Document
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 2, 2017

NRG ENERGY, INC.
(Exact name of Registrant as specified in its charter)
Delaware 
(State or other jurisdiction of incorporation)
001‑15891 
(Commission File Number)
41-1724239 
(IRS Employer Identification No.)
804 Carnegie Center, Princeton, New Jersey 08540 
(Address of principal executive offices, including zip code)
(609) 524‑4500 
(Registrant’s telephone number, including area code)
N/A 
(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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a‑12 under the Exchange Act (17 CFR 240.14a‑12)
[ ] Pre‑commencement communications pursuant to Rule 14d‑2(b) under the Exchange Act (17 CFR 240.14d‑2(b))
[ ] Pre‑commencement communications pursuant to Rule 13e‑4(c) under the Exchange Act (17 CFR 240.13e‑4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company     [ ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]






Item 2.02    Results of Operations and Financial Condition

On May 2, 2017, NRG Energy, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2017.  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
Exhibit
Number
 

Document
99.1
 
Press Release, dated May 2, 2017




2




SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
NRG Energy, Inc.
 
(Registrant)
 
 
 
By:
/s/ Brian E. Curci
 
 
Brian E. Curci
 
 
Corporate Secretary
 
 
 
Dated: May 2, 2017
 
 



    

3




Exhibit Index

Exhibit
Number
 

Document
99.1
 
Press Release, dated May 2, 2017


4

Document
https://cdn.kscope.io/ffb5cfb77d2a9a193f48032a9894cdf8-nrgq12017logo.jpg            

Exhibit 99.1

PRESS RELEASE

NRG Energy, Inc. Reports First Quarter Results, Completes 311 MW Solar Asset Drop Down and Reaffirms 2017 Financial Guidance

Key Highlights
Completed drop down to NRG Yield of 311 net MWs of utility-scale solar assets for total cash consideration of $130 million1 
Reaffirming 2017 Adjusted EBITDA and Free Cash Flow before Growth (FCFbG) guidance
Established the Business Review Committee to make recommendations to the full Board on its stated initiatives
Offered to NRG Yield remaining 25% interest in NRG Wind TE Holdco, an 814 net MW portfolio of 12 wind facilities
Commenced construction at Carlsbad Energy Center in the first quarter 2017; COD expected in the fourth quarter of 2018


PRINCETON, NJ - May 2, 2017 - NRG Energy, Inc. (NYSE: NRG) today reported first quarter net loss of $203 million, or $0.52 per diluted common share compared to net income of $47 million, or $0.24 per diluted common share for the first three months of 2016. Adjusted EBITDA for the three months ended March 31, 2017 was $412 million and year-to-date cash used by operations totaled $68 million.

“We are pleased to reaffirm our financial guidance amid challenging market conditions this quarter,” said Mauricio Gutierrez, NRG President and Chief Executive Officer. “We remain focused on our strategic priorities of simplifying and streamlining the business, optimizing our portfolio and strengthening the balance sheet.”


1 Prior to working capital adjustments


Consolidated Financial Results
 
 
Three Months Ended
($ in millions)

 
3/31/17
 
3/31/16
Net (Loss)/Income
 
$
(203
)
 
$
47

Cash (Used by)/From Operations
 
$
(68
)
 
$
554

Adjusted EBITDA
 
$
412

 
$
812

Free Cash Flow Before Growth Investments (FCFbG)
 
$
(96
)
 
$
249






Segment Results
Table 1: Net (Loss)/Income
($ in millions)
 
Three Months Ended
Segment
 
3/31/17
 
3/31/16
Generation
 
$
67

 
$
191

Retail
 
(33
)
 
150

Renewables 1 
 
(31
)
 
(40
)
NRG Yield 1 
 
(1
)
 
2

Corporate
 
(205
)
 
(256
)
Net (Loss)/Income 2
 
$
(203
)
 
$
47

1. 
In accordance with GAAP, 2016 results have been restated to include full impact of the assets in the NRG Yield Drop Down transactions which closed on September 1, 2016, and March 27, 2017.
2. 
Includes mark-to-market gains and losses of economic hedges.

Table 2: Adjusted EBITDA
($ in millions)

Three Months Ended
Segment

3/31/17

3/31/16
Generation 1

$
111

 
$
466

Retail

133

 
156

Renewables 2

25

 
33

NRG Yield 2

184

 
198

Corporate

(41
)
 
(41
)
Adjusted EBITDA 3

$
412


$
812

1. 
See Appendices A-4 through A-5 for Generation regional Reg G reconciliations.
2. 
In accordance with GAAP, 2016 results have been restated to include full impact of the assets in the NRG Yield Drop Down transactions which closed on September 1, 2016, and March 27, 2017.
3. 
See Appendices A-1 through A-2 for Operating Segment Reg G reconciliations.

Generation: First quarter Adjusted EBITDA was $111 million, $355 million lower than first quarter 2016 primarily driven by:
Gulf Coast Region: $117 million decrease due primarily to lower realized energy margins in Texas from lower realized prices, including the impact of hedges, and lower cleared auction prices in PJM resulting in lower capacity revenues in South Central
East Region: $136 million decrease due to lower capacity prices, lower realized energy margins on lower dispatch, monetization of hedges from 2017 in 2016, and assets sold in 2016; partially offset by reduced operating costs from fewer planned outages and plant deactivations
West Region: $54 million decrease due to the gain from sale of emissions credits in the first quarter of 2016 and the retirement of Pittsburg on January 1, 2017
Other Generation: $48 million decrease driven mainly by lower trading results at BETM

Retail: First quarter Adjusted EBITDA was $133 million, $23 million lower than first quarter 2016 due primarily to lower margin from mild weather and associated supply costs, which was partially offset by customer growth.
Renewables: First quarter Adjusted EBITDA was $25 million, $8 million lower than first quarter 2016 due to a transmission outage at Agua Caliente and lower solar insolation, partially offset by higher generation at Ivanpah.
NRG Yield: First quarter Adjusted EBITDA was $184 million, $14 million lower than first quarter 2016 due to a forced outage at El Segundo Energy Center, lower solar and wind resource primarily in California, which led to decreased production, partially offset by the acquisition of the Utah utility-scale solar assets.
Corporate: First quarter Adjusted EBITDA was unchanged from the first quarter 2016 as higher advisory spend incurred to assist the Company in its strategic review as well as advisory services associated with GenOn was offset by lower operating losses at residential solar.



2




Liquidity and Capital Resources
Table 3: Corporate Liquidity
($ in millions)
 
3/31/17
 
12/31/16
Cash at NRG-Level 1
 
$
381

 
$
570

Revolver Availability
 
1,364

 
1,217

NRG-Level Liquidity
 
$
1,745

 
$
1,787

Restricted cash
 
397

 
446

Cash at Non-Guarantor Subsidiaries
 
1,132

 
1,403

Total Liquidity
 
$
3,274

 
$
3,636

1 Includes unrestricted cash held at Midwest Generation (a non-guarantor subsidiary), which can be distributed to NRG without limitation.

NRG-Level cash as of March 31, 2017, was $381 million, a decrease of $189 million from December 31, 2016, and $1.4 billion was available under the Company’s credit facilities at the end of the first quarter 2017. Total liquidity was $3.3 billion, including restricted cash and cash at non-guarantor subsidiaries (primarily GenOn and NRG Yield). On February 28, 2017, GenOn drew $125 million on letters of credit under its intercompany revolver with NRG to support the GenOn Mid-Atlantic operating leases; NRG subsequently drew $125 million on its revolver facility to fund the GenOn intercompany draw.

NRG Strategic Developments
On May 1, 2017, NRG offered its remaining 25% interest in NRG Wind TE Holdco, an 814 net MW portfolio of twelve wind projects to NRG Yield. NRG Yield currently owns a 75% interest in the portfolio, which it acquired in 2015. The acquisition is subject to negotiation and approval by NRG Yield's independent directors.
Drop Down to NRG Yield
On March 27, 2017, the Company sold to NRG Yield, Inc.: (i) a 16% interest in the Agua Caliente solar project, representing ownership of approximately 46 net MW of capacity and (ii) NRG's interests in seven utility-scale solar projects located in Utah representing 265 net MW of capacity. NRG Yield Inc. paid cash consideration of $130 million, plus $1 million in working capital adjustments, and assumed non-recourse debt of approximately $463 million2.

2 Approximately $328 million on balance sheet and $135 million pro-rata share of unconsolidated debt

Business Review Committee

During the quarter, the NRG Board of Directors established the Business Review Committee (BRC). The BRC was established to evaluate and make recommendations to the Board regarding the Company’s (a) operational and cost excellence initiatives, (b) potential portfolio and/or asset de-consolidations, dispositions and optimization, (c) capital structure and allocation and (d) broader strategic initiatives. NRG plans to update the market as soon as practicable following a recommendation from the BRC.

2017 Guidance

NRG is reaffirming its guidance range for fiscal year 2017 with respect to both Adjusted EBITDA and FCF before growth investments.

Table 4: 2017 Adjusted EBITDA and FCF before Growth Investments Guidance
 
 
2017
($ in millions)
 
Guidance
Adjusted EBITDA1
 
$2,700 - $2,900
Cash From Operations
 
$1,355 - $1,555
Free Cash Flow Before Growth Investments (FCFbG)
 
$800 - $1,000
1. 
Non-GAAP financial measure; see Appendix Tables A-1 through A-5 for GAAP Reconciliation to Net Income that excludes fair value adjustments related to derivatives. The Company is unable to provide guidance for Net Income due to the impact of such fair value adjustments related to derivatives in a given year.  


3



Capital Allocation Update
On April 7, 2017, NRG declared a quarterly dividend on the company's common stock of $0.03 per share, payable May 15, 2017, to stockholders of record as of May 1, 2017, representing $0.12 on an annualized basis.

The Company’s common stock dividend, debt reduction and share repurchases are subject to available capital, market conditions and compliance with associated laws and regulations.

Earnings Conference Call
On May 2, 2017 NRG will host a conference call at 8:00 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 NRG’s website at http://www.nrg.com and clicking on “Investors.” The webcast will be archived on the site for those unable to listen in real time.

About NRG
NRG is the leading integrated power company in the U.S., built on the strength of the nation’s largest and most diverse competitive electric generation portfolio and leading retail electricity platform. A Fortune 200 company, NRG creates value through best in class operations, reliable and efficient electric generation, and a retail platform serving residential and commercial customers. Working with electricity customers, large and small, we continually innovate, embrace and implement sustainable solutions for producing and managing energy. We aim to be pioneers in developing smarter energy choices and delivering exceptional service as our retail electricity providers serve almost 3 million residential and commercial customers throughout the country. More information is available at www.nrg.com. Connect with NRG Energy on Facebook and follow us on Twitter @nrgenergy.


Safe Harbor Disclosure
In addition to historical information, the information presented in this communication includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Exchange Act. These statements involve estimates, expectations, projections, goals, assumptions, known and unknown risks and uncertainties and can typically be identified by terminology such as “may,” “should,” “could,” “objective,” “projection,” “forecast,” “goal,” “guidance,” “outlook,” “expect,” “intend,” “seek,” “plan,” “think,” “anticipate,” “estimate,” “predict,” “target,” “potential” or “continue,” or the negative of these terms or other comparable terminology. Such forward-looking statements include, but are not limited to, statements about the Company’s future revenues, income, indebtedness, capital structure, plans, expectations, objectives, projected financial performance and/or business results and other future events, and views of economic and market conditions.

Although NRG believes that its expectations are reasonable, it can give no assurance that these expectations will prove to be correct, and actual results may vary materially. Factors that could cause actual results to differ materially from those contemplated herein include, among others, GenOn’s and certain of its subsidiaries’ ability to continue as a going concern, general economic conditions, hazards customary in the power production industry and power generation operations, weather conditions (including wind and solar 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, the effectiveness of our risk management policies and procedures, changes in government regulations, the condition of capital markets generally, our ability to borrow funds and access capital markets, unanticipated outages at our generation facilities, adverse results in current and future litigation, failure to identify, execute or successfully implement acquisitions, repowerings or asset sales, our ability to implement value enhancing improvements to plant operations and companywide processes, our ability to proceed with projects under development or the inability to complete the construction of such projects on schedule or within budget, risks related to project siting, financing, construction, permitting, government approvals and the negotiation of project development agreements, our ability to progress development pipeline projects, the inability to maintain or create successful partnering relationships, our ability to operate our businesses efficiently including NRG Yield, our ability to retain retail customers, our ability to realize value through our commercial operations strategy and the creation of NRG Yield, the ability to successfully integrate businesses of acquired companies, our ability to realize anticipated benefits of transactions (including expected cost savings and other synergies) or the risk that anticipated benefits may take longer to realize than expected, our ability to close the drop down transactions with NRG Yield, and our ability to execute our capital allocation plan. Debt and share repurchases may be made from time to time subject to market conditions and other factors, including as permitted by United States securities laws. Furthermore, any common stock dividend is subject to available capital and market conditions.

4




NRG undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. The adjusted EBITDA, cash from operations, and free cash flow guidance are estimates as of May 2, 2017. These estimates are based on assumptions the company believed to be reasonable as of that date. NRG disclaims any current intention to update such guidance, except as required by law. The foregoing review of factors that could cause NRG’s actual results to differ materially from those contemplated in the forward-looking statements included in this Earnings press release should be considered in connection with information regarding risks and uncertainties that may affect NRG’s future results included in NRG’s filings with the Securities and Exchange Commission at www.sec.gov.

 Contacts:
 
Media:
 
Investors:
 
 
 
 
 
Marijke Shugrue

 
Kevin L. Cole, CFA
 
609.524.5262

 
609.524.4526
 
 
 
 
 
 
 
Lindsey Puchyr
 
 
 
609.524.4527
 




5



NRG ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
 
Three months ended March 31,
(In millions, except for per share amounts)
2017
 
2016
Operating Revenues

 

Total operating revenues
$
2,759

 
$
3,229

Operating Costs and Expenses

 

Cost of operations
2,125

 
2,194

Depreciation and amortization
300

 
313

Selling, general and administrative
272

 
252

Development activity expenses
17

 
26

Total operating costs and expenses
2,714

 
2,785

Gain on sale of assets
2

 
32

Operating Income
47

 
476

Other Income/(Expense)

 

Equity in earnings/(losses) of unconsolidated affiliates
5

 
(7
)
Impairment loss on investment

 
(146
)
Other income, net
12

 
18

(Loss)/gain on debt extinguishment, net
(2
)
 
11

Interest expense
(269
)
 
(284
)
Total other expense
(254
)
 
(408
)
(Loss)/Income Before Income Taxes
(207
)
 
68

Income tax (benefit)/expense
(4
)
 
21

Net (Loss)/Income
(203
)
 
47

Less: Net loss attributable to noncontrolling interest and redeemable noncontrolling interests
(40
)
 
(35
)
Net (Loss)/Income Attributable to NRG Energy, Inc.
(163
)
 
82

Dividends for preferred shares

 
5

(Loss)/Income Available for Common Stockholders
$
(163
)
 
$
77

(Loss)/Earnings per Share Attributable to NRG Energy, Inc. Common Stockholders

 

Weighted average number of common shares outstanding — basic
316

 
315

(Loss)/Earnings per Weighted Average Common Share — Basic
$
(0.52
)
 
$
0.24

Weighted average number of common shares outstanding — diluted
316

 
315

(Loss)/Earnings per Weighted Average Common Share — Diluted
$
(0.52
)
 
$
0.24

Dividends Per Common Share
$
0.03

 
$
0.15



6



NRG ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME/(LOSS)
(Unaudited)
 
Three months ended March 31,
 
2017
 
2016
 
(In millions)
Net (loss)/income
$
(203
)
 
$
47

Other comprehensive income/(loss), net of tax

 

Unrealized income/(loss) on derivatives, net of income tax expense of $1, and $1
4

 
(32
)
Foreign currency translation adjustments, net of income tax expense of $0, and $0
7

 
6

Available-for-sale securities, net of income tax expense of $0, and $0

 
3

Defined benefit plans, net of income tax expense of $0, and $0

 
1

Other comprehensive income/(loss)
11

 
(22
)
Comprehensive (loss)/income
(192
)
 
25

Less: Comprehensive loss attributable to noncontrolling interest and redeemable noncontrolling interests
(39
)
 
(52
)
Comprehensive (loss)/income attributable to NRG Energy, Inc.
(153
)
 
77

Dividends for preferred shares

 
5

Comprehensive (loss)/income available for common stockholders
$
(153
)
 
$
72





7



NRG ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
 
March 31, 2017
 
December 31, 2016
(In millions, except shares)
(unaudited)
 
 
ASSETS
 
 
 
Current Assets
 
 
 
Cash and cash equivalents
$
1,513

 
$
1,973

Funds deposited by counterparties
3

 
2

Restricted cash
397

 
446

Accounts receivable, net
974

 
1,166

Inventory
1,140

 
1,111

Derivative instruments
682

 
1,062

Cash collateral paid in support of energy risk management activities
277

 
203

Current assets held-for-sale

 
9

Prepayments and other current assets
454

 
423

Total current assets
5,440

 
6,395

Property, plant and equipment, net
17,942

 
17,912

Other Assets
 
 
 
Equity investments in affiliates
1,148

 
1,120

Notes receivable, less current portion
13

 
17

Goodwill
662

 
662

 Intangible assets, net
1,957

 
2,036

Nuclear decommissioning trust fund
627

 
610

Derivative instruments
226

 
189

Deferred income taxes
223

 
225

Non-current assets held-for-sale
10

 
10

Other non-current assets
1,172

 
1,179

Total other assets
6,038

 
6,048

Total Assets
$
29,420

 
$
30,355

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
Current Liabilities
 
 
 
Current portion of long-term debt and capital leases
$
1,688

 
$
1,220

Accounts payable
872

 
895

Derivative instruments
747

 
1,084

Cash collateral received in support of energy risk management activities
3

 
2

Accrued expenses and other current liabilities
887

 
1,181

Total current liabilities
4,197

 
4,382

Other Liabilities
 
 
 
Long-term debt and capital leases
17,672

 
18,006

Nuclear decommissioning reserve
291

 
287

Nuclear decommissioning trust liability
352

 
339

Deferred income taxes
20

 
20

Derivative instruments
315

 
294

Out-of-market contracts, net
1,017

 
1,040

Non-current liabilities held-for-sale
12

 
12

Other non-current liabilities
1,487

 
1,483

Total non-current liabilities
21,166

 
21,481

Total Liabilities
25,363

 
25,863

Redeemable noncontrolling interest in subsidiaries
44

 
46

Commitments and Contingencies


 


Stockholders’ Equity

 

Common stock
4

 
4

Additional paid-in capital
8,375

 
8,358

Retained deficit
(4,238
)
 
(3,787
)
Less treasury stock, at cost — 101,858,284 and 102,140,814 shares, respectively
(2,392
)
 
(2,399
)
Accumulated other comprehensive loss
(124
)
 
(135
)
Noncontrolling interest
2,388

 
2,405

Total Stockholders’ Equity
4,013

 
4,446

Total Liabilities and Stockholders’ Equity
$
29,420

 
$
30,355



8



NRG ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
 
Three months ended March 31,
 
2017
 
2016
 
(In millions)
Cash Flows from Operating Activities
 
 
 
Net (loss)/income
$
(203
)
 
$
47

Adjustments to reconcile net (loss)/income to net cash provided by operating activities:

 

Distributions and equity in earnings of unconsolidated affiliates
8

 
17

Depreciation and amortization
300

 
313

Provision for bad debts
9

 
10

Amortization of nuclear fuel
12

 
13

Amortization of financing costs and debt discount/premiums
1

 
1

Adjustment for debt extinguishment

 
(11
)
Amortization of intangibles and out-of-market contracts
10

 
26

Amortization of unearned equity compensation
8

 
8

Impairment losses

 
146

Changes in deferred income taxes and liability for uncertain tax benefits
1

 
(25
)
Changes in nuclear decommissioning trust liability
36

 
9

Changes in derivative instruments
25

 
(50
)
Changes in collateral posted in support of risk management activities
(74
)
 
156

Proceeds from sale of emission allowances

 
47

Gain on sale of assets
(2
)
 
(32
)
Cash used by changes in other working capital
(199
)
 
(121
)
Net Cash (Used) Provided by Operating Activities
(68
)
 
554

Cash Flows from Investing Activities
 
 
 
Acquisitions of businesses, net of cash acquired
(3
)
 
(6
)
Capital expenditures
(268
)
 
(279
)
Decrease/(increase)in restricted cash, net
13

 
(12
)
Decrease in restricted cash to support equity requirements for U.S. DOE funded projects
36

 
39

Decrease in notes receivable
4

 
1

Purchases of emission allowances
(9
)
 
(12
)
Proceeds from sale of emission allowances
11

 
7

Investments in nuclear decommissioning trust fund securities
(153
)
 
(200
)
Proceeds from the sale of nuclear decommissioning trust fund securities
117

 
191

Proceeds from renewable energy grants and state rebates

 
8

Proceeds from sale of assets, net of cash disposed of
14

 
120

Investments in unconsolidated affiliates
(12
)
 
(4
)
Other
18

 
4

Net Cash Used by Investing Activities
(232
)
 
(143
)
Cash Flows from Financing Activities
 
 
 
Payment of dividends to common and preferred stockholders
(9
)
 
(48
)
Net receipts from settlement of acquired derivatives that include financing elements
1

 
39

Proceeds from issuance of long-term debt
192

 
61

Payments for short and long-term debt
(177
)
 
(316
)
Payment for credit support in long-term deposits
(130
)
 

Proceeds from draw on revolving credit facility for long-term deposits          
125

 

Increase in long-term deposits                                                                                 
(125
)
 

Contributions to, net of distributions from, noncontrolling interest in subsidiaries
(5
)
 
10

Payment of debt issuance costs
(15
)
 

Other - contingent consideration
(10
)
 
(10
)
Net Cash Used by Financing Activities
(153
)
 
(264
)
Effect of exchange rate changes on cash and cash equivalents
(7
)
 
(6
)
Net (Decrease)/ Increase in Cash and Cash Equivalents
(460
)
 
141

Cash and Cash Equivalents at Beginning of Period
1,973

 
1,518

Cash and Cash Equivalents at End of Period
$
1,513

 
$
1,659






9




Appendix Table A-1: First Quarter 2017 Adjusted EBITDA Reconciliation by Operating Segment
The following table summarizes the calculation of Adj. EBITDA and provides a reconciliation to net (loss)/income:
($ in millions)
Generation
Retail
Renewables
NRG Yield
Corp/Elim
Total
Net (Loss)/Income
67

(33
)
(31
)
(1
)
(205
)
(203
)
Plus:
 
 
 
 
 
 
Interest expense, net
20

1

21

76

147

265

Income tax

3

(6
)
(1
)

(4
)
Loss on debt extinguishment


2



2

Depreciation and amortization
138

28

49

75

10

300

ARO Expense
13



1


14

Amortization of contracts
(5
)
1


17


13

Amortization of leases
(12
)




(12
)
EBITDA
221


35

167

(48
)
375

Adjustment to reflect NRG share of adjusted EBITDA in unconsolidated affiliates
13

(3
)
(4
)
13


19

Acquisition-related transaction & integration costs



1


1

Reorganization costs




8

8

Deactivation costs
3




1

4

Other non recurring charges
(1
)
(1
)

3

(2
)
(1
)
Mark to market (MtM) (gains)/losses on economic hedges
(125
)
137

(6
)


6

Adjusted EBITDA
111

133

25

184

(41
)
412

First Quarter 2017 condensed financial information by Operating Segment:
($ in millions)
Generation
Retail
Renewables
NRG Yield
Corp/Elim
Total
Operating revenues
1,208

1,334

92

235

(223
)
2,646

Cost of sales
600

997

4

16

(213
)
1,404

Economic gross margin
608

337

88

219

(10
)
1,242

Operations & maintenance and other cost of operations (a)
414

80

34

67

(12
)
583

Selling, marketing, general and administrative(b)
82

119

15

4

43

263

Other expense/(income)
1

5

14

(36
)

(16
)
Adjusted EBITDA
111

133

25

184

(41
)
412

(a) Excludes deactivation costs of $4 million.
(b) Excludes reorganization costs of $8 million and integration costs of $1 million.
The following table reconciles the condensed financial information to Adjusted EBITDA:
($ in millions)
Condensed financial information
Interest, tax, depr., amort.
MtM
Deactivation
Other adj.
Adjusted EBITDA 
Operating revenues
2,759

15

(128
)


2,646

Cost of operations
1,536

2

(134
)


1,404

Gross margin
1,223

13

6



1,242

Operations & maintenance and other cost of operations
589

(2
)

(4
)

583

Selling, marketing, general & administrative (a)

272




(9
)
263

Other expense/(income)
565

(582
)


1

(16
)
Net Loss
(203
)
597

6

4

8

412

(a) Other adj. includes reorganization costs of $8 million and integration costs of $1 million.

10



Appendix Table A-2: First Quarter 2016 Adjusted EBITDA Reconciliation by Operating Segment
The following table summarizes the calculation of Adjusted EBITDA and provides a reconciliation to net income/(loss):
($ in millions)
Generation
Retail
Renewables
NRG Yield
Corp/Elim
Total
Net Income/(Loss)
191

150

(40
)
2

(256
)
47

Plus:
 
 
 
 
 
 
Interest expense, net
10


27

74

170

281

Income tax


(6
)

27

21

Gain on debt extinguishment




(11
)
(11
)
Depreciation and amortization
144

30

48

74

17

313

ARO Expense
9



1


10

Amortization of contracts
(2
)
3


23

(3
)
21

Amortization of leases
(12
)




(12
)
EBITDA
340

183

29

174

(56
)
670

Adjustment to reflect NRG share of adjusted EBITDA in unconsolidated affiliates
9



24

1

34

Reorganization costs
1

5

2


2

10

Deactivation costs
7





7

Gain on sale of business
(29
)




(29
)
Other non recurring charges

2

1

3


3

9

Impairments
137




9

146

Mark to market (MtM) (gains)/losses on economic hedges
(1
)
(33
)
(1
)


(35
)
Adjusted EBITDA
466

156

33

198

(41
)
812

First Quarter 2016 condensed financial information by Operating Segment:
($ in millions)
Generation
Retail
Renewables
NRG Yield
Corp/Elim
Total
Operating revenues
1,702

1,371

95

251

(201
)
3,218

Cost of sales
666

1,025

2

16

(204
)
1,505

Economic gross margin
1,036

346

93

235

3

1,713

Operations & maintenance and other cost of operations (a)
501

84

38

61

3

687

Selling, marketing, general & administrative (b)
85

106

12

3

36

242

Other expense/(income) (c)
(16
)

10

(27
)
5

(28
)
Adjusted EBITDA
466

156

33

198

(41
)
812

(a) Excludes deactivation costs of $7 million.
(b) Excludes reorganization costs of $10 million.
(c) Excludes impairments of $146 million, gain on sale of business of $29 million and gain on debt extinguishment of $11 million.
The following table reconciles the condensed financial information to Adjusted EBITDA:
($ in millions)
Condensed financial information
Interest, tax, depr., amort.
MtM
Deactivation
Other adj.
Adjusted EBITDA
Operating revenues
3,229

15

(26
)


3,218

Cost of operations
1,502

(6
)
9



1,505

Gross margin
1,727

21

(35
)


1,713

Operations & maintenance and other cost of operations
692

2


(7
)

687

Selling, marketing, general & administrative (a)
252




(10
)
242

Other expense/(income) (b)
736

(649
)


(115
)
(28
)
Net Income
47

668

(35
)
7

125

812

(a) Other adj. includes reorganization costs of $10 million.
(b) Other adj. includes impairments of $146 million, gain on sale of business of $29 million and gain on debt extinguishment of $11 million.

11



Appendix Table A-3: 2017 and 2016 First Quarter Adjusted Cash Flow from Operations Reconciliations
The following table summarizes the calculation of adjusted cash flow operating activities providing a reconciliation to net cash provided by operating activities:
 
 
Three Months Ended
($ in millions)
 
March 31, 2017
 
March 31, 2016
Net Cash Provided by Operating Activities
 
(68
)
 
554

Reclassifying of net receipts for settlement of acquired derivatives that include financing elements
 
1

 
39

Sale of Land
 
8

 

Merger, integration and cost-to-achieve expenses (1)
 

 
19

Return of capital from equity investments
 
14

 
5

Adjustment for change in collateral
 
74

 
(156
)
Adjusted Cash Flow from Operating Activities
 
29

 
461

Maintenance CapEx, net (2)
 
(54
)
 
(91
)
Environmental CapEx, net
 
(25
)
 
(77
)
Preferred dividends
 

 
(2
)
Distributions to non-controlling interests
 
(46
)
 
(42
)
Free Cash Flow Before Growth Investments (FCFbG)
 
(96
)
 
249

(1) 2016 includes cost-to-achieve expenses associated with the $150 million savings announced on September 2015 call.
(2) Includes insurance proceeds of $18 million and $4 million in 2017 and 2016, respectively


12



Appendix Table A-4: First Quarter 2017 Regional Adjusted EBITDA Reconciliation for Generation
The following table summarizes the calculation of Adjusted EBITDA and provides a reconciliation to net income/(loss):
($ in millions)
Gulf Coast
East
West
Other
Total
Net Income/(Loss)
39

36

(7
)
(1
)
67

Plus:
 
 
 
 
 
Interest expense, net
1

19



20

Depreciation and amortization
73

59

6


138

ARO Expense
4

6

3


13

Amortization of contracts
2

(5
)
(2
)

(5
)
Amortization of leases

(12
)


(12
)
EBITDA
119

103


(1
)
221

Adjustment to reflect NRG share of adjusted EBITDA in unconsolidated affiliates
7


3

3

13

Deactivation costs

1

2


3

Other non recurring charges

(2
)
1


(1
)
Market to market (MtM) losses/(gains) on economic hedges
(121
)
3

(7
)

(125
)
Adjusted EBITDA
5

105

(1
)
2

111


First Quarter 2017 condensed financial information for Generation:
($ in millions)
Gulf Coast
East
West
Other
Elims.
Total
Operating revenues
528

626

51

6

(3
)
1,208

Cost of sales
318

264

18



600

Economic gross margin
210

362

33

6

(3
)
608

Operations & maintenance and other cost of operations (a)
169

220

28


(3
)
414

Selling, marketing, general & administrative
34

36

6

6


82

Other expense/(income)
2

1


(2
)

1

Adjusted EBITDA
5

105

(1
)
2


111

(a) Excludes deactivation costs of $3 million.

The following table reconciles the condensed financial information to Adjusted EBITDA:
($ in millions)
Condensed financial information
Interest, tax, depr., amort.
MtM
Deactivation
Other adj.
Adjusted EBITDA
Operating revenues
1,343

(3
)
(132
)


1,208

Cost of operations
605

2

(7
)


600

Gross margin
738

(5
)
(125
)


608

Operations & maintenance and other cost of operations

418

(1
)

(3
)

414

Selling, marketing, general & administrative
82





82

Other expense/(income)
171

(171
)


1

1

Net Income
67

167

(125
)
3

(1
)
111









13



Appendix Table A-5: First Quarter 2016 Regional Adjusted EBITDA Reconciliation for Generation
The following table summarizes the calculation of Adjusted EBITDA and provides a reconciliation to net income/(loss):
($ in millions)
Gulf Coast
East
West
Other
Total
Net Income/(Loss)
(125
)
242

30

44

191

Plus:
 
 
 
 
 
Interest expense, net

10



10

Depreciation and amortization
76

53

15


144

ARO Expense
3

4

2


9

Amortization of contracts
2

(5
)
1


(2
)
Amortization of leases
(1
)
(11
)


(12
)
EBITDA
(45
)
293

48

44

340

Adjustment to reflect NRG share of adjusted EBITDA in unconsolidated affiliates
3


2

4

9

Reorganization costs
1




1

Deactivation costs

7



7

Gain on sale of assets

(29
)


(29
)
Other non recurring charges



2

2

Impairments
137




137

Market to market (MtM) losses/(gains) on economic hedges
26

(30
)
3


(1
)
Adjusted EBITDA
122

241

53

50

466


First Quarter 2016 condensed financial information for Generation:
($ in millions)
Gulf Coast
East
West
Other
Elims.
Total
Operating revenues
602

946

117

41

(4
)
1,702

Cost of sales
280

368

18



666

Economic gross margin
322

578

99

41

(4
)
1,036

Operations & maintenance and other cost of operations (a)
170

295

40


(4
)
501

Selling, marketing, general & administrative
30

41

7

7


85

Other expense/(income)(b)

1

(1
)
(15
)

(15
)
Adjusted EBITDA
122

241

53

50


466

(a) Excludes deactivation costs of $7 million.
(b) Excludes impairments of $137 million.

The following table reconciles the condensed financial information to Adjusted EBITDA:
($ in millions)
Condensed financial information
Interest, tax, depr., amort.
MtM
Deactivation
Other adj.
Adjusted EBITDA
Operating revenues
1,708

(3
)
(3
)


1,702

Cost of operations
669

(1
)
(2
)


666

Gross margin
1,039

(2
)
(1
)


1,036

Operations & maintenance and other cost of operations
505

3


(7
)

501

Selling, marketing, general & administrative
86




(1
)
85

Other expense/(income) (a)
257

(163
)


(110
)
(16
)
Net Income
191

158

(1
)
7

111

466

(a) Other adj. includes impairments of $137 million.

14



Appendix Table A-6: First Quarter 2017 Sources and Uses of Liquidity
The following table summarizes the sources and uses of liquidity in the first quarter of 2017:
($ in millions)
Three Months Ended
March 31, 2017
Sources:
 
Adjusted cash flow from operations
29

Asset sales
6

Issuance of Agua Caliente HoldCo debt
130

NYLD Equity Issuance
7

Tax Equity Proceeds
16

Increase in credit facility
147

Uses:


Maintenance and environmental capex, net (1)
(80
)
Debt Repayments, net of proceeds
(146
)
Growth investments and acquisitions, net
(152
)
GENMA long-term deposit
(130
)
Collateral
(74
)
Distributions to non-controlling interests
(46
)
Nuclear Decommissioning Trust
(36
)
Common Stock Dividends
(9
)
Other Investing and Financing
(24
)
Change in Total Liquidity
(362
)
(1) Includes insurance proceeds of $18 million.





15



Appendix Table A-7: 2017 Adjusted EBITDA Guidance Reconciliation
The following table summarizes the calculation of Adjusted EBITDA providing reconciliation to net income:
 
 
2017 Adjusted EBITDA
($ in millions)
 
Low
 
High
GAAP Net Income 1
 
60

 
 
260

 
Income Tax
 
80

 
 
80

 
Interest Expense & Debt Extinguishment Costs
 
1,155

 
 
1,155

 
Depreciation, Amortization, Contract Amortization and ARO Expense
 
1,235

 
 
1,235

 
Adjustment to reflect NRG share of adjusted EBITDA in unconsolidated affiliates
 
110

 
 
110

 
Other Costs 2
 
60

 
 
60

 
Adjusted EBITDA
 
2,700

 
 
2,900

 
(1) For purposes of guidance, fair value adjustments related to derivatives are assumed to be zero.
(2) Includes deactivation costs, gain on sale of businesses, asset write-offs, impairments and other non-recurring charges.






16




Appendix Table A-8: 2017 FCFbG Guidance Reconciliation
The following table summarizes the calculation of Free Cash Flow before Growth providing reconciliation to Cash from Operations:




 
2017
($ in millions)
 
Guidance
Adjusted EBITDA
 
$2,700 - $2,900

Cash Interest payments
 
(1,065)

Cash Income tax
 
(40)

Collateral / working capital / other
 
(240)

Cash From Operations
 
$1,355 - $1,555

Adjustments: Acquired Derivatives, Cost-to-Achieve, Return of Capital Dividends, Collateral and Other
 

Adjusted Cash flow from operations
 
$1,355 - $1,555

Maintenance capital expenditures, net
 
(280) - (310)

Environmental capital expenditures, net
 
(40) - (60)

Distributions to non-controlling interests
 
(185) - (205)

Free Cash Flow - before Growth Investments
 
$800 - $1,000


EBITDA and Adjusted EBITDA 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 should not be construed as an inference that NRG’s future results will be unaffected by unusual or non-recurring items.
 
EBITDA represents net income before interest (including loss on debt extinguishment), 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 debt or 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
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 NRG’s 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. As NRG defines it, Adjusted EBITDA represents EBITDA excluding impairment losses, gains or losses on sales, dispositions or retirements of assets, any mark-to-market gains or losses from accounting for derivatives, adjustments to exclude the Adjusted EBITDA related to the non-controlling interest, gains or losses on the repurchase, modification or extinguishment of debt, the impact of restructuring and any extraordinary, unusual or non-recurring items plus adjustments to reflect the Adjusted EBITDA from our unconsolidated investments.  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

17



EBITDA, the reader should be aware that in the future NRG may incur expenses similar to the adjustments in this news release.
 
Management believes Adjusted EBITDA is useful to investors and other users of NRG's financial statements in evaluating its operating performance because it provides an additional tool to compare business performance across companies and across periods and adjusts for items that we do not consider indicative of NRG’s future operating performance. This measure is widely used by debt-holders to analyze operating performance and debt service capacity and by equity investors to measure our operating performance without regard to items such as interest expense, taxes, depreciation and amortization, which can vary substantially from company to company depending upon accounting methods and book value of assets, capital structure and the method by which assets were acquired. Management uses Adjusted EBITDA as a measure of operating performance to assist in comparing performance from period to period on a consistent basis and to readily view operating trends, as a measure for planning and forecasting overall expectations, and for evaluating actual results against such expectations, and in communications with NRG's Board of Directors, shareholders, creditors, analysts and investors concerning its financial performance.
 
Adjusted cash flow from operating activities is a non-GAAP measure NRG provides to show cash from operations with the reclassification of net payments of derivative contracts acquired in business combinations from financing to operating cash flow, as well as the add back of merger, integration and related restructuring costs. The Company provides the reader with this alternative view of operating cash flow because the cash settlement of these derivative contracts materially impact operating revenues and cost of sales, while GAAP requires NRG to treat them as if there was a financing activity associated with the contracts as of the acquisition dates. The Company adds back merger, integration related restructuring costs as they are one time and unique in nature and do not reflect ongoing cash from operations and they are fully disclosed to investors.
 
Free cash flow (before Growth Investments) is adjusted cash flow from operations less maintenance and environmental capital expenditures, net of funding, preferred stock dividends and distributions to non-controlling interests 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 of these adjustments and the reasons NRG considers them appropriate for supplemental analysis. Because we have mandatory debt service requirements (and other non-discretionary expenditures) investors should not rely on Free Cash Flow before Growth Investments as a measure of cash available for discretionary expenditures.
 
Free Cash Flow before Growth Investments is utilized by Management in making decisions regarding the allocation of capital. Free Cash Flow before Growth Investment is presented because the Company believes it is a useful tool for assessing the financial performance in the current period. In addition, NRG’s peers evaluate cash available for allocation in a similar manner and accordingly, it is a meaningful indicator for investors to benchmark NRG's performance against its peers. Free Cash Flow before Growth Investment is a performance measure and is not intended to represent net income (loss), cash from operations (the most directly comparable U.S. GAAP measure), or liquidity and is not necessarily comparable to similarly titled measures reported by other companies.


18