Attached files
| file | filename |
|---|---|
| 8-K/A - 8-K/A - Clearway Energy, Inc. | a14-17305_18ka.htm |
| EX-99.3 - EX-99.3 - Clearway Energy, Inc. | a14-17305_1ex99d3.htm |
| EX-23.3 - EX-23.3 - Clearway Energy, Inc. | a14-17305_1ex23d3.htm |
| EX-99.1 - EX-99.1 - Clearway Energy, Inc. | a14-17305_1ex99d1.htm |
| EX-23.2 - EX-23.2 - Clearway Energy, Inc. | a14-17305_1ex23d2.htm |
| EX-99.5 - EX-99.5 - Clearway Energy, Inc. | a14-17305_1ex99d5.htm |
| EX-99.7 - EX-99.7 - Clearway Energy, Inc. | a14-17305_1ex99d7.htm |
| EX-23.1 - EX-23.1 - Clearway Energy, Inc. | a14-17305_1ex23d1.htm |
| EX-99.4 - EX-99.4 - Clearway Energy, Inc. | a14-17305_1ex99d4.htm |
| EX-99.6 - EX-99.6 - Clearway Energy, Inc. | a14-17305_1ex99d6.htm |
Exhibit 99.2
NRG WEST HOLDINGS, LLC AND SUBSIDIARIES
Consolidated Financial Statements
(unaudited)
March 31, 2014
NRG WEST HOLDINGS, LLC AND SUBSIDIARIES
Consolidated Balance Sheets
(Amounts in thousands)
|
|
|
As of |
|
As of |
| |
|
|
|
March 31, 2014 |
|
December 31, 2013 |
| |
|
|
|
(Unaudited) |
|
|
| |
|
Assets |
|
|
|
|
| |
|
Current assets: |
|
|
|
|
| |
|
Cash |
|
$ |
12,139 |
|
23,677 |
|
|
Restricted cash |
|
11,323 |
|
5,464 |
| |
|
Accounts receivable |
|
4,439 |
|
10,172 |
| |
|
Notes receivable |
|
3,645 |
|
3,645 |
| |
|
Inventory - spare parts |
|
375 |
|
417 |
| |
|
Prepaid assets |
|
1,476 |
|
1,779 |
| |
|
Other current assets |
|
22,283 |
|
7,590 |
| |
|
Total current assets |
|
55,680 |
|
52,744 |
| |
|
Property, plant, and equipment: |
|
|
|
|
| |
|
Construction in progress |
|
— |
|
250 |
| |
|
In service, net of accumulated depreciation of $12,486, and $7,128 |
|
630,408 |
|
636,079 |
| |
|
Net property, plant, and equipment |
|
630,408 |
|
636,329 |
| |
|
Other assets: |
|
|
|
|
| |
|
Intangible assets |
|
7,504 |
|
7,504 |
| |
|
Notes receivable |
|
12,946 |
|
13,760 |
| |
|
Debt issuance costs, net of accumulated amortization of $4,394 and $3,955 |
|
16,650 |
|
16,991 |
| |
|
Non-current derivative assets |
|
3,553 |
|
7,069 |
| |
|
Other noncurrent assets |
|
7,841 |
|
5,717 |
| |
|
Total other assets |
|
48,494 |
|
51,041 |
| |
|
Total assets |
|
734,582 |
|
740,114 |
| |
|
Liabilities and Member’s Equity |
|
|
|
|
| |
|
Current liabilities: |
|
|
|
|
| |
|
Accounts payable |
|
1,066 |
|
1,997 |
| |
|
Accounts payable-affiliate |
|
10,173 |
|
6,438 |
| |
|
Current portion of long term debt |
|
35,422 |
|
33,529 |
| |
|
Derivative instruments |
|
7,639 |
|
7,591 |
| |
|
Accrued liabilities |
|
2,195 |
|
1,544 |
| |
|
Other current liabilities |
|
189 |
|
116 |
| |
|
Total current liabilities |
|
56,684 |
|
51,215 |
| |
|
Noncurrent liabilities: |
|
|
|
|
| |
|
Long-term debt |
|
484,278 |
|
477,995 |
| |
|
Asset retirement obligation |
|
2,776 |
|
2,719 |
| |
|
Total noncurrent liabilities |
|
487,054 |
|
480,714 |
| |
|
Total liabilities |
|
543,738 |
|
531,929 |
| |
|
Commitments and contingencies |
|
|
|
|
| |
|
Member’s equity: |
|
|
|
|
| |
|
Member’s interest |
|
165,114 |
|
188,755 |
| |
|
Retained earnings |
|
29,815 |
|
19,951 |
| |
|
Accumulated other comprehensive loss |
|
(4,085 |
) |
(521 |
) | |
|
Total member’s equity |
|
190,844 |
|
208,185 |
| |
|
Total liabilities and member’s equity |
|
$ |
734,582 |
|
740,114 |
|
See accompanying notes to consolidated financial statements.
NRG WEST HOLDINGS, LLC AND SUBSIDIARIES
Consolidated Statements of Operations and Comprehensive Income
Three Months ended March 31, 2014 and 2013
(Unaudited)
(Amounts in thousands)
|
|
|
Three Months Ended March 31, |
| |||
|
|
|
2014 |
|
2013 |
| |
|
|
|
|
|
|
| |
|
Operating Revenue: |
|
|
|
|
| |
|
Operating revenue |
|
$ |
27,611 |
|
— |
|
|
Total operating revenue |
|
27,611 |
|
— |
| |
|
Operating costs and expenses: |
|
|
|
|
| |
|
Cost of operations |
|
3,545 |
|
407 |
| |
|
Cost of operations - affiliate |
|
2,226 |
|
22 |
| |
|
ARO accretion |
|
56 |
|
38 |
| |
|
Depreciation |
|
5,358 |
|
13 |
| |
|
Total operating costs and expenses |
|
11,185 |
|
480 |
| |
|
Operating income/(loss) |
|
16,426 |
|
(480 |
) | |
|
Other income/(expense): |
|
|
|
|
| |
|
Interest (expense)/income |
|
(20 |
) |
141 |
| |
|
Interest expense |
|
(6,542 |
) |
— |
| |
|
Total other (expense)/income |
|
(6,562 |
) |
141 |
| |
|
Net income/(loss) |
|
9,864 |
|
(339 |
) | |
|
Other comprehensive (loss)/income: |
|
|
|
|
| |
|
Unrealized (loss)/income on derivatives |
|
(3,564 |
) |
3,398 |
| |
|
Other comprehensive (loss)/income |
|
(3,564 |
) |
3,398 |
| |
|
Comprehensive income |
|
$ |
6,300 |
|
3,059 |
|
See accompanying notes to consolidated financial statements.
NRG WEST HOLDINGS, LLC AND SUBSIDIARIES
Consolidated Statements of Cash Flows
Three Months ended March 31, 2014 and 2013
(Unaudited)
(Amounts in thousands)
|
|
|
Three Months Ended March 31, |
| |||
|
|
|
2014 |
|
2013 |
| |
|
Cash flows from operating activities: |
|
|
|
|
| |
|
Net income/(loss) |
|
$ |
9,864 |
|
(339 |
) |
|
Adjustments to reconcile net income/(loss) to net cash used in operating activities: |
|
|
|
|
| |
|
Depreciation |
|
5,358 |
|
13 |
| |
|
ARO accretion |
|
56 |
|
38 |
| |
|
Amoritzation of deferred financing costs |
|
440 |
|
|
| |
|
Changes in assets and liabilities: |
|
|
|
|
| |
|
Accounts receivable — trade |
|
5,733 |
|
— |
| |
|
Prepayments and other current assets |
|
(14,348 |
) |
(229 |
) | |
|
Accounts payable |
|
(931 |
) |
— |
| |
|
Accounts payable — affiliate |
|
3,735 |
|
— |
| |
|
Accrued expenses and other current liabilities |
|
724 |
|
652 |
| |
|
Changes in other noncurrent assets |
|
(1,309 |
) |
— |
| |
|
Net cash provided by in operating activities |
|
9,322 |
|
135 |
| |
|
Cash flows from investing activities: |
|
|
|
|
| |
|
Capital expenditures |
|
563 |
|
(57,399 |
) | |
|
Increase in restricted cash |
|
(5,859 |
) |
— |
| |
|
Net cash used in investing activities |
|
(5,296 |
) |
(57,399 |
) | |
|
Cash flows from financing activities: |
|
|
|
|
| |
|
Proceeds from issuance of long-term debt |
|
8,176 |
|
57,274 |
| |
|
Distributions |
|
(23,641 |
) |
— |
| |
|
Payment of debt issuance costs |
|
(99 |
) |
(10 |
) | |
|
Net cash (used in)/provided by financing activities |
|
(15,564 |
) |
57,264 |
| |
|
Net change in cash and cash equivalents |
|
(11,538 |
) |
— |
| |
|
Cash and cash equivalents at beginning of period |
|
23,677 |
|
— |
| |
|
Cash and cash equivalents at end of period |
|
$ |
12,139 |
|
— |
|
See accompanying notes to consolidated financial statements.
Notes to Unaudited Consolidated Financial Statements
(1) Nature of Business
NRG West Holdings, LLC (West Holdings, or the Company), a Delaware limited liability company, is a wholly owned subsidiary of Natural Gas Repowering LLC, a Delaware limited liability company, which is a wholly owned subsidiary of NRG Gas Development Company, LLC, a Delaware limited liability company, which is a wholly owned subsidiary of NRG Repowering Holdings LLC (NRG RH), a Delaware limited liability company, which is a wholly owned subsidiary of NRG Energy, Inc. (NRG or the Parent).
West Holdings, formerly known as NRG Southern California Holdings LLC, was incorporated in the state of Delaware July 18, 2008, for the purpose of developing, procuring, constructing, owning, operating, and managing a combined cycle power plant consisting of two fast start, highly efficient units totaling approximately 550 MW, to be located on a site in El Segundo, Los Angeles County, California, commonly referred to as the El Segundo Energy Center facility (ESEC, or the Facility). The Company’s subsidiaries include the El Segundo Energy Center LLC and the West Procurement Company LLC. These subsidiaries hold certain contractual agreements with respect to the construction of the Facility.
The Company entered into an Engineering, Procurement, and Construction Agreement (EPC), with ARB Inc. to engineer, procure, and construct the Facility. The Facility was constructed pursuant to a 10 year, 550 MW power purchase tolling agreement (PPA) with Southern California Edison (SCE). In 2013, the Company completed construction of the Facility. The first and second units reached commercial operations during 2013 and the Company has earned revenues from the Facility, selling the electricity generated into the CAISO market prior to August 1, 2013 and, thereafter, in accordance with the PPA with SCE, an electric utility in central and southern California, for resale to its customers.
The Facility achieved commercial operations on August 1, 2013, in accordance with the PPA.
The following notes should be read in conjunction with the accounting policies and other disclosures as set forth in the notes to the Company’s consolidated annual financial statements. Interim results are not necessarily indicative of results for a full year.
(2) Derivative Instruments and Hedging Activity
The Company has a series of fixed for floating interest rate swaps for 75% of its Tranche A and Tranche B Facilities amounts. The notional amount of the swaps was $390 million as of March 31, 2014. The following table summarizes the effects of the swap on the Company’s accumulated OCI balance, which reflects the change in the fair value of the swaps as they are accounted for as cash flow hedges (amounts in thousands):
|
Accumulated OCL balance as at December 31, 2013 |
|
$ |
(521 |
) |
|
|
|
|
| |
|
Mark-to-market of cash flow hedge accounting contracts |
|
(3,564 |
) | |
|
|
|
|
| |
|
Accumulated OCL balance as at March 31, 2014 |
|
$ |
(4,085 |
) |
(3) Subsequent Events
These financial statements and notes reflect the Company’s evaluation of events occurring subsequent to the balance sheet date through July 17, 2014, the date that the financial statements are available to be issued.