FORM 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
Date of report (Date of earliest event reported) May 1, 2008
NRG Energy, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(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) |
609-524-4500
(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))
Item 2.02 Results of Operations and Financial Condition
On
May 1, 2008, NRG Energy, Inc. issued a press release announcing its financial results for
the quarter ended March 31, 2008. 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 1, 2008 |
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 1, 2008
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 1, 2008 |
EX-99.1
Exhibit 99.1
FOR IMMEDIATE RELEASE
NRG Energy, Inc. Reports First Quarter 2008 Results
First Quarter Highlights:
Financial Highlights
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$525 million of adjusted EBITDA, compared to $500 million in first quarter 2007, net of
mark-to-market (MtM) impacts; |
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§ |
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$60 million of cash flow from operations, including $150 million cash collateral outflow; |
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$143 million of first-lien debt repaid under the Term Loan B; |
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$55 million expended in the repurchase of 1.3 million common shares; and |
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NRG affirms 2008 adjusted EBITDA and cash flow from operations guidance. |
Portfolio Highlights
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$288 million in cash proceeds from the sale of Itiquira Energetica S.A. (ITISA). |
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$300 million investment agreement with Toshiba in Nuclear Innovation North America LLC. |
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28 million megawatt-hours (MWh) of incremental baseload hedges added 2009-2013. |
PRINCETON, NJ; (May 1, 2008)NRG Energy, Inc. (NYSE: NRG) today reported income from continuing
operations for the three months ended March 31, 2008 of $48 million, or $0.14 per diluted common
share, compared to $61 million, or $0.19 per diluted common share, for the first quarter last year.
Operating income was $250 million for the first three months of 2008, unchanged in comparison to
2007 excluding a gain on sale of assets during that period. Strong plant performance and higher
capacity revenues during the current quarter more than offset lower 2008 average hedged contract
prices. The quarter included an unfavorable mark-to-market (MtM) impact of asset backed economic
hedges as more fully described below.
Adjusted EBITDA, excluding MtM impacts, was $525 million for the first quarter 2008 compared to
$500 million in the prior years first quarter. An outstanding performance by NRGs South Central
region in the areas of plant operations, cost containment, and commodity price risk management led
to an 80% increase in the regions adjusted EBITDA from $35 million in the first quarter 2007 to
$63 million in the first quarter 2008. Additionally, aggregate capacity revenues rose nearly 27%
during the quarter compared to the previous year as NRG benefited from new capacity markets in the
Northeast region, higher bilateral capacity contract revenues in Texas, and the contribution from
last years successfully repowered Long Beach power station. These favorable impacts were partially
offset by lower energy margins in the Northeast and Texas regions mainly due to a decline in
average contract prices accompanied by higher fuel costs.
Cash flow from operations was $60 million during the first quarter 2008 compared to $106 million in
the same period the prior year and reflects the impact of $150 million in cash collateral postings
versus $120 million in 2007. After adjusting both quarters to exclude the impact of cash collateral
postings, cash flow from operations for the first quarter of this year was $210 million, a $16
million decrease from $226 million in the prior years first quarter. This decline was primarily
attributable to
1
the timing of interest payments in 2007 compared to 2008 related to the debt incurred with the
Hedge Reset transaction.
Excellent plant performance during the first quarter 2008 contributed to the increased generation
from our baseload units. South Centrals forced outage rate for the first quarter was 1.6% versus
2.5% during the same period last year. The Texas region continued its outstanding performance with
a forced outage rate of 1.7% during the quarter. Included in the Texas results is South Texas
Project which achieved its 12th consecutive quarter of no forced outages. The Northeast
region also substantially improved plant reliability across the fleet.
Led by the South Central region, the Company turned in an exceptionally strong operating
performance, said David Crane, NRG President and Chief Executive Officer. Building on that
operating performance, our Commercial Operations team successfully navigated volatile and
occasionally illiquid commodity markets during the quarter to add significant hedges at value to
our 2009-2013 baseload contract position.
Portfolio Highlights
Incremental Baseload Hedges Added
Year to date, the Company added a substantial number of energy hedges on its baseload portfolio.
Higher natural gas prices and volatility provided the opportunity to lock in higher dark spreads,
bringing our power and fuel hedges more closely in line with one another through 2013. The power
hedges added for 2009 through 2013, which are the equivalent of over 28 million MWh, constitute
approximately 9% of our baseload generation. Substantially all of the hedges were executed under
our first-lien collateral structure and therefore do not require the use of the Companys
liquidity.
Completed Itiquira Energetica S.A. Sale
On April 28, 2008, NRG closed the previously announced sale of Itiquira Energetica S.A.
(ITISA) to Brookfield Power Inc. and received approximately $288 million in cash proceeds.
The sale process will remove approximately $153 million of assets, including $53 million of cash,
and $116 million of liabilities, including approximately $61 million of debt, that are classified
as discontinued assets and liabilities on the condensed consolidated balance sheets as of March 31,
2008 and December 31, 2007. NRG expects to recognize a pre-tax gain of approximately $250 million,
subject to a purchase price adjustment to be finalized within 90 days of the sale date.
Formed Nuclear Innovation North America LLC
On March 25, 2008, NRG announced the formation of Nuclear Innovation North America LLC (NINA) a
development company focused on marketing, siting, financing and investing in new advanced design
nuclear projects in select markets across North America. To facilitate NINAs future development of
the STP units 3 & 4 project, NRG contributed its development rights in the project to wholly owned
subsidiaries of NINA. NINA will be focused only on developing new nuclear units at the site and
will not be involved in the ownership or operations of the existing STP units 1 & 2.
Toshiba Corporation, or Toshiba, which will serve as the prime contractor on all of NINAs
projects, has agreed to invest up to $300 million over the next six years in exchange for a 12%
interest in NINA. Half of this investment will be used to fund development activities related to
STP 3 & 4 while the other half will be targeted towards developing and deploying additional
Advanced
2
Boiling Water Reactor projects in North America with other potential partners. Toshiba is also
extending pre-negotiated Engineering, Procurement and Construction terms to NINA for two
additional, two-unit nuclear projects under similar terms being offered for the STP 3 & 4
development.
Regional Segment Review of Results
Table 1: Three Months Income (Loss) from Continuing Operations
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Income (Loss) from |
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Continuing Operations |
($ in millions) |
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before Taxes |
Three months ending |
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3/31/08 |
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3/31/07 |
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Texas |
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67 |
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113 |
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Northeast |
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59 |
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38 |
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South Central |
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39 |
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10 |
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West |
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12 |
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5 |
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International |
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24 |
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19 |
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Thermal |
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5 |
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23 |
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Corporate and Eliminations (1) |
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(104 |
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(92 |
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Total |
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102 |
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116 |
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Less: MtM forward position accruals (2) |
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(115 |
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(79 |
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Add: Prior Period MtM reversals (3) |
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10 |
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57 |
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Less: Hedge ineffectiveness (4) |
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(45 |
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44 |
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Total net of MtM Impacts |
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272 |
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208 |
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(1) |
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Includes interest and refinancing expenses of $92 million and $98
million for 2008 and 2007, respectively. |
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(2) |
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Represents net domestic MtM gains/(losses) on economic hedges that
do not qualify for hedge accounting treatment. |
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(3) |
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Represents the reversal of MtM gains/(losses) previously recognized
on economic hedges that do not qualify for hedge accounting treatment. |
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(4) |
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Represents ineffectiveness gains/(losses) due to a change in
correlation, predominately between natural gas and power prices, on economic hedges
that qualify for hedge accounting treatment. |
Table 2: Adjusted EBITDA from Continuing Operations, net of MtM impacts
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($ in millions) |
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Three Months Ended |
Segment |
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3/31/08 |
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3/31/07 |
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Texas |
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292 |
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292 |
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Northeast |
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132 |
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128 |
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South Central |
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63 |
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35 |
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West |
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17 |
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5 |
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International |
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24 |
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23 |
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Thermal |
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9 |
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10 |
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Corporate |
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(12 |
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7 |
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Adjusted EBITDA, net of MtM(1) Impacts |
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525 |
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500 |
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(1) |
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Excludes net domestic forward MtM gains/(losses), reversals of
prior period net MtM gains/ (losses), and hedge ineffectiveness gains/(losses)
on economic hedges as shown in Table 1 above. Detailed adjustments by region
are shown in Appendix A. |
3
MtM Impacts of Hedging 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 generation 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 2008, we recorded a $115 million forward net
domestic MtM loss representing the decrease in fair value of forward sales contracts of electricity
and fuel, compared to a $79 million net domestic MtM loss recorded in the first quarter 2007. The
2008 MtM impacts from hedging activities also included a $45 million loss from hedge
ineffectiveness compared to a $44 million ineffectiveness gain in 2007 related to the Companys
Texas region due to a change in the short-term correlation between natural gas and power prices.
The long-term gas and power price correlation, however, remains highly effective.
Texas: Income from continuing operations for the first quarter 2008 decreased $46 million from the
first quarter 2007. This decline was driven by hedge ineffectiveness along with an unrealized
pre-tax loss on an energy hedge contract related to NRGs interest in the Sherbino Wind Farm.
Texas region adjusted EBITDA, excluding of MTM impacts, was $292 million in the first quarter 2008,
unchanged from last years performance in spite of a $2 per MWh decline in average contract prices
from legacy hedge contracts and increased fuel costs. Fuel costs increased over last years first
quarter driven primarily by a $10 million increase in natural gas costs stemming from a $1.60/MMBtu
rise in average gas prices and an $18 million increase in baseload fuel costs due to a one-time $15
million reserve related to the settlement of a coal contract dispute. Additionally, purchased power
and ancillary service costs rose by $10 million reflective of an increase in the market price of
purchased power during unplanned outages at the Companys baseload plants and for ERCOT fee
increases effective June 2007. The negative impact of these items was offset by a $9 million
increase in capacity and energy revenues, a $13 million rise in other revenues mainly due to
increased emission credit sales, and a $17 million reduction in development costs. The reduction in
development costs resulted primarily from the recording of such expenditures for STP 3 & 4 as
capital rather than expense effective January 1, 2008 following the docketing of the Companys
Combined Operating License Application with the Nuclear Regulatory Commission.
Northeast: The Northeast regions income from continuing operations in comparison to the first
quarter of last year was favorably impacted by hedging activities, while adjusted EBITDA, excluding
MtM impacts, improved slightly as increased capacity revenues more than offset reduced energy
margins. Capacity revenues increased by $27 million or 50% quarter-over-quarter, led by a $15
million increase in PJM capacity revenues following the June 2007 introduction of the RPM capacity
market. Capacity revenues also benefited from a new RMR agreement on the Companys Norwalk Harbor
facility as well as profitable hedges on capacity positions in New York. Energy margins decreased a
total of $22 million as higher energy prices drove a $25 million improvement in merchant energy
margins while those same increases in energy prices contributed to a $15 million reduction in net
contract margins on load obligations and a $31 million decrease in the settled value of asset
backed and cash flow hedges.
South Central: Income from continuing operations for the quarter increased by $29 million compared
to the first quarter 2007 as improved plant availability, lower operating costs and higher merchant
energy sales all benefited the region. Adjusted EBITDA rose by a similar amount, $28 million,
representing an 80% improvement over first quarter 2007. Higher plant availability drove a 12%
increase in coal generation at the Companys Big Cajun II facility, which contributed to an
increase in merchant energy sales of $9 million and a reduction in purchased energy of $4 million
4
compared to 2007. Capacity revenues increased $5 million over last year, mainly due to the
establishment of new co-op capacity peaks last summer. A $6 million reduction in franchise tax
drove an $8 million reduction in other operating expenses in comparison with the first quarter of
2007.
West: The regions income from continuing operations more than doubled to $12 million for the first
quarter 2008, and adjusted EBITDA more than tripled to $17 million during the same quarter as a new
Resource Adequacy contract on the companys El Segundo facility, and a new tolling agreement on the
regions repowered Long Beach facility led to a $12 million increase in capacity revenues.
Thermal: Thermal income from continuing operation was $5 million for the first quarter 2008, a
reduction of $18 million compared to the first quarter 2007. This difference is due to the impact
of an $18 million pre-tax gain on the Thermal units first quarter 2007 results from the sale of
our Red Bluff and Chowchilla generation facilities in January 2007.
Liquidity and Capital Resources
Table 3: Corporate Liquidity
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($ in millions) |
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March 31, 2008 |
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December 31, 2007 |
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Unrestricted Cash |
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834 |
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1,132 |
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Restricted Cash |
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39 |
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29 |
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Total Cash |
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873 |
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1,161 |
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Letter of Credit Availability |
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471 |
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557 |
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Revolver Availability |
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997 |
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997 |
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Total Current Liquidity |
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2,341 |
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2,715 |
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Liquidity at March 31, 2008 was approximately $2.3 billion, down $374 million since December 31,
2007 driven by a $288 million decrease in cash and an $86 million decrease in Letter of Credit
availability. The $288 million cash decrease during the quarter resulted primarily from $154
million in debt repayments, which include a $143 million payment to first lien lenders pursuant to
the mandatory Excess Cash Flow Offer under the Term Loan B, $55 million in stock repurchases under
the Companys previously announced 2008 Capital Allocation Program, $14 million for payment of
preferred dividends, and $164 million for capital expenditures during the quarter. These cash
outflows were partially offset by positive cash flow from operations of $60 million, proceeds from
the sale of excess emission allowances of $31 million and proceeds from other asset sales of $12
million. The decrease in Letter of Credit Availability of $86 million is due to the issuance of an
$87 million letter of credit to support NRGs capital contribution commitment to the Sherbino Wind
Farm equity investment.
RepoweringNRG Update
El Segundo Energy Center LLC
On March 7, 2008, NRG, through its wholly owned subsidiary, El Segundo Energy Center LLC, executed
a 10-year tolling agreement with Southern California Edison. Pre-construction activities, including
a $10 million non-refundable deposit to the equipment provider to meet the construction
schedule, started shortly thereafter on a 550 MW rapid response combined cycle facility in El
Segundo, California. The project is scheduled to reach commercial operation by June 1, 2011.
GenConn Energy LLC
On March 3, 2008, GenConn Energy LLC, or GenConn, a 50/50 joint venture vehicle of NRG and The
United Illuminating Company, submitted a binding bid to the Connecticut Department of
5
Public Utility Control (DPUC) for new peaking generation facilities in Connecticut subject to a
regulated long-term contract. In its bid, GenConn proposed four different options providing from
196 MW to 490 MW of new generation at as many as three different sites owned by NRG. Both the
prosecutorial staff of the DPUC, an office within the DPUC that was formed to independently
evaluate the proposals, and the Connecticut Office of Consumer Counsel, have recommended portfolios
of facilities that include from 196 MW to 392 MW of generation from GenConn. The DPUC is expected
to select the winning proposal or combination of proposals by July 2008.
Plants under Construction
Of the four projects NRG has under construction, three (Cos Cob, Sherbino Wind Farm and Elbow Creek
Wind Farm) broke ground during the first quarter.
Cos Cob, which will add 40 MW of peaking capacity in the NEPOOL market, is scheduled to be
completed on June 1, 2008 at a cash cost of $18 million.
On February 1, 2008, NRG, through its wholly owned subsidiary, NRG Sherbino LLC, entered into a
50/50 joint venture with a subsidiary of BP Alternative Energy North America Inc. to build the
first phase of the Sherbino Wind Farm, a 150 MW wind project located approximately 40 miles east of
Fort Stockton in Pecos County, Texas. The project is scheduled to reach commercial operation by the
end of 2008 with NRGs 50 percent ownership providing a net capacity of 75 MW.
On March 27, 2008, NRG, through its wholly owned subsidiary, Padoma Wind Power LLC, began
construction of the Elbow Creek project, a wholly owned 122 MW wind farm in Howard County near Big
Spring, Texas. The project is also scheduled to reach commercial operation by the end of 2008.
Outlook
The Company is maintaining its 2008 adjusted EBITDA guidance at $2,160 million, and cash flow from
operations at $1,500 million. Free cash flow guidance after capital expenditures and net portfolio
investments in repowering projects has increased $33 million as a result of delayed environmental
capital expenditures at the Companys Big Cajun II and Indian River facilities.
Table 4: 2008 Reconciliation of Adjusted EBITDA Guidance ($ in millions)
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5/01/08 |
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2/28/08 |
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Adjusted EBITDA Guidance, excluding MTM adjustment |
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2,160 |
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2,160 |
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Interest payments |
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(565 |
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(587 |
) |
Income tax |
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(30 |
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(27 |
) |
Collateral payments /working capital/other changes |
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(65 |
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(46 |
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Cash flow from operations |
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1,500 |
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1,500 |
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Maintenance capital expenditures |
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(234 |
) |
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(234 |
) |
Preferred dividends |
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(55 |
) |
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(55 |
) |
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Free cash flow before environmental and growth capital |
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1,211 |
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1,211 |
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Environmental capital expenditures |
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(287 |
) |
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(359 |
) |
Repowering investments |
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(642 |
)(1) |
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(603 |
) |
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Free cash flow |
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282 |
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249 |
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(1) |
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Includes $87 million equity investment in Sherbino Wind Farm net of $50
million capital contribution to NINA from Toshiba. |
6
Earnings Conference Call
On May 1, 2008, NRG will host a conference call at 9:00 a.m. eastern to discuss these results.
Investors, the news media and others may access the live webcast of the conference call and
accompanying presentation materials by logging on to NRGs website at http://www.nrgenergy.com
and clicking on Investors. The webcast will be archived on the site for those unable to
listen in real time.
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 and
Germany. NRG is a member of USCAP, a diverse group of business and environmental organizations
calling for mandatory legislation to achieve significant reductions of greenhouse gas emissions.
NRG is also a founding member of 3CCombat Climate Change, a global initiative with companies
calling on the global business community to take a leadership role in designing the road map to a
low carbon society.
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, expected earnings, future growth and financial performance, and the
expected benefits of sales of our assets in Brazil, 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 processes, our ability to achieve the expected benefits and timing of our RepoweringNRG
projects and Capital Allocation Program.
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 1, 2008 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.
# # #
7
More information on NRG is available at www.nrgenergy.com
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Contacts: |
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Media: |
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Investors: |
Meredith Moore |
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Nahla Azmy |
609.524.4522 |
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609.524.4526 |
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Lori Neuman |
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Kevin Kelly |
609.524.4525 |
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609.524.4527 |
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Dave Knox |
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713.824.6445 |
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8
NRG ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
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Three months |
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ended March 31, |
(In millions, except per share amounts) |
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2008 |
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2007 |
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Operating Revenues |
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Total operating revenues |
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$ |
1,302 |
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$ |
1,299 |
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Operating Costs and Expenses |
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Cost of operations |
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804 |
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|
781 |
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Depreciation and amortization |
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161 |
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160 |
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General and administrative |
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75 |
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|
85 |
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Development costs |
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12 |
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23 |
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Total operating costs and expenses |
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1,052 |
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1,049 |
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Gain on sale of assets |
|
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17 |
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Operating Income |
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250 |
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267 |
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Other Income/(Expense) |
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Equity in (losses)/earnings of unconsolidated affiliates |
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(4 |
) |
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13 |
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Other income, net |
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|
9 |
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|
|
15 |
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Interest expense |
|
|
(153 |
) |
|
|
(179 |
) |
|
Total other expense |
|
|
(148 |
) |
|
|
(151 |
) |
|
Income From Continuing Operations Before Income Taxes |
|
|
102 |
|
|
|
116 |
|
Income tax expense |
|
|
54 |
|
|
|
55 |
|
|
Income From Continuing Operations |
|
|
48 |
|
|
|
61 |
|
Income from discontinued operations, net of income taxes |
|
|
4 |
|
|
|
4 |
|
|
Net Income |
|
$ |
52 |
|
|
$ |
65 |
|
Preferred stock dividends |
|
|
14 |
|
|
|
14 |
|
|
Income Available for Common Stockholders |
|
$ |
38 |
|
|
$ |
51 |
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of common shares outstanding basic |
|
|
236 |
|
|
|
244 |
|
Income from continuing operations per weighted average common share basic |
|
$ |
0.14 |
|
|
$ |
0.19 |
|
Income from discontinued operations per weighted average common share basic |
|
|
0.02 |
|
|
|
0.02 |
|
|
Net Income per Weighted Average Common Share Basic |
|
$ |
0.16 |
|
|
$ |
0.21 |
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of common shares outstanding diluted |
|
|
245 |
|
|
|
271 |
|
Income from continuing operations per weighted average common share diluted |
|
$ |
0.14 |
|
|
$ |
0.19 |
|
Income from discontinued operations per weighted average common share diluted |
|
|
0.02 |
|
|
|
0.01 |
|
|
Net Income per Weighted Average Common Share Diluted |
|
$ |
0.16 |
|
|
$ |
0.20 |
|
|
9
NRG ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
|
|
|
|
|
|
|
|
|
|
|
March 31, 2008 |
|
December 31, 2007 |
(in millions, except shares and par value) |
|
(unaudited) |
|
|
|
|
|
ASSETS |
|
|
|
|
|
|
|
|
Current Assets |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
834 |
|
|
$ |
1,132 |
|
Restricted cash |
|
|
39 |
|
|
|
29 |
|
Accounts receivable, less allowance for doubtful accounts of $1 and $1 |
|
|
456 |
|
|
|
482 |
|
Inventory |
|
|
454 |
|
|
|
451 |
|
Derivative instruments valuation |
|
|
2,389 |
|
|
|
1,034 |
|
Deferred income taxes |
|
|
325 |
|
|
|
124 |
|
Prepayments and other current assets |
|
|
408 |
|
|
|
259 |
|
Current assets discontinued operations |
|
|
59 |
|
|
|
51 |
|
|
Total current assets |
|
|
4,964 |
|
|
|
3,562 |
|
|
Property, plant and equipment, net of accumulated depreciation of $1,848 and $1,695 |
|
|
11,279 |
|
|
|
11,320 |
|
|
Other Assets |
|
|
|
|
|
|
|
|
Equity investments in affiliates |
|
|
451 |
|
|
|
425 |
|
Notes receivable and capital lease, less current portion |
|
|
529 |
|
|
|
491 |
|
Goodwill |
|
|
1,786 |
|
|
|
1,786 |
|
Intangible assets, net of accumulated amortization of $392 and $372 |
|
|
852 |
|
|
|
873 |
|
Nuclear decommissioning trust fund |
|
|
365 |
|
|
|
384 |
|
Derivative instruments valuation |
|
|
480 |
|
|
|
150 |
|
Other non-current assets |
|
|
171 |
|
|
|
176 |
|
Intangible assets held-for-sale |
|
|
3 |
|
|
|
14 |
|
Non-current assets discontinued operations |
|
|
94 |
|
|
|
93 |
|
|
Total other assets |
|
|
4,731 |
|
|
|
4,392 |
|
|
Total Assets |
|
$ |
20,974 |
|
|
$ |
19,274 |
|
|
LIABILITIES AND STOCKHOLDERS EQUITY |
|
|
|
|
|
|
|
|
Current Liabilities |
|
|
|
|
|
|
|
|
Current portion of long-term debt and capital leases |
|
$ |
130 |
|
|
$ |
466 |
|
Accounts payable |
|
|
349 |
|
|
|
384 |
|
Derivative instruments valuation |
|
|
2,644 |
|
|
|
917 |
|
Accrued expenses and other current liabilities |
|
|
293 |
|
|
|
473 |
|
Current liabilities discontinued operations |
|
|
37 |
|
|
|
37 |
|
|
Total current liabilities |
|
|
3,453 |
|
|
|
2,277 |
|
|
Other Liabilities |
|
|
|
|
|
|
|
|
Long-term debt and capital leases |
|
|
8,101 |
|
|
|
7,895 |
|
Nuclear decommissioning reserve |
|
|
311 |
|
|
|
307 |
|
Nuclear decommissioning trust liability |
|
|
300 |
|
|
|
326 |
|
Deferred income taxes |
|
|
884 |
|
|
|
843 |
|
Derivative instruments valuation |
|
|
1,332 |
|
|
|
759 |
|
Out-of-market contracts |
|
|
550 |
|
|
|
628 |
|
Other non-current liabilities |
|
|
485 |
|
|
|
412 |
|
Non-current liabilities discontinued operations |
|
|
79 |
|
|
|
76 |
|
|
Total non-current liabilities |
|
|
12,042 |
|
|
|
11,246 |
|
|
Total Liabilities |
|
|
15,495 |
|
|
|
13,523 |
|
|
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 |
|
|
3 |
|
|
|
3 |
|
Additional paid-in capital |
|
|
4,095 |
|
|
|
4,092 |
|
Retained earnings |
|
|
1,308 |
|
|
|
1,270 |
|
Less treasury stock, at cost 25,832,200 and 24,550,600 shares |
|
|
(693 |
) |
|
|
(638 |
) |
Accumulated other comprehensive loss |
|
|
(373 |
) |
|
|
(115 |
) |
|
Total Stockholders Equity |
|
|
5,232 |
|
|
|
5,504 |
|
|
Total Liabilities and Stockholders Equity |
|
$ |
20,974 |
|
|
$ |
19,274 |
|
|
10
NRG ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
|
|
|
|
|
|
|
|
|
(In millions) |
|
|
|
|
Three months ended March 31, |
|
2008 |
|
2007 |
|
Cash Flows from Operating Activities |
|
|
|
|
|
|
|
|
Net income |
|
$ |
52 |
|
|
$ |
65 |
|
Adjustments to reconcile net income to net cash provided by operating activities |
|
|
|
|
|
|
|
|
Distributions and equity in (earnings)/loss of unconsolidated affiliates |
|
|
6 |
|
|
|
(10 |
) |
Depreciation |
|
|
161 |
|
|
|
160 |
|
Amortization of nuclear fuel |
|
|
15 |
|
|
|
14 |
|
Amortization and write-off of financing costs and debt discount/premiums |
|
|
8 |
|
|
|
9 |
|
Amortization of intangibles and out-of-market contracts |
|
|
(66 |
) |
|
|
(29 |
) |
Changes in deferred income taxes and liability for unrecognized tax benefits |
|
|
49 |
|
|
|
47 |
|
Changes in nuclear decommissioning trust liability |
|
|
9 |
|
|
|
9 |
|
Changes in derivatives |
|
|
132 |
|
|
|
90 |
|
Changes in collateral deposits supporting energy risk management activities |
|
|
(150 |
) |
|
|
(120 |
) |
Gain on sale of assets |
|
|
|
|
|
|
(17 |
) |
Gain on sale of emission allowances |
|
|
(14 |
) |
|
|
(5 |
) |
Amortization of unearned equity compensation |
|
|
7 |
|
|
|
7 |
|
Cash used by changes in other working capital, net of acquisition and disposition affects |
|
|
(149 |
) |
|
|
(114 |
) |
|
Net Cash Provided by Operating Activities |
|
|
60 |
|
|
|
106 |
|
|
Cash Flows from Investing Activities |
|
|
|
|
|
|
|
|
Capital expenditures |
|
|
(164 |
) |
|
|
(107 |
) |
Increase in restricted cash, net |
|
|
(10 |
) |
|
|
(5 |
) |
Decrease in notes receivable |
|
|
9 |
|
|
|
9 |
|
Purchases of emission allowances |
|
|
(1 |
) |
|
|
(61 |
) |
Proceeds from sale of emission allowances |
|
|
31 |
|
|
|
32 |
|
Investments in nuclear decommissioning trust fund securities |
|
|
(144 |
) |
|
|
(68 |
) |
Proceeds from sales of nuclear decommissioning trust fund securities |
|
|
135 |
|
|
|
59 |
|
Proceeds from sale of assets |
|
|
12 |
|
|
|
29 |
|
|
Net Cash Used by Investing Activities |
|
|
(132 |
) |
|
|
(112 |
) |
|
Cash Flows from Financing Activities |
|
|
|
|
|
|
|
|
Payment of dividends to preferred stockholders |
|
|
(14 |
) |
|
|
(14 |
) |
Payment of financing element of acquired derivatives |
|
|
(1 |
) |
|
|
|
|
Payment for treasury stock |
|
|
(55 |
) |
|
|
(103 |
) |
Proceeds from issuance of common stock, net of issuance costs |
|
|
2 |
|
|
|
|
|
Payment of deferred debt issuance costs |
|
|
(2 |
) |
|
|
|
|
Payments for short and long-term debt |
|
|
(154 |
) |
|
|
(19 |
) |
|
Net Cash Used by Financing Activities |
|
|
(224 |
) |
|
|
(136 |
) |
|
Change in cash from discontinued operations |
|
|
(6 |
) |
|
|
(5 |
) |
Effect of exchange rate changes on cash and cash equivalents |
|
|
4 |
|
|
|
2 |
|
|
Net Decrease in Cash and Cash Equivalents |
|
|
(298 |
) |
|
|
(145 |
) |
Cash and Cash Equivalents at Beginning of Period |
|
|
1,132 |
|
|
|
777 |
|
|
Cash and Cash Equivalents at End of Period |
|
$ |
834 |
|
|
$ |
632 |
|
|
11
Appendix Table A-1: First Quarter 2008 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) |
|
|
59 |
|
|
|
39 |
|
|
|
37 |
|
|
|
12 |
|
|
|
24 |
|
|
|
5 |
|
|
|
(124 |
) |
|
|
52 |
|
|
Plus: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Tax |
|
|
|
|
|
|
|
|
|
|
30 |
|
|
|
|
|
|
|
4 |
|
|
|
|
|
|
|
20 |
|
|
|
54 |
|
Interest Expense |
|
|
14 |
|
|
|
13 |
|
|
|
30 |
|
|
|
3 |
|
|
|
|
|
|
|
1 |
|
|
|
84 |
|
|
|
145 |
|
Amortization of Finance Costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6 |
|
|
|
6 |
|
Amortization of Debt (Discount)/Premium |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
2 |
|
Depreciation Expense |
|
|
26 |
|
|
|
17 |
|
|
|
113 |
|
|
|
1 |
|
|
|
|
|
|
|
3 |
|
|
|
1 |
|
|
|
161 |
|
ARO Accretion Expense |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
Amortization of Power Contracts |
|
|
|
|
|
|
(6 |
) |
|
|
(63 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1 |
) |
|
|
(70 |
) |
Amortization of Fuel Contracts |
|
|
|
|
|
|
|
|
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(3 |
) |
Amortization of Emission Allowances |
|
|
|
|
|
|
|
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10 |
|
|
EBITDA |
|
|
100 |
|
|
|
63 |
|
|
|
154 |
|
|
|
17 |
|
|
|
28 |
|
|
|
9 |
|
|
|
(12 |
) |
|
|
359 |
|
(Income)/Loss from Discontinued Operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4 |
) |
|
|
|
|
|
|
|
|
|
|
(4 |
) |
|
Adjusted EBITDA |
|
|
100 |
|
|
|
63 |
|
|
|
154 |
|
|
|
17 |
|
|
|
24 |
|
|
|
9 |
|
|
|
(12 |
) |
|
|
355 |
|
Less: MtM forward position accruals |
|
|
(28 |
) |
|
|
|
|
|
|
(87 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(115 |
) |
Add: Prior period MtM reversals |
|
|
3 |
|
|
|
|
|
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10 |
|
Less: Hedge Ineffectiveness |
|
|
(1 |
) |
|
|
|
|
|
|
(44 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(45 |
) |
|
Adjusted EBITDA, excluding MtM |
|
|
132 |
|
|
|
63 |
|
|
|
292 |
|
|
|
17 |
|
|
|
24 |
|
|
|
9 |
|
|
|
(12 |
) |
|
|
525 |
|
|
12
Appendix Table A-2: 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 |
|
|
|
|
|
|
|
6 |
|
|
|
|
|
|
|
(4 |
) |
|
|
55 |
|
Interest Expense |
|
|
14 |
|
|
|
13 |
|
|
|
47 |
|
|
|
|
|
|
|
4 |
|
|
|
2 |
|
|
|
89 |
|
|
|
169 |
|
Amortization of Finance Costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7 |
|
|
|
7 |
|
Amortization of Debt (Discount)/Premium |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
2 |
|
Depreciation Expense |
|
|
25 |
|
|
|
17 |
|
|
|
114 |
|
|
|
|
|
|
|
|
|
|
|
3 |
|
|
|
1 |
|
|
|
160 |
|
Amortization of Power Contracts |
|
|
|
|
|
|
(5 |
) |
|
|
(47 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(52 |
) |
Amortization of Fuel Contracts |
|
|
|
|
|
|
|
|
|
|
14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
14 |
|
Amortization of Emission Allowances |
|
|
|
|
|
|
|
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10 |
|
|
EBITDA |
|
|
77 |
|
|
|
35 |
|
|
|
251 |
|
|
|
5 |
|
|
|
27 |
|
|
|
28 |
|
|
|
7 |
|
|
|
430 |
|
Gain on Asset Sale of Red Bluff & Chowchilla |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(18 |
) |
|
|
|
|
|
|
(18 |
) |
(Income)/loss from Discontinued Operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4 |
) |
|
|
|
|
|
|
|
|
|
|
(4 |
) |
|
Adjusted EBITDA |
|
|
77 |
|
|
|
35 |
|
|
|
251 |
|
|
|
5 |
|
|
|
23 |
|
|
|
10 |
|
|
|
7 |
|
|
|
408 |
|
Less: MtM forward position accruals |
|
|
(26 |
) |
|
|
|
|
|
|
(53 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(79 |
) |
Add: Prior period MtM reversals |
|
|
26 |
|
|
|
|
|
|
|
31 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
57 |
|
Less: Hedge Ineffectiveness |
|
|
1 |
|
|
|
|
|
|
|
43 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
44 |
|
|
Adjusted EBITDA, excluding MtM |
|
|
128 |
|
|
|
35 |
|
|
|
292 |
|
|
|
5 |
|
|
|
23 |
|
|
|
10 |
|
|
|
7 |
|
|
|
500 |
|
|
13
EBITDA, adjusted EBITDA and adjusted net income are non GAAP 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:
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|
EBITDA does not reflect cash expenditures, or future requirements for capital
expenditures, or contractual commitments; |
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|
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|
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 or the cash income tax
payments; |
|
|
|
|
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 |
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|
|
|
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.
14