as NRG
Texas operations contributed $51 million of pre-tax operating income and $100 million of EBITDA in
January 2007 alone. Improved operations and lower forced outage rates from the baseload fleet
during the comparable period led to a $39 million reduction in purchased power expenses during
2007. Current quarter EBITDA and cash flow from operations benefited $39 million from the November
2006 hedge reset which increased contracted power prices.
Northeast: Quarter-over-quarter results for the Northeast, after adjusting for MtM impacts,
achieved improvement in income from continuing operations and adjusted EBITDA, respectively.
2
Increased demand and power prices were driven by more seasonable weather patterns that resulted in
higher generation hours from our oil-fired peaking assets and baseload coal assets which led to a
$49 million, or 22%, increase in energy revenues. Capacity revenues for the three-month period
increased 43% to $83 million, reflecting higher capacity prices in the New York and Connecticut
markets. Partially offsetting these improvements were higher than expected outage rates at certain
units and lower sales of excess emission credits. Higher generation levels combined with a 59%
decrease in SO2 emission credit market prices led to the $61 million decline in excess
credit sales.
South Central: Income from continuing operations for the quarter declined by $18 million in
comparison to the regions strong performance in 2006. Increased demand from load serving customers
combined with lower availability from the Big Cajun II coal plant reduced megawatts available for
sale into the merchant energy market. Revenue from energy sold to contract customers increased by
$17 million, while merchant revenues declined by $38 million. Reduced unit availability due to
planned outages contributed to a 3% decline in generation. A new summer peak demand record was set
in 2006 which reset and increased capacity payments.
West: Results for 2007 reflect the acquisition of Dynegy, Inc.s 50% interest in West Coast Power
(WCP), which closed on March 31, 2006. Regional operating results also improved as capacity
revenues were favorably impacted by new tolling agreements executed by our Encina and El Segundo
units after the acquisition date.
Thermal: Current year results included an $18 million pre-tax gain from the January 2007 sale of
our Red Bluff and Chowchilla, California generation assets.
Corporate: First quarter 2006 results included other income of $67 million related to a settlement
agreement reached with an equipment manufacturer associated with turbine purchase agreements from
1999 and 2001. Last year also included $178 million of refinancing expenses associated with the
Texas Genco acquisition.
Liquidity and Capital Resources
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Table 2: Corporate Liquidity |
($ in millions) |
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March 31, 2007 |
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December 31, 2006(1) |
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March 31, 2006(1) |
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Unrestricted Cash |
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655 |
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795 |
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818 |
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Restricted Cash |
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49 |
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44 |
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67 |
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Total Cash |
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704 |
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839 |
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885 |
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Letter of Credit Availability |
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546 |
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533 |
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202 |
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Revolver Availability |
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822 |
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855 |
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846 |
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Total Current Liquidity |
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$ |
2,072 |
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$ |
2,227 |
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$ |
1,933 |
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(1) These amounts have not been restated for discontinued operations
Liquidity at March 31, 2007 was approximately $2.1 billion, down $155 million since December
31, 2006. The $135 million cash decrease during the quarter resulted from $106 million of cash from
operations inclusive of $120 million in collateral outflows and $114 million used to fund seasonal
movements in working capital. Investing activities included $29 million in proceeds from the sale
of Red Bluff and Chowchilla and $107 million in capital expenditures. Financing activities included
$103 million in cash used for common share purchases, $19 million in scheduled principal debt
repayments and $14 million in preferred dividend payments.
3
RepoweringNRG Update
Plants under Development
The originally planned RepoweringNRG development initiative continues on track. During the first
quarter, a number of RepoweringNRG projects made progress in permitting, site planning and other
critical development activities. However, some RepoweringNRG projects, including projects in
Connecticut and in Delaware are less likely to move forward as they have not been successful to
date in winning offtake mandates offered as part of requests for proposals sponsored by these
states.
Plants under Construction
260 MW of repowered gas-fueled capacity at NRGs Long Beach Generating Station remains on schedule
to be online by August 1, 2007 to support the anticipated summer
peak on the Southern California Edison and California
Independent System Operator systems. Total cash costs for the project are expected to be
approximately $73 million, with $22 million of capital expenditures incurred during this years
first quarter. In addition to the Long Beach project, the Company is proceeding with the repowering
project at the Cos Cob site in Connecticut. The project will add 40 megawatts of peaking capacity
at a cash cost of $18 million.
Development Expenses
During the first quarter 2007, NRG incurred approximately $23 million in costs associated with our
development efforts across all business units, but predominantly in Texas, to support the planned
STP nuclear generating station expansion as we prepare to submit the combined operating license
application to the Nuclear Regulatory Commission.
Comprehensive Capital Allocation Plan
With the successful implementation of its hedging strategy, the Company has created a strong and
stable earnings and cash flow profile. As a result, the Company is pursuing a refinancing plan
along with amendments to its Senior Credit facility to support and facilitate its capital
allocation strategy. Under the planned refinancing, NRG will become a wholly owned operating
company subsidiary (Opco) of a newly created holding company (Holdco). Holdco will borrow up to
$1 billion from the Term B market and pay the net proceeds to Opco as an equity contribution. Opco
will use the net proceeds for the prepayment of a portion of its existing Term B loan resulting in
no change to the Companys consolidated debt levels. Upon completion, the restricted payments
capacity under the Companys high yield bond indentures will increase by an amount equal to the
equity contribution from Holdco to Opco.
Planned
amendments to the Senior Credit Facility include a reduction in
pricing, a $150 million per year carve out
enabling a recurring common share cash dividend, additional flexibility to
invest in RepoweringNRG projects, and a commitment from the lenders to fund the Holdco loan. The
Company has obtained commitments for the Holdco financing from a number of financial institutions.
Further, in order to provide additional liquidity to the Companys common stock, the Companys
Board of Directors has approved a 2-for-1 stock split effected in the form of a stock dividend
payable on May 31, 2007. The stock split will entitle each stockholder of record at the close of
business on May 22, 2007, to receive one additional share for every common share held. The
4
number of common shares outstanding upon completion of the stock split will be approximately 242
million shares, excluding the impact of any additional share repurchases which may be completed by
the Company.
Contingent upon the successful implementation of the Holdco financing, which requires certain
regulatory approvals, and sufficient cash resources the Company plans to commence an annual common
share cash dividend of $0.50 per share, paid quarterly beginning in the first quarter 2008. In
addition to the cash dividend, the Company plans to continue with common share repurchase programs
from time to time even after the completion of the current share buyback. In light of the Companys
projected earnings and cash flow profile, the Company plans to target an annual return of capital
to shareholders, consisting of both fixed (dividend) and variable (share repurchase) components, of
approximately 3% per annum. In connection with the Companys previously announced share repurchase
program, $103 million of common share repurchases were completed during the first quarter 2007 at
an average price of $68.74 per share, leaving $165 million of authorized repurchases to be
completed. The Company expects to complete the remaining share repurchases in 2007.
The Capital Allocation Plan announced today reflects steadfast confidence in our business model
and our unwavering commitment to capital discipline, commented Robert C. Flexon, NRGs Executive
Vice President and Chief Financial Officer. All elements of our capital allocation
philosophyreinvestment, debt management, returning capital to shareholders, and
RepoweringNRGare covered by this plan.
Outlook
The Company is raising 2007 adjusted EBITDA guidance from $2,050 million to $2,150 million and cash
flow from operations guidance from $1,359 to $1,398 million to reflect the first quarter
performance, improving power prices and margins, and higher equity earnings due to the delay in the
sale of Gladstone. Free cash flow guidance is being increased from $879 million to $893 million.
Not all of the adjusted EBITDA guidance increase will flow through cash as a result of cash
collateral outflows that increased as the Company posted $25 million in cash to support hedges
which settle primarily in 2008. In addition, funds used for working capital are projected to
increase mainly due to voluntary pension funding in connection with recent pension legislation.
Capital expenditure estimates increased $18 million across the regions to support ongoing
maintenance and by $7 million in connection with our Cos Cob, Connecticut repowering.
5
Table 3: 2007 Reconciliation of Adjusted EBITDA Guidance ($ in millions)
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5/02/07 |
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2/28/07 |
Adjusted EBITDA, including MTM |
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$ |
2,356 |
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$ |
2,221 |
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MtM adjustment |
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206 |
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171 |
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Adjusted EBITDA Guidance |
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2,150 |
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2,050 |
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Interest payments |
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(624 |
) |
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(634 |
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Income tax |
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(15 |
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(15 |
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Collateral payments |
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(71 |
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(49 |
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Working capital/other changes |
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(42 |
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7 |
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Cash flow from operations |
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$ |
1,398 |
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$ |
1,359 |
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Capital Expenditures: |
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Maintenance and environmental |
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(370 |
) |
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(352 |
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RepoweringNRG |
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(80 |
) |
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(73 |
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Preferred Dividends |
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(55 |
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(55 |
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Free cash flow |
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$ |
893 |
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$ |
879 |
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Earnings Conference Call
On May 2, 2007, NRG will host a conference call at 9:00 a.m. eastern to discuss these results. To
access the live web cast and accompanying slide presentation, log on to NRGs website at
http://www.nrgenergy.com and click on Investors. To participate in the call, dial
866.585.6398. International callers should dial 416.849.9626. Participants should dial in or log on
approximately five minutes prior to the scheduled start time.
The call will be available for replay shortly after completion of the live event on the Investors
section of the NRG website.
About NRG
A Fortune 500 company, NRG Energy, Inc. owns and operates a diverse portfolio of power-generating
facilities, primarily in Texas and the Northeast, South Central and West regions of the United
States. Its operations include baseload, intermediate, peaking, and cogeneration and thermal energy
production facilities. NRG also has ownership interests in generating facilities in Australia,
Germany and Brazil.
Safe Harbor Disclosure
This news release contains forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking
statements are subject to certain risks, uncertainties and assumptions and include our adjusted
EBITDA, cash flow from operations and free cash flow guidance, the timing and completion of
RepoweringNRG projects, our Comprehensive Capital Allocation Plan, expected earnings, future growth
and financial performance, 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, general
economic conditions, hazards customary in the power industry, weather conditions, competition in
wholesale power markets, the volatility of energy and fuel prices, failure of customers to perform
under contracts, changes in the wholesale power markets, changes in government regulation of
markets and of environmental emissions, the condition of capital markets generally, our ability to
access capital markets, unanticipated outages at our generation facilities, adverse results in
current and future litigation, the inability to implement value enhancing improvements to plant
operations and companywide
6
processes, and our ability to achieve the expected benefits and timing of our RepoweringNRG
projects and our Comprehensive Capital Allocation Plan.
NRG undertakes no obligation to update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise. The adjusted EBITDA guidance and cash flow
from operations are estimates as of todays date, May 2, 2007 and are based on assumptions believed
to be reasonable as of this date. NRG expressly disclaims any current intention to update such
guidance. The foregoing review of factors that could cause NRGs actual results to differ
materially from those contemplated in the forward-looking statements included in this news release
should be considered in connection with information regarding risks and uncertainties that may
affect NRGs future results included in NRGs filings with the Securities and Exchange Commission
at www.sec.gov.
# # #
More information on NRG is available at www.nrgenergy.com
Contacts:
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Media:
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Investors:
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Meredith Moore
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Nahla Azmy
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609.524.4522 |
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609.524.4526 |
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Lori Neuman
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Kevin Kelly
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609.524.4525 |
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609.524.4527 |
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7
NRG ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
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(In millions except per share amounts) |
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Three months ended March 31, |
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2007 |
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2006 |
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Operating Revenues |
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Total operating revenues |
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$ |
1,310 |
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$ |
1,043 |
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Operating Costs and Expenses |
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Cost of operations |
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784 |
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659 |
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Depreciation and amortization |
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161 |
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118 |
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General and administrative |
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86 |
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57 |
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Development costs |
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23 |
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Total operating costs and expenses |
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1,054 |
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834 |
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Gain on sale of assets |
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17 |
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Operating Income |
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273 |
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209 |
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Other Income/(Expense) |
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Equity in earnings of unconsolidated affiliates |
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13 |
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21 |
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Write down of equity method investments |
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(3 |
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Other income, net |
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16 |
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80 |
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Refinancing expenses |
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(178 |
) |
Interest expense |
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(181 |
) |
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(115 |
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Total other expenses |
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(152 |
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(195 |
) |
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Income From Continuing Operations Before Income Taxes |
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121 |
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14 |
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Income tax expense/(benefit) |
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56 |
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(1 |
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Income From Continuing Operations |
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65 |
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15 |
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Income on Discontinued Operations, net of Income Taxes |
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11 |
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Net Income |
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$ |
65 |
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$ |
26 |
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Preference stock dividends |
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14 |
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10 |
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Income Available for Common Stockholders |
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$ |
51 |
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$ |
16 |
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Weighted Average Number of Common Shares Outstanding
Basic |
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122 |
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117 |
|
Income From Continuing Operations
per Weighted Average Common Share Basic |
|
$ |
0.42 |
|
|
$ |
0.04 |
|
Income From Discontinued Operations
per Weighted Average Common Share Basic |
|
|
|
|
|
|
0.09 |
|
Net Income per Weighted Average Common Share Basic |
|
|
0.42 |
|
|
|
0.13 |
|
Weighted Average Number of Common Shares Outstanding
Diluted |
|
|
135 |
|
|
|
119 |
|
Income From Continuing Operations
per Weighted Average Common Share Diluted |
|
|
0.41 |
|
|
|
0.04 |
|
Income From Discontinued Operations
per Weighted Average Common Share Diluted |
|
|
|
|
|
|
0.09 |
|
Net Income per Weighted Average Common Share Diluted |
|
$ |
0.41 |
|
|
$ |
0.13 |
|
|
8
NRG ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
|
|
|
|
|
|
|
|
|
|
|
March 31, 2007 |
|
|
December 31, 2006 |
|
(in millions, except shares and par value) |
|
(unaudited) |
|
|
|
|
|
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
655 |
|
|
$ |
795 |
|
Restricted cash |
|
|
49 |
|
|
|
44 |
|
Accounts receivable, less allowance for doubtful accounts of $1 and $1 |
|
|
409 |
|
|
|
372 |
|
Inventory |
|
|
400 |
|
|
|
421 |
|
Derivative instruments valuation |
|
|
854 |
|
|
|
1,230 |
|
Deferred income taxes |
|
|
43 |
|
|
|
|
|
Prepayments and other current assets |
|
|
259 |
|
|
|
221 |
|
|
Total current assets |
|
|
2,669 |
|
|
|
3,083 |
|
|
Property, plant and equipment, net of accumulated depreciation of $1,159 and $984 |
|
|
11,521 |
|
|
|
11,600 |
|
|
Other Assets |
|
|
|
|
|
|
|
|
Equity investments in affiliates |
|
|
361 |
|
|
|
344 |
|
Notes receivable and capital lease, less current portion |
|
|
476 |
|
|
|
479 |
|
Goodwill |
|
|
1,787 |
|
|
|
1,789 |
|
Intangible assets, net of accumulated amortization of $292 and $259 |
|
|
958 |
|
|
|
981 |
|
Nuclear decommissioning trust fund |
|
|
357 |
|
|
|
352 |
|
Derivative instruments valuation |
|
|
187 |
|
|
|
439 |
|
Deferred income taxes |
|
|
27 |
|
|
|
27 |
|
Other non-current assets |
|
|
256 |
|
|
|
262 |
|
Intangible assets held-for-sale |
|
|
112 |
|
|
|
79 |
|
|
Total other assets |
|
|
4,521 |
|
|
|
4,752 |
|
|
Total Assets |
|
$ |
18,711 |
|
|
$ |
19,435 |
|
|
LIABILITIES AND STOCKHOLDERS EQUITY |
|
|
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
|
|
Current portion of long-term debt and capital leases |
|
$ |
129 |
|
|
$ |
130 |
|
Accounts payable |
|
|
295 |
|
|
|
332 |
|
Derivative instruments valuation |
|
|
824 |
|
|
|
964 |
|
Deferred income taxes |
|
|
|
|
|
|
164 |
|
Accrued expenses and other current liabilities |
|
|
320 |
|
|
|
442 |
|
|
Total current liabilities |
|
|
1,568 |
|
|
|
2,032 |
|
|
Other Liabilities |
|
|
|
|
|
|
|
|
Long-term debt and capital leases |
|
|
8,637 |
|
|
|
8,647 |
|
Nuclear decommissioning reserve |
|
|
280 |
|
|
|
289 |
|
Nuclear decommissioning trust liability |
|
|
335 |
|
|
|
324 |
|
Deferred income taxes |
|
|
623 |
|
|
|
554 |
|
Derivative instruments valuation |
|
|
418 |
|
|
|
351 |
|
Out-of-market contracts |
|
|
839 |
|
|
|
897 |
|
Other non-current liabilities |
|
|
437 |
|
|
|
435 |
|
|
Total non-current liabilities |
|
|
11,569 |
|
|
|
11,497 |
|
|
Total Liabilities |
|
|
13,137 |
|
|
|
13,529 |
|
|
Minority Interest |
|
|
1 |
|
|
|
1 |
|
3.625% Convertible perpetual preferred stock (at liquidation value, net of issuance costs) |
|
|
247 |
|
|
|
247 |
|
Commitments and Contingencies |
|
|
|
|
|
|
|
|
Stockholders Equity |
|
|
|
|
|
|
|
|
Preferred stock (at liquidation value, net of issuance costs) |
|
|
892 |
|
|
|
892 |
|
Common Stock |
|
|
1 |
|
|
|
1 |
|
Additional paid-in capital |
|
|
4,469 |
|
|
|
4,476 |
|
Retained earnings |
|
|
790 |
|
|
|
739 |
|
Less treasury stock, at cost 16,300,581 and 14,800,581 shares |
|
|
(835 |
) |
|
|
(732 |
) |
Accumulated other comprehensive income |
|
|
9 |
|
|
|
282 |
|
|
Total Stockholders Equity |
|
|
5,326 |
|
|
|
5,658 |
|
|
Total Liabilities and Stockholders Equity |
|
$ |
18,711 |
|
|
$ |
19,435 |
|
|
9
NRG ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
|
|
|
|
|
|
|
|
|
(In millions) |
|
|
|
|
Three months ended March 31, |
|
2007 |
|
2006 |
|
Cash Flows from Operating Activities |
|
|
|
|
|
|
|
|
Net income |
|
$ |
65 |
|
|
$ |
26 |
|
Adjustments to reconcile net income to net cash provided by operating activities |
|
|
|
|
|
|
|
|
Distributions less than equity in earnings of unconsolidated affiliates |
|
|
(10 |
) |
|
|
(12 |
) |
Depreciation and amortization of nuclear fuel |
|
|
174 |
|
|
|
125 |
|
Amortization and write-off of financing costs and debt discount/premiums |
|
|
9 |
|
|
|
57 |
|
Amortization of intangibles and out-of-market contracts |
|
|
(29 |
) |
|
|
9 |
|
Changes in deferred income taxes |
|
|
47 |
|
|
|
46 |
|
Changes in nuclear decommissioning trust liability |
|
|
9 |
|
|
|
(3 |
) |
Changes in derivatives |
|
|
90 |
|
|
|
(21 |
) |
Changes in collateral deposits supporting energy risk management activities |
|
|
(120 |
) |
|
|
230 |
|
Gain on sale of assets |
|
|
(17 |
) |
|
|
|
|
Gain on legal settlement |
|
|
|
|
|
|
(67 |
) |
Gain on sale of discontinued operations |
|
|
|
|
|
|
(10 |
) |
Gain on sale of emission allowances |
|
|
(5 |
) |
|
|
(59 |
) |
Amortization of unearned equity compensation |
|
|
7 |
|
|
|
3 |
|
Write down of equity method investments |
|
|
|
|
|
|
3 |
|
Cash provided/(used) by changes in other working capital, net of acquisition and disposition affects |
|
|
(114 |
) |
|
|
15 |
|
|
Net Cash Provided by Operating Activities |
|
|
106 |
|
|
|
342 |
|
|
Cash Flows from Investing Activities |
|
|
|
|
|
|
|
|
Acquisition of Texas Genco LLC, net of cash acquired |
|
|
|
|
|
|
(4,263 |
) |
Acquisition of WCP, net of cash acquired |
|
|
|
|
|
|
(25 |
) |
Capital expenditures |
|
|
(107 |
) |
|
|
(35 |
) |
Increase in restricted cash , net |
|
|
(5 |
) |
|
|
(3 |
) |
Decrease in notes receivable |
|
|
9 |
|
|
|
8 |
|
Purchases of emission allowances |
|
|
(61 |
) |
|
|
(15 |
) |
Proceeds from sale of emission allowances |
|
|
32 |
|
|
|
68 |
|
Investments in nuclear decommissioning trust fund securities |
|
|
(68 |
) |
|
|
(42 |
) |
Proceeds from sales of nuclear decommissioning trust fund securities |
|
|
59 |
|
|
|
45 |
|
Proceeds from sale of assets |
|
|
29 |
|
|
|
|
|
Proceeds from sale of investments |
|
|
|
|
|
|
45 |
|
Proceeds from sale of discontinued operations |
|
|
|
|
|
|
15 |
|
|
Net Cash Used by Investing Activities |
|
|
(112 |
) |
|
|
(4,202 |
) |
|
Cash Flows from Financing Activities |
|
|
|
|
|
|
|
|
Payment of dividends to preferred stockholders |
|
|
(14 |
) |
|
|
(10 |
) |
Payment of financing element of acquired derivatives |
|
|
|
|
|
|
(29 |
) |
Payment for treasury stock |
|
|
(103 |
) |
|
|
|
|
Funded letter of credit |
|
|
|
|
|
|
350 |
|
Proceeds from issuance of common stock, net of issuance costs |
|
|
|
|
|
|
986 |
|
Proceeds from issuance of preferred shares, net of issuance costs |
|
|
|
|
|
|
486 |
|
Proceeds from issuance of long-term debt |
|
|
|
|
|
|
7,175 |
|
Payment of deferred debt issuance costs |
|
|
|
|
|
|
(164 |
) |
Payments for short and long-term debt |
|
|
(19 |
) |
|
|
(4,623 |
) |
|
Net Cash Provided/(Used) by Financing Activities |
|
|
(136 |
) |
|
|
4,171 |
|
|
Change in Cash from Discontinued Operations |
|
|
|
|
|
|
(17 |
) |
Effect of Exchange Rate Changes on Cash and Cash Equivalents |
|
|
2 |
|
|
|
1 |
|
|
Net Increase/(Decrease) in Cash and Cash Equivalents |
|
|
(140 |
) |
|
|
295 |
|
Cash and Cash Equivalents at Beginning of Period |
|
|
795 |
|
|
|
493 |
|
|
Cash and Cash Equivalents at End of Period |
|
$ |
655 |
|
|
$ |
788 |
|
|
10
Appendix Table A-1: First Quarter 2007 Regional EBITDA Reconciliation
The following table summarizes the calculation of adjusted EBITDA and provides a reconciliation to
net income/(loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(dollars in millions) |
|
Northeast |
|
|
South Central |
|
|
Texas |
|
|
West |
|
|
International |
|
|
Thermal |
|
|
Corporate |
|
|
Total |
|
|
Net Income (Loss) |
|
|
38 |
|
|
|
10 |
|
|
|
60 |
|
|
|
5 |
|
|
|
17 |
|
|
|
23 |
|
|
|
(88 |
) |
|
|
65 |
|
|
Plus: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Tax |
|
|
|
|
|
|
|
|
|
|
53 |
|
|
|
|
|
|
|
7 |
|
|
|
|
|
|
|
(4 |
) |
|
|
56 |
|
Interest Expense |
|
|
14 |
|
|
|
11 |
|
|
|
47 |
|
|
|
|
|
|
|
7 |
|
|
|
2 |
|
|
|
91 |
|
|
|
172 |
|
Amortization of Finance Costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7 |
|
|
|
7 |
|
Amortization of Debt (Discount)/Premium |
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
Depreciation Expense |
|
|
25 |
|
|
|
17 |
|
|
|
114 |
|
|
|
|
|
|
|
1 |
|
|
|
3 |
|
|
|
1 |
|
|
|
161 |
|
Amortization of Power Contracts |
|
|
|
|
|
|
(5 |
) |
|
|
(47 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(52 |
) |
Amortization of Fuel Contracts |
|
|
|
|
|
|
|
|
|
|
14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
14 |
|
Amortization of Emission Allowances |
|
|
|
|
|
|
|
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10 |
|
|
EBITDA |
|
|
77 |
|
|
|
35 |
|
|
|
251 |
|
|
|
5 |
|
|
|
32 |
|
|
|
28 |
|
|
|
7 |
|
|
|
435 |
|
|
Gain on Asset Sale of Red Bluff & Chowchilla |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(18 |
) |
|
|
|
|
|
|
(18 |
) |
|
Adjusted EBITDA |
|
|
77 |
|
|
|
35 |
|
|
|
251 |
|
|
|
5 |
|
|
|
32 |
|
|
|
10 |
|
|
|
7 |
|
|
|
417 |
|
Appendix Table A-2: First Quarter 2006 Regional EBITDA Reconciliation
The following table summarizes the calculation of adjusted EBITDA and provides a reconciliation to
net income/(loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(dollars in millions) |
|
Northeast |
|
|
South Central |
|
|
Texas |
|
|
West |
|
|
International |
|
|
Thermal |
|
|
Corporate |
|
|
Total |
|
|
Net Income (Loss) |
|
|
132 |
|
|
|
28 |
|
|
|
18 |
|
|
|
(2 |
) |
|
|
23 |
|
|
|
4 |
|
|
|
(177 |
) |
|
|
26 |
|
|
Plus: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Tax |
|
|
|
|
|
|
|
|
|
|
(25 |
) |
|
|
(2 |
) |
|
|
9 |
|
|
|
|
|
|
|
17 |
|
|
|
(1 |
) |
Interest Expense |
|
|
19 |
|
|
|
14 |
|
|
|
26 |
|
|
|
|
|
|
|
2 |
|
|
|
2 |
|
|
|
45 |
|
|
|
108 |
|
Amortization of Finance Costs |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4 |
|
|
|
5 |
|
Amortization of Debt (Discount)/Premium |
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
Refinancing Expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
178 |
|
|
|
178 |
|
Depreciation Expense |
|
|
22 |
|
|
|
16 |
|
|
|
74 |
|
|
|
|
|
|
|
1 |
|
|
|
3 |
|
|
|
2 |
|
|
|
118 |
|
Amortization of Power Contracts |
|
|
|
|
|
|
(4 |
) |
|
|
(41 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(45 |
) |
Amortization of Fuel Contracts |
|
|
|
|
|
|
|
|
|
|
28 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
28 |
|
Amortization of Emission Allowances |
|
|
7 |
|
|
|
2 |
|
|
|
13 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2 |
) |
|
|
20 |
|
|
EBITDA |
|
|
181 |
|
|
|
58 |
|
|
|
93 |
|
|
|
(4 |
) |
|
|
35 |
|
|
|
9 |
|
|
|
67 |
|
|
|
439 |
|
(Income)/Loss from Discontinued Operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1 |
) |
|
|
|
|
|
|
(10 |
) |
|
|
(11 |
) |
Acquisition Integration Costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
2 |
|
Audrain Asset Sale Adjustment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
2 |
|
Legal
Settlement |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(67 |
) |
|
|
(67 |
) |
Write Down
on Sale of Equity Method Investment |
|
|
0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3 |
|
|
|
3 |
|
|
Adjusted EBITDA |
|
|
181 |
|
|
|
58 |
|
|
|
93 |
|
|
|
(4 |
) |
|
|
34 |
|
|
|
9 |
|
|
|
(3 |
) |
|
|
368 |
|
|
11
Appendix Table A-3: First Quarter 2006 Cash from Operations reconciliation
The
following table provides a reconciliation of cash flow from operations to adjusted cash
flow from operations
|
|
|
|
|
|
|
Q1 2006 |
|
|
|
|
|
Cash Flow from Operations |
|
$ |
342 |
|
|
|
|
|
|
Reclassification of payment of financing element of acquired derivatives |
|
|
(29 |
) |
|
|
|
|
|
Adjusted Cash Flow from Operations |
|
$ |
313 |
|
EBITDA, adjusted EBITDA and adjusted net income are nonGAAP financial measures. These
measurements are not recognized in accordance with GAAP and should not be viewed as an alternative
to GAAP measures of performance. The presentation of adjusted EBITDA and adjusted net income should
not be construed as an inference that NRGs future results will be unaffected by unusual or
non-recurring items.
EBITDA represents net income before interest, taxes, depreciation and amortization. EBITDA is
presented because NRG considers it an important supplemental measure of its performance and
believes debt-holders frequently use EBITDA to analyze operating performance and debt service
capacity. EBITDA has limitations as an analytical tool, and you should not consider it in
isolation, or as a substitute for analysis of our operating results as reported under GAAP. Some of
these limitations are:
|
|
|
EBITDA does not reflect cash expenditures, or future requirements for capital
expenditures, or contractual commitments; |
|
|
|
|
EBITDA does not reflect changes in, or cash requirements for, working capital needs; |
|
|
|
|
EBITDA does not reflect the significant interest expense, or the cash requirements
necessary to service interest or principal payments, on debts; |
|
|
|
|
Although depreciation and amortization are non-cash charges, the assets being depreciated
and amortized will often have to be replaced in the future, and EBITDA does not reflect any
cash requirements for such replacements; and |
|
|
|
|
Other companies in this industry may calculate EBITDA differently than NRG does, limiting
its usefulness as a comparative measure. |
Because of these limitations, EBITDA should not be considered as a measure of discretionary cash
available to use to invest in the growth of NRGs business. NRG compensates for these limitations
by relying primarily on our GAAP results and using EBITDA and adjusted EBITDA only supplementally.
See the statements of cash flow included in the financial statements that are a part of this news
release.
Adjusted EBITDA is presented as a further supplemental measure of operating performance. Adjusted
EBITDA represents EBITDA adjusted for reorganization, restructuring, impairment and corporate
relocation charges, discontinued operations, and write downs and gains or losses on the sales of
equity method investments; factors which we do not consider indicative of future operating
performance. The reader is encouraged to evaluate each adjustment and the reasons NRG considers it
appropriate for supplemental analysis. As an analytical tool, adjusted EBITDA is subject to all of
the limitations applicable to EBITDA. In addition, in evaluating adjusted EBITDA, the reader should
be aware that in the future NRG may incur expenses similar to the adjustments in this news release.
Free cash flow is cash flow from operations less capital expenditures and preferred stock dividends
and is used by NRG predominantly as a forecasting tool to estimate cash available for debt
reduction and other capital allocation alternatives. The reader is encouraged to evaluate each
adjustment and the reasons NRG considers it appropriate for supplemental analysis. Because we have
mandatory debt service requirements (and other non-discretionary expenditures) investors should not
rely on free cash flow as a measure of cash available for discretionary expenditures. In addition,
in evaluating free cash flow, the reader should be aware that in the future NRG may incur expenses
similar to the adjustments in this news release.
12