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, 2019

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. [ ]


Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol(s)
Name of Exchange on Which Registered
Common Stock, par value $0.01
NRG
New York Stock Exchange





Item 2.02    Results of Operations and Financial Condition

On May 2, 2019, NRG Energy, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2019.  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
Exhibits
Exhibit
Number
 

Document
99.1
 




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
 
 
Senior Vice President and General Counsel
 
 
 
Dated: May 2, 2019
 
 



    


3

Document
https://cdn.kscope.io/30615bf4a2fc5dc25b55d7109fcd7f2e-nrgq12017logoa08.jpg            

Exhibit 99.1



NRG Energy, Inc. Reports First Quarter 2019 Results


Completed $500 million of the $1 billion 2019 share repurchase program
Returning to service 385 MW Combined Cycle Gas Turbine Gregory plant in ERCOT this summer
Reaffirming 2019 guidance


PRINCETON, NJ - May 2, 2019 - NRG Energy, Inc. (NYSE: NRG) today reported first quarter 2019 income from continuing operations of $94 million, or $1.72 per diluted common share and Adjusted EBITDA for the first quarter was $333 million.

“Our integrated platform delivered strong first quarter results,” said Mauricio Gutierrez, NRG President and Chief Executive Officer. “We are preparing for summer operations and executing on our capital allocation priorities, including returning capital to shareholders.”

Consolidated Financial Results
NRG completed the sale of its Renewables Platform, and its interests in NRG Yield, as well as the South Central Portfolio on August 31, 2018, and February 4, 2019, respectively. As a result, 2018 financial information for the South Central Portfolio, NRG Yield, the Renewables Platform and Carlsbad Energy Center was recast to reflect the presentation of these entities as discontinued operations. South Central Portfolio and Carlsbad Energy Center are also treated as discontinued operations through date of sale in 2019.

 
 
Three Months Ended
($ in millions)

 
3/31/19
 
3/31/18
Income from Continuing Operations
 
$
94

 
$
238

Cash (used)/provided by Continuing Operations
 
$
(135
)
 
$
246

Adjusted EBITDA
 
$
333

 
$
336

Free Cash Flow Before Growth Investments (FCFbG)
 
$
(26
)
 
$
43































1



Segment Results

Table 1: Income/(Loss) from Continuing Operations
($ in millions)
 
Three Months Ended
Segment
 
3/31/19
 
3/31/18
Retail
 
$
111

 
$
944

Generation a 
 
114

 
(573
)
Corporate
 
(131
)
 
(133
)
Income from Continuing Operations
 
$
94

 
$
238

a. In accordance with GAAP, 2018 results have been recast to reflect the discontinued operations of the South Central
Portfolio, NRG Yield, the Renewables Platform and Carlsbad Energy Center.

First quarter Income from Continuing Operations was $94 million, $144 million lower than first quarter 2018, driven by Retail gains and partially offsetting Generation losses on mark-to-market hedge positions in 2018 as a result of ERCOT heat rate expansion and increases in electricity prices.


Table 2: Adjusted EBITDA
($ in millions)

Three Months Ended
Segment

3/31/19
 
3/31/18
Retail

$
153

 
$
188

Generation a

184

 
155

Corporate

(4
)
 
(7
)
Adjusted EBITDA b

$
333

 
$
336

a. In accordance with GAAP, 2018 results have been recast to reflect the discontinued operations of the South Central
Portfolio, NRG Yield, the Renewables Platform and Carlsbad Energy Center.
b. See Appendices A-1 through A-2 for Operating Segment Reg G reconciliations.

Retail: First quarter Adjusted EBITDA was $153 million, $35 million lower than first quarter 2018, driven by higher supply costs, partially offset by cost reduction and margin enhancement initiatives, as well as the acquisition of XOOM.

Generation: First quarter Adjusted EBITDA was $184 million, $29 million higher than first quarter 2018, driven by:
Texas Region: $31 million increase due to higher realized power prices and lower operating expenses, partially offset by lower NOx emission sales; and
East/West1: $2 million decrease due to deconsolidation impact of the non-controlling interest in Ivanpah and Agua Caliente, deactivation of Encina and sale of BETM, partially offset by higher capacity revenues, reduction in Midwest Generation asbestos liability following settlement and lower operating expenses.






















1 Includes International and Renewables

2



Liquidity and Capital Resources
Table 3: Corporate Liquidity
($ in millions)
 
3/31/19
 
12/31/18
Cash and Cash Equivalents
 
$
859

 
$
563

Restricted Cash
 
15

 
17

Total
 
$
874

 
$
580

Total credit facility availability
 
1,801

 
1,397

Total Liquidity, excluding collateral received
 
$
2,675

 
$
1,977


As of March 31, 2019, NRG-level cash was at $0.9 billion, and $1.8 billion was available under the Company’s credit facilities. Total liquidity was $2.7 billion, including restricted cash. Overall liquidity as of the end of the first quarter 2019 was $698 million higher than at the end of 2018 driven by asset sale proceeds net of share repurchases executed during the period.

NRG Strategic Developments

Transformation Plan
During the first quarter of 2019, NRG realized $131 million of its 2019 cost savings target as part of the previously announced Transformation Plan, and is on track to realize $590 million in savings in 2019. Margin Enhancement provided $20 million in uplift in first quarter toward the $135 million 2019 target. With respect to the asset sales, on February 4, 2019, the Company completed the sale of its South Central Portfolio to Cleco, for approximately $1.0 billion2 and on February 27, 2019, completed the sale of Carlsbad to Global Infrastructure Partners III (GIP) for $385 million2. NRG's total cumulative asset sales under the Transformation Plan are approximately $3.0 billion2.

Gregory Return to Service
On May 2, 2019, in advance of the anticipated tight ERCOT summer, NRG announced the planned return to service of its inactive Gregory natural gas plant, in Corpus Christi, Texas. The plant is expected to come on line in June 2019 as an efficient combined cycle facility, providing an additional 385 MWs of dispatchable capacity to support ERCOT demand.

2019 Guidance
NRG is reaffirming its guidance range for 2019 with respect to Adjusted EBITDA, Cash From Operations and Free Cash Flow before Growth Investments (FCFbG) as set forth below.

Table 4: 2019 Adjusted EBITDA, Cash from Operations, and FCFbG Guidance
 
2019
($ in millions)
Guidance
Adjusted EBITDAa
$1,850-$2,050
Cash From Operations
$1,405-$1,605
FCFbG
$1,250-$1,450
a. Non-GAAP financial measure; see Appendix Tables 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 














2 Excludes transaction fees and other purchase price adjustments

3



Capital Allocation Update

During the first quarter of 2019, NRG completed the remaining $250 million of the $500 million share repurchase program announced on the third quarter 2018 earnings call. Additionally, through May 2, 2019, NRG completed the first $500 million of the $1 billion share repurchase program announced on the fourth quarter 2018 earnings call through a $400 million Accelerated Share Repurchase program and other repurchases at an average price of $42.21 per share.3 

On April 8, 2019, NRG declared a quarterly dividend on the Company's common stock of $0.03 per share, payable May 15, 2019, to stockholders of record as of May 1, 2019, 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.














































3 As of April 30, 2019, 267.2 million shares outstanding

4




Earnings Conference Call
On May 2, 2019, 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 NRG’s website at http://www.nrg.com and clicking on “Investors” then "Presentations & Webcasts." The webcast will be archived on the site for those unable to listen in real time.

About NRG
At NRG, we’re redefining power by putting customers at the center of everything we do. We create value by generating electricity and serving nearly 3 million residential and commercial customers through our portfolio of retail electricity brands. A Fortune 500 company, NRG delivers customer-focused solutions for managing electricity, while enhancing energy choice and working towards a sustainable energy future. More information is available at www.nrg.com. Connect with NRG on Facebook, LinkedIn and follow us on Twitter @nrgenergy, @nrginsight.

Safe Harbor Disclosure
In addition to historical information, the information presented in this press release 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, 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 regulations, the condition of capital markets generally, our ability to access capital markets, cyberterrorism and inadequate cybersecurity, 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 implement and execute on our publicly announced transformation plan, including any cost savings and margin enhancement, our ability to achieve our net debt targets, our ability to proceed with projects under development or the inability to complete the construction of such projects on schedule or within budget, the inability to maintain or create successful partnering relationships, our ability to operate our businesses efficiently, our ability to retain retail customers, our ability to realize value through our commercial operations strategy, 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, 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.

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, free cash flow guidance and excess cash guidance are estimates as of May 2, 2019. 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 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.






5



Contacts:

Media:
 
Investors:
 
 
 
 
 
Candice Adams
 
Kevin L. Cole, CFA
 
609.524.5428
 
609.524.4526
 
 
 
 
 
 
 
 
 
 
 
 
 




6



NRG ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
 
Three months ended March 31,
(In millions, except for per share amounts)
2019
 
2018
Operating Revenues
 
 
 
Total operating revenues
$
2,165

 
$
2,065

Operating Costs and Expenses
 
 
 
Cost of operations
1,651

 
1,385

Depreciation and amortization
85

 
120

Selling, general and administrative
194

 
176

Reorganization costs
13

 
20

Development costs
2

 
5

Total operating costs and expenses
1,945

 
1,706

Gain on sale of assets
1

 
2

Operating Income
221

 
361

Other Income/(Expense)
 
 
 
Equity in (losses)/earnings of unconsolidated affiliates
(21
)
 
1

Other income, net
12

 

Loss on debt extinguishment, net

 
(2
)
Interest expense
(114
)
 
(116
)
Total other expense
(123
)
 
(117
)
Income from Continuing Operations Before Income Taxes
98

 
244

Income tax expense
4

 
6

Income from Continuing Operations
94

 
238

Income/(loss) from discontinued operations, net of income tax
388

 
(5
)
Net Income
482

 
233

Less: Net loss attributable to noncontrolling interest and redeemable noncontrolling interests

 
(46
)
Net Income Attributable to NRG Energy, Inc.
$
482

 
$
279

Earnings per Share Attributable to NRG Energy, Inc.
 
 
 
Weighted average number of common shares outstanding — basic
278

 
318

Income from continuing operations per weighted average common share — basic
$
0.34

 
$
0.90

Income/(loss) from discontinued operations per weighted average common share — basic
$
1.39

 
$
(0.02
)
Earnings per Weighted Average Common Share — Basic
$
1.73

 
$
0.88

Weighted average number of common shares outstanding — diluted
280

 
322

Income from continuing operations per weighted average common share — diluted
$
0.34

 
$
0.89

Income/(loss) from discontinued operations per weighted average common share — diluted
$
1.38

 
$
(0.02
)
Earnings per Weighted Average Common Share — Diluted
$
1.72

 
$
0.87

Dividends Per Common Share
$
0.03

 
$
0.03


7



NRG ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
 
Three months ended March 31,
 
2019
 
2018
 
(In millions)
Net Income
$
482

 
$
233

Other Comprehensive (Loss)/Income
 
 
 
Unrealized gain on derivatives

 
14

Foreign currency translation adjustments
1

 
(2
)
Defined benefit plans
(3
)
 
(1
)
Other comprehensive (loss)/income
(2
)
 
11

Comprehensive Income
480

 
244

Less: Comprehensive loss attributable to noncontrolling interest and redeemable noncontrolling interest

 
(38
)
Comprehensive Income Attributable to NRG Energy, Inc.
$
480

 
$
282





8



NRG ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
 
March 31, 2019
 
December 31, 2018
(In millions, except share data)
(Unaudited)
 
 
ASSETS
 
 
 
Current Assets
 
 
 
Cash and cash equivalents
$
859

 
$
563

Funds deposited by counterparties
11

 
33

Restricted cash
15

 
17

Accounts receivable, net
898

 
1,024

Inventory
391

 
412

Derivative instruments
611

 
764

Cash collateral paid in support of energy risk management activities
388

 
287

Prepayments and other current assets
285

 
302

Current assets - held for sale

 
1

Current assets - discontinued operations

 
197

Total current assets
3,458

 
3,600

Property, plant and equipment, net
2,650

 
3,048

Other Assets
 
 
 
Equity investments in affiliates
387

 
412

Operating lease right-of-use assets, net
517

 

Goodwill
573

 
573

Intangible assets, net
580

 
591

Nuclear decommissioning trust fund
718

 
663

Derivative instruments
347

 
317

Deferred income taxes
45

 
46

Other non-current assets
255

 
289

Non-current assets - held-for-sale

 
77

Non-current assets - discontinued operations

 
1,012

Total other assets
3,422

 
3,980

Total Assets
$
9,530

 
$
10,628

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
Current Liabilities
 
 
 
Current portion of long-term debt and capital leases
$
124

 
$
72

Current portion of operating lease liabilities
74

 

Accounts payable
697

 
863

Derivative instruments
489

 
673

Cash collateral received in support of energy risk management activities
11

 
33

Accrued expenses and other current liabilities
550

 
680

Current liabilities - held-for-sale

 
5

Current liabilities - discontinued operations

 
72

Total current liabilities
1,945

 
2,398

Other Liabilities
 
 
 
Long-term debt and capital leases
6,366

 
6,449

Non-current operating lease liabilities
529

 

Nuclear decommissioning reserve
286

 
282

Nuclear decommissioning trust liability
423

 
371

Derivative instruments
350

 
304

Deferred income taxes
62

 
65

Other non-current liabilities
1,089

 
1,274

Non-current liabilities - held-for-sale

 
65

Non-current liabilities - discontinued operations

 
635

Total other liabilities
9,105

 
9,445

Total Liabilities
11,050

 
11,843

Redeemable noncontrolling interest in subsidiaries
18

 
19

Commitments and Contingencies
 
 
 
Stockholders’ Equity
 
 
 
Common stock; $0.01 par value; 500,000,000 shares authorized; 421,786,061 and 420,288,886 shares issued and 267,538,257 and 283,650,039 shares outstanding at March 31, 2019 and December 31, 2018, respectively
4

 
4

Additional paid-in capital
8,473

 
8,510

Accumulated deficit
(5,548
)
 
(6,022
)
Less treasury stock, at cost - 154,247,804 and 136,638,847 shares at March 31, 2019 and December 31, 2018, respectively
(4,371
)
 
(3,632
)
Accumulated other comprehensive loss
(96
)
 
(94
)
Total Stockholders’ Equity
(1,538
)
 
(1,234
)
Total Liabilities and Stockholders’ Equity
$
9,530

 
$
10,628


9



NRG ENERGY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

Three months ended March 31,
(In millions)
2019
 
2018
Cash Flows from Operating Activities

 

Net income
$
482

 
$
233

Income/(loss) from discontinued operations, net of income tax
388

 
(5
)
Net income from continuing operations
94

 
238

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Equity in losses/(earnings) of unconsolidated affiliates
21

 
(1
)
Depreciation, amortization and accretion
92

 
131

Provision for bad debts
26

 
15

Amortization of nuclear fuel
13

 
13

Amortization of financing costs and debt discount/premiums
7

 
6

Adjustment for debt extinguishment

 
2

Amortization of intangibles and out-of-market contracts
6

 
9

Amortization of unearned equity compensation
4

 
6

Loss/(gain) on sale and disposal of assets
3

 
(10
)
Changes in derivative instruments
(15
)
 
(203
)
Changes in deferred income taxes and liability for uncertain tax benefits
(2
)
 
(1
)
Changes in collateral deposits in support of energy risk management activities
(123
)
 
163

Changes in nuclear decommissioning trust liability
9

 
34

Changes in other working capital
(270
)
 
(156
)
Cash (used)/provided by continuing operations
(135
)
 
246

Cash provided by discontinued operations
8

 
104

Net Cash (Used)/Provided by Operating Activities
(127
)
 
350

Cash Flows from Investing Activities
 
 
 
Payments for acquisitions of businesses
(16
)
 
(2
)
Capital expenditures
(49
)
 
(155
)
Net proceeds from sale of emission allowances

 
6

Investments in nuclear decommissioning trust fund securities
(122
)
 
(216
)
Proceeds from the sale of nuclear decommissioning trust fund securities
113

 
182

Proceeds from sale of assets, net of cash disposed and sale of discontinued operations, net of fees
1,313

 
53

Changes in investments in unconsolidated affiliates
4

 
(8
)
Contributions to discontinued operations
(44
)
 
(29
)
Other
(1
)
 

Cash provided/(used) by continuing operations
1,198

 
(169
)
Cash used by discontinued operations
(2
)
 
(291
)
Net Cash Provided/(Used) by Investing Activities
1,196

 
(460
)
Cash Flows from Financing Activities
 
 
 
Payments of dividends to common stockholders
(8
)
 
(10
)
Payments for treasury stock
(747
)
 
(93
)
Distributions to noncontrolling interests from subsidiaries
(1
)
 
(10
)
Proceeds from issuance of common stock
2

 
7

Payment of debt issuance costs

 
(2
)
Payments for long-term debt
(37
)
 
(39
)
Cash used by continuing operations
(791
)
 
(147
)
Cash provided by discontinued operations
43

 
133

 Net Cash Used by Financing Activities
(748
)
 
(14
)
Change in Cash from discontinued operations
49

 
(54
)
Net Increase/(Decrease) in Cash and Cash Equivalents, Funds Deposited by Counterparties and Restricted Cash
272

 
(70
)
Cash and Cash Equivalents, Funds Deposited by Counterparties and Restricted Cash at Beginning of Period
613

 
1,086

Cash and Cash Equivalents, Funds Deposited by Counterparties and Restricted Cash at End of Period
$
885

 
$
1,016



10



Appendix Table A-1: First Quarter 2019 Adjusted EBITDA Reconciliation by Operating Segment
The following table summarizes the calculation of Adj. EBITDA and provides a reconciliation to income/(loss) from continuing operations:
    
($ in millions)
Texas
East/West1
Generation
Retail
Corp/Elim
Total
Income/(Loss) from Continuing Operations
43

71

114

111

(131
)
94

Plus:
 


 
 
 


Interest expense, net

7

7

1

100

108

Income tax




4

4

Depreciation and amortization
22

24

46

31

8

85

ARO Expense
3

4

7



7

Contract amortization
5


5



5

EBITDA
73

106

179

143

(19
)
303

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

29

32



32

Reorganization costs

1

1

1

11

13

Deactivation costs

1

1


3

4

Other non recurring charges
(1
)

(1
)
1

1

1

Mark to market (MtM) (gains)/losses on economic hedges
(31
)
3

(28
)
8


(20
)
Adjusted EBITDA
44

140

184

153

(4
)
333

1 Includes International, remaining renewables and Generation eliminations


First Quarter 2019 condensed financial information by Operating Segment:
    
($ in millions)
Texas
East/West1
Generation
Retail
Corp/Elim
Total
Operating revenues
387

431

818

1,607

(280
)
2,145

Cost of sales
196

189

385

1,235

(279
)
1,341

Economic gross margin2
191

242

433

372

(1
)
804

Operations & maintenance and other cost of operations3
129

94

223

79

(1
)
301

Selling, marketing, general and administrative
25

22

47

141

6

194

Other expense/(income)4
(7
)
(14
)
(21
)
(1
)
(2
)
(24
)
Adjusted EBITDA
44

140

184

153

(4
)
333

1 Includes International, remaining renewables and Generation eliminations
2 Excludes MtM gain of $20 million and contract amortization of $5 million
3 Excludes deactivation costs of $4 million
4 Excludes reorganization costs of $13 million

11



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
2,165


(20
)


2,145

Cost of operations
1,346

(5
)



1,341

Gross margin
819

5

(20
)


804

Operations & maintenance and other cost of operations
305



(4
)

301

Selling, marketing, general & administrative
194





194

Other expense/(income)1
226

(204
)


(46
)
(24
)
Income/(Loss) from Continuing Operations
94

209

(20
)
4

46

333

1 Other adj. includes reorganization costs of $13 million



12



Appendix Table A-2: First Quarter 2018 Adjusted EBITDA Reconciliation by Operating Segment
The following table summarizes the calculation of Adjusted EBITDA and provides a reconciliation to income/(loss) from continuing operations:
    
($ in millions)
Texas
East/West1
Generation
Retail
Corp/Elim
Total
Income/(Loss) from Continuing Operations
(600
)
27

(573
)
944

(133
)
238

Plus:
 


 
 
 


Interest expense, net

20

20

1

91

112

Income tax




6

6

Loss on debt extinguishment




2

2

Depreciation and amortization
21

65

86

26

8

120

ARO Expense
7

4

11



11

Contract amortization
6


6



6

Lease amortization

(2
)
(2
)


(2
)
EBITDA
(566
)
114

(452
)
971

(26
)
493

Adjustment to reflect NRG share of adjusted EBITDA in unconsolidated affiliates

7

7


1

8

Acquisition-related transaction & integration costs

1

1


3

4

Reorganization costs
1

3

4

3

13

20

Deactivation costs

3

3


2

5

Other non recurring charges

(2
)
5

3



3

Impairments
9


9



9

Mark to market (MtM) (gains)/losses on economic hedges
571

9

580

(786
)

(206
)
Adjusted EBITDA
13

142

155

188

(7
)
336

1 Includes International, remaining renewables and Generation eliminations


First Quarter 2018 condensed financial information by Operating Segment:
    
($ in millions)
Texas
East/West1
Generation
Retail
Corp/Elim
Total
Operating revenues
318

526

844

1,486

(169
)
2,161

Cost of sales
151

227

378

1,110

(166
)
1,322

Economic gross margin2
167

299

466

376

(3
)
839

Operations & maintenance and other cost of operations3
142

143

285

71

(2
)
354

Selling, marketing, general & administrative
25

26

51

116

9

176

Other expense/(income)4
(13
)
(12
)
(25
)
1

(3
)
(27
)
Adjusted EBITDA

13

142

155

188

(7
)
336

1 Includes International, remaining renewables and Generation eliminations
2 Excludes MtM gain of $206 million and contract amortization of $6 million
3 Excludes deactivation costs of $5 million
4 Excludes acquisition-related transaction & integration costs of $4 million, reorganization costs of $20 million and loss on debt extinguishment of $2 million

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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
2,065


96



2,161

Cost of operations
1,026

(6
)
302




1,322

Gross margin
1,039

6

(206
)


839

Operations & maintenance and other cost of operations
359



(5
)

354

Selling, marketing, general & administrative
176





176

Other expense/(income)1
266

(247
)


(46
)
(27
)
Income/(Loss) from Continuing Operations
238

253

(206
)
5

46

336

1 Other adj. includes impairments of $9 million, acquisition-related transaction & integration costs of $4 million, reorganization costs of $20 million and loss on debt extinguishment of $2 million


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Appendix Table A-3: 2019 and 2018 Three Months Ended March 31 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, 2019
 
March 31, 2018
Net Cash Provided by Operating Activities
 
(135
)
 
246

Merger, integration and cost-to-achieve expenses1
 
16

 
22

Sale of Land
 

 
3

GenOn Settlement2
 
5

 

Adjustment for change in collateral
 
123

 
(164
)
Adjusted Cash Flow from Operating Activities
 
9

 
107

Maintenance CapEx, net
 
(35
)
 
(54
)
Distributions to non-controlling interests
 

 
(10
)
Free Cash Flow Before Growth Investments (FCFbG)
 
(26
)
 
43


1 2019 and 2018 includes cost-to-achieve expenses associated with the Transformation Plan announced on July 2017 call
2 2019 includes final restructuring fee of $5 million



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Appendix Table A-4: First Quarter QTD 2019 Sources and Uses of Liquidity
The following table summarizes the sources and uses of liquidity through first quarter of 2019:
($ in millions)
Three Months Ended
March 31, 2019
Sources:
 
Adjusted cash flow from operations
9

Increase in credit facility
404

Asset sales
1,313

Uses:


Share repurchases
(747
)
Debt Repayment, net of proceeds
(37
)
Growth investments and acquisitions, net
(56
)
GenOn Settlement (Final Restructuring Fee)
(5
)
Maintenance CapEx, net
(35
)
Cost-to-achieve expenses1
(29
)
Collateral2
(101
)
Common Stock Dividends
(8
)
Other Investing and Financing
(10
)
Change in Total Liquidity
698

1 Includes capital expenditures associated with the Transformation Plan
2 Excludes impact of Funds deposited by Counterparties







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Appendix Table A-5: 2019 Adjusted EBITDA Guidance Reconciliation
The following table summarizes the calculation of Adjusted EBITDA providing reconciliation to Income from Continuing Operations:


 
 
2019 Guidance
($ in millions)
 
Low
 
High
Income from Continuing Operations 1
 
925

 
 
1,125

 
Income Tax
 
15

 
 
15

 
Interest Expense
 
350

 
 
350

 
Depreciation, Amortization, Contract Amortization and ARO Expense
 
430

 
 
430

 
Adjustment to reflect NRG share of adjusted EBITDA in unconsolidated affiliates
 
80

 
 
80

 
Other Costs 2
 
50

 
 
50

 
Adjusted EBITDA
 
1,850

 
 
2,050

 

1 For purposes of guidance, discontinued operations are excluded and fair value adjustments related to derivatives are assumed to be zero
2 Includes deactivation costs and cost-to-achieve expenses









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Appendix Table A-6: 2019 FCFbG Guidance Reconciliation
The following table summarizes the calculation of Free Cash Flow before Growth providing reconciliation to Cash from Operations:




 
2019
($ in millions)
 
Guidance
Adjusted EBITDA
 
$1,850 - $2,050

Interest payments
 
(350
)
Income tax
 
(15
)
Working capital / other assets and liabilities
 
(130
)
Cash From Operations
 
$1,355 - $1,555

Adjustments: Acquired Derivatives, Cost-to-Achieve, Return of Capital Dividends, Collateral and Other
 
50

Adjusted Cash flow from Operations
 
$1,405 - $1,605

Maintenance capital expenditures, net
 
(145) - (165)

Environmental capital expenditures, net
 
(0) - (5)

Free Cash Flow before Growth
 
$1,250 - $1,450


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

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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) 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 as a measure of cash available for discretionary expenditures.
 
Free Cash Flow before Growth is utilized by Management in making decisions regarding the allocation of capital. Free Cash Flow before Growth 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 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.


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