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8-K - 8-K - NRG ENERGY, INC.a15-5549_18k.htm

Exhibit 99.1

 

 

NRG Energy, Inc. Reports Full Year and Fourth Quarter Results, Reaffirms 2015 Guidance

 

2014 Results and Financial Highlights

·                  $3,128 million of Adjusted EBITDA, including $2,134 million delivered by NRG Business and NRG Renew, $604 million by NRG Home Retail, $455 million by NRG Yield, and $65 million of negative contribution from investment in NRG Home Solar

·                  $951 million of Free Cash Flow (FCF) before growth investments for full-year 2014

·                  $830 million of capital replenished at NRG following dropdowns to NRG Yield announced in 2014

 

Business and Operational Highlights

·                  $3.5 billion Edison Mission Energy (EME) acquisition now fully integrated

·                  Over 1 GW of new long-term contracts awarded in California

·                  1.6 million tons/year carbon expected to be captured from Petra Nova WA Parish CCS-EOR project now under construction

·                  627,000 increase in NRG Home Retail recurring customer count

·                  13,390 aggregate new NRG Home Solar lease customers at year end (projecting 35,000-40,000 aggregate by year end 2015)

·                  947 MW Alta Wind facility acquired by NRG Yield for $870 million(1)

·                  PH Robinson (360 MW(2)) peaking plant under construction in Houston (approximately $400/kw installed cost)

·                  Up to 70 MW of distributed generation to be installed at up to 170 sites through a recently announced deal with Kaiser Permanente

 

2015 Financial Guidance and Capital Allocation

·                  2015 Guidance is reaffirmed as follows:

·                  Adjusted EBITDA of $3,200-$3,400 million(3)

·                  FCF before growth investments of $1,100-$1,300 million(3)

·                  2015 Capital Allocation:

·                  4% increase in NRG common stock dividend to $0.58 per share annually

·                  Proposed recapitalization of NRG Yield through the creation of new classes of stock permitting more efficient means to raise capital to fund growth

 

PRINCETON, NJ; February 27, 2015 — NRG Energy, Inc. (NYSE: NRG) today reported  2014 full-year Adjusted EBITDA of $3,128 million with $2,134 million from NRG Business and NRG Renew combined, $539 million from NRG Home (including a $65 million negative contribution from investment in NRG Home Solar) and $455 million from NRG Yield. Adjusted Cash Flow from Operations totaled $1,525 million for 2014. Net income for the 12 months of 2014 was $134 million, or $0.23 per diluted common share, compared to a net loss of ($386) million, or ($1.22) per diluted common share in 2013.

 

“Through outstanding execution across all our businesses, NRG withstood the headwinds of a mild summer and declining commodity price environment to post strong financial results in 2014 and positioned ourselves well for growth in 2015,” said David Crane, NRG President and Chief Executive Officer.

 


(1)  Excludes $53 million of payments for working capital

(2)  Represents average annual peaking capacity

(3)  Excludes projected negative contribution of $100 million from NRG Home Solar

 



 

Segment Results

The results of the company have been restated in order to reflect the reorganization of NRG’s existing businesses on the basis of their key target customer segments. NRG reorganized in 2014 to better serve energy consumers with the choice of energy solutions and services that each segment demands: NRG Business, NRG Home (including NRG Home Retail and NRG Home Solar), NRG Renew, and NRG Yield.

 

Table 1: Adjusted EBITDA

 

($ millions)

 

Three Months Ended

 

Twelve Months Ended

 

Segment

 

12/31/14

 

12/31/13

 

12/31/14

 

12/31/13

 

Business (1)(2)

 

323

 

386

 

1,898

 

1,758

 

Home Retail

 

165

 

180

 

604

 

528

 

Home Solar

 

(34

)

(2

)

(65

)

(5

)

Renew (1)

 

55

 

18

 

237

 

101

 

NRG Yield (1)

 

114

 

93

 

455

 

293

 

Corporate

 

4

 

(6

)

(1

)

(39

)

Adjusted EBITDA (3)

 

627

 

669

 

3,128

 

2,636

 

 


(1)   In accordance with GAAP, 2014 and 2013 results have been restated to include full impact of the assets in the ROFO dropdown transaction which closed on June 30, 2014

(2)   See Appendices A-9 thru A-10 for Business regional segments Reg G reconciliations

(3)   Detailed adjustments by business segment are shown in Appendix A

 

Table 2: Net Income / (Loss)

 

($ millions) 

 

Three Months Ended

 

Twelve Months Ended

 

Segment

 

12/31/14

 

12/31/13

 

12/31/14

 

12/31/13

 

Business (1)(2)

 

575

 

(452

)

1,094

 

(51

)

Home Retail (3)

 

(99

)

225

 

138

 

349

 

Home Solar

 

(18

)

(4

)

(53

)

(9

)

Renew (1)

 

(64

)

(16

)

(163

)

(71

)

NRG Yield (1)

 

(10

)

33

 

65

 

119

 

Corporate

 

(265

)

(83

)

(947

)

(723

)

Net Income/ (Loss)

 

119

 

(297

)

134

 

(386

)

 


(1)         In accordance with GAAP, 2014 and 2013 results have been restated to include full impact of the assets in the ROFO drop-down transaction which closed on June 30, 2014

(2)         See Appendices A-9 thru A-12 for Business regional segments net income/(loss)

(3)         Includes mark-to-market gains and losses of economic hedges

 

NRG Business: Full Year 2014 Adjusted EBITDA was $1,898 million, $140 million higher than 2013 primarily driven by favorable gross margin of $202 million in the East due to the extreme winter weather in the first quarter of 2014.  After closing the transaction on April 1st, the coal assets acquired from EME also contributed $46 million of Adjusted EBITDA in the East during the year. The West region contributed an increase of $105 million in Adjusted EBITDA compared to 2013 mainly due to the addition of the EME gas fleet.  This was partially offset by lower Adjusted EBITDA of $179 million compared to 2013 in the Gulf Coast region as milder weather and relative lack of scarcity pricing negatively impacted ERCOT heat rates resulting in lower wholesale margins in Texas. The impact of the transition of NRG’s Louisiana assets into MISO in late 2013 helped partially offset lower margins in Texas, reducing the year on year decline in the Gulf Coast region.

 

Fourth quarter Adjusted EBITDA was $323 million, $63 million lower than the fourth quarter 2013 primarily due to milder weather. These declines were partially offset by contributions from the EME acquisition and lower operating costs across our fleet.

 

NRG Home Retail: Full Year 2014 Adjusted EBITDA was $604 million, $76 million higher than 2013 driven by higher energy margins and higher customer counts. This includes the impact of the acquisition of the retail portfolio from Dominion Resources, which closed on March 31st, and expansion in customer and product growth. This was partially offset by

 

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increased operating and marketing costs to support incremental customer count and the Dominion acquisition.

 

Fourth quarter Adjusted EBITDA was $165 million, $15 million lower than fourth quarter 2013, primarily driven by lower volume due to milder weather, which was partially offset by gross margin associated with increased customer count.

 

NRG Home Solar: Full Year 2014 Adjusted EBITDA was ($65) million, $60 million lower than 2013 primarily driven by higher expenses to support expansion plans.

 

Fourth quarter Adjusted EBITDA was ($34) million, $32 million lower as a result of higher selling, marketing and administrative expenses to support expansion plans.

 

NRG Renew: Full Year Adjusted EBITDA was $237 million, $136 million higher than in 2013 due to the addition of the wind assets acquired from EME, and full year operation of Ivanpah and CVSR. This was partially offset by higher operating costs to bring these assets online.

 

Fourth quarter Adjusted EBITDA was $55 million, $37 million higher than the fourth quarter 2013 due to assets acquired from EME and favorable margins from existing assets. This was partially offset by additional costs from Ivanpah and CVSR commencing operations, and additional development expenses to support distributed generation expansion plans.

 

NRG Yield: Full Year 2014 Adjusted EBITDA was $455 million, $162 million higher than in 2013 as a result of additional generating capacity, higher sales volumes in the thermal business, and the Alta Wind acquisition which closed in August 2014.

 

Fourth quarter Adjusted EBITDA was $114 million, $21 million higher than the fourth quarter 2013 primarily due to the Alta Wind acquisition, partially offset by higher O&M spending.

 

Liquidity and Capital Resources

 

Table 3: Corporate Liquidity

 

($ in millions)

 

12/31/14

 

12/31/13

 

Cash and Cash Equivalents

 

2,116

 

2,254

 

Restricted cash

 

457

 

268

 

Total

 

2,573

 

2,522

 

NRG Corporate Credit Facility Availability

 

1,367

 

1,173

 

Total Liquidity

 

3,940

 

3,695

 

 

Total liquidity as of December 31, 2014, was $3,940 million, an increase of $245 million from December 31, 2013, driven by an increase of $194 million in letter-of-credit availability and an increase in cash of $51 million, consisting of the following:

 

·                  $4,765 million of cash outflows through December 2014, consisting of:

·                  $2,944 million for acquisitions and growth projects, net, including $1,596 million net cash used in the EME transaction on April 1, 2014 and $901 million net cash used to acquire Alta Wind on August 12, 2014;

·                  $853 million of cash grant bridge loan payments;

·                  $508 million of maintenance and environmental capital expenditures, net;

·                  $190 million common and preferred stock dividends;

·                  $124 million of merger and integration expenses and capital costs;

·                  $102 million of other investing and financing activities; and

·                  $44 million of stock repurchases.

 

·                  Offset by $4,816 million of cash inflows through December 2014, consisting of:

 

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·                  $1,838 million of net financing activities consisting of: $2,100 million of proceeds from senior note debt issuance; $337 million of proceeds from NRG Yield convertible note issuance; $492 million of proceeds from NRG Yield “Green Bond” issuance; $630 million of proceeds from NRG Yield Class A equity issuance, partially offset by $1,721 million of debt payments;

·                  $1,525 million of Adjusted Cash Flow from Operations;

·                  $916 million of cash grant proceeds;

·                  $190 million of net proceeds from tax-equity financing of NRG Yield-eligible wind assets acquired as a part of the EME transaction;

·                  $131 million of net proceeds from sale of assets;

·                  $127 million of other project debt; and

·                  $89 million of collateral received.

 

Completed Sale of Second Set of Assets to NRG Yield

 

On January 2, 2015, NRG completed the sale of the following assets to NRG Yield: Walnut Creek, Tapestry and Laredo Ridge for $489 million in total cash consideration, plus assumed project debt of $737 million (as of December 31, 2014) including adjustments for working capital. These assets augment NRG Yield’s portfolio with an additional 284 MW of wind generation and 485 MW of natural gas generation.

 

This transaction represents a projected $120 million of Adjusted EBITDA and $35 million of CAFD on an annualized basis.

 

NRG Strategic Developments

 

NRG Business

 

NRG continued its strong track record of safety performance with a top quartile recordable rate of 0.73 for the full year 2014.

 

Overall generation was up 4% over 2013, including the delivery of exceptional operating performance during the extreme cold weather in the first quarter of 2014, with fleet peak availability of 90.7%.

 

NRG Business’s multi-year capital investment program includes both generation additions and fuel conversions of approximately 4,400 MWs of generation capacity across our geographic footprint. This provides the company with the ability to bid generation assets in regional forward capacity markets while also meeting key environmental compliance goals. Assets undergoing planned fuel conversions or additions include Avon Lake 7 and 9, Big Cajun II Unit 2, Dunkirk Units 2-4, Joliet Units 6-8, New Castle Units 3-5, Portland Units 1-2, and Shawville 1-4. Additionally, and as part of the acquisition of Midwest Generation, NRG has elected to install DSI and ESP upgrades at both its 1,538 MW Powerton and 689 MW Waukegan coal facilities which, when combined with the fuel conversion at Joliet and the planned retirement of the 761 MW Will County 3 coal facility, will provide significant emissions improvement in Illinois.

 

NRG was selected by Southern California Edison (SCE) to repower the Company’s Mandalay facility in Oxnard with 262 MW of new simple cycle generation and to install 178 MW of “Preferred Resources,” including both demand response and energy efficiency products at sites across southern California. When coupled with the previously announced Carlsbad repowering, total long term contracts awarded to NRG, pending CPUC approval, amount to over 1 GW in California.  The Company plans to add the Mandalay and Carlsbad facilities to the Right of First Offer Agreement for dropdown to NRG Yield.

 

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NRG has begun construction of a 360 MW(4), natural gas-fired peaking plant at our PH Robinson site near Houston. The project will be partially financed through $43 million of Ike tax-exempt bonds.

 

NRG Home

 

As a result of organic growth and acquisitions completed in 2014, NRG Home Solar now has the capabilities it needs to compete at the national level in 2015. By the end of 2015, NRG Home Solar expects to have 35,000-40,000 lease customers totaling approximately 245—280 MW, of which 25,000-30,000 are expected to be added during the year 2015.

 

NRG acquired Goal Zero, a leader in portable solar and energy storage products, which the Company expects to enable it to meet its retail customer’s growing demand for power “on the go.”

 

NRG Yield

 

In the first quarter 2015, NRG offered NRG Yield the opportunity to invest in a portfolio of approximately 2,300 existing residential solar leases with an average tenor of 17 years currently held by a partnership owned solely by NRG.  Subject to the approval of NRG Yield’s independent directors, NRG Yield would invest cash in exchange for an ownership stake in the partnership with the cash proceeds distributed to NRG.  Under the proposed partnership agreement, NRG Yield will receive approximately 95% of the tax and cash distributions during the contracted lease term and 5% of the economics thereafter.

 

NRG also expects to propose a similar partnership with NRG Yield to invest in additional residential solar leases to be financed with tax equity and funded by NRG Yield equity to be invested over time as individual leases are placed in service by NRG.

 

NRG Yield also announced it is seeking stockholder approval (including the approval of a majority of the Class A stock) to amend its governing documents to authorize a Class C and Class D stock.  Shares of Class C and Class D stock will be issued through a recapitalization of the Company’s equity. The proposed recapitalization will be effectuated through a stock split of each share of the Class A stock into one Class A and one Class C share. In addition, each share of Class B stock held by NRG will be split into one Class B and one Class D share. The Class C stock will have equal economic rights with Class A stock and a 1/100th voting right.  The Class D stock will not have any economic rights (as NRG’s economic interest is held exclusively through its ownership of NRG Yield LLC) and a 1/100th voting right.

 

In connection with the recapitalization, the operating agreement of NRG Yield LLC will also be amended and restated to provide for the recapitalization of the outstanding units of NRG Yield LLC. The recapitalization will result in the creation of Class C units (to be owned by NRG Yield) and Class D units (to be owned by NRG) in each case in amounts equal to the number of Class C shares and Class D shares issued in connection with the recapitalization of NRG Yield.

 

The recapitalization is intended to provide NRG Yield the flexibility to raise capital for future acquisitions while also maintaining the strong strategic sponsorship of its parent, NRG Energy, Inc. NYLD intends to use the new Class C common stock for, among other things, issuance in public offerings to raise capital to finance future acquisitions, as well as in stock-based acquisitions and for equity-based compensation.

 


(4) Represents average annual peaking capacity

 

5



 

NRG Renew

 

NRG Renew entered into an agreement with Kaiser Permanente, one of the nation’s largest not-for-profit healthcare providers, to help Kaiser Permanente achieve its goal to reduce greenhouse gas emissions by 30% by 2020.  Utilizing as much as 70 MW of on-site solar, NRG Renew expects to implement a single-brand, multi-site distributed solar program at as many as 170 locations, which will include medical offices, hospitals, clinics, data centers and other Kaiser Permanente facilities.

 

Outlook for 2015

 

The Company is reaffirming its guidance range for fiscal year 2015 with respect to both Adjusted EBITDA and FCF before growth investments. As always, the Company’s annual guidance assumes normalized weather.

 

Table 4: 2015 Adjusted EBITDA and FCF before Growth investments Guidance

 

($ in millions)

 

2015
Guidance

 

Adjusted EBITDA(1)

 

$3,200–3,400

 

Interest payments

 

(1,160)

 

Income tax

 

(40)

 

Working capital/other changes

 

250

 

Adjusted Cash flow from operations

 

$2,250–2,450

 

Maintenance capital expenditures, net

 

(480)(510)

 

Environmental capital expenditures, net

 

(330)(360)

 

Adjusted EBITDA from NRG Home Solar

 

(100)

 

Preferred dividends

 

(10)

 

Distributions to non-controlling interests

 

(190)(210)

 

Free cash flow — before Growth investments

 

$1,100–1,300

 

 


(1)         2015 guidance excludes expected negative contribution of $100 MM from NRG Home Solar

 

2015 Capital Allocation Update

 

On January 20, 2015, NRG declared a quarterly dividend on the Company’s common stock of $0.145 per share, payable February 17, 2015 to stockholders of record as of February 2, 2015. On an annual basis, the increase to $0.58 per share represents a 4% increase year-over-year and a total increase of 61% from $0.36 per share in 2012.

 

NRG has also completed the $100 million share buyback program announced on December 9, 2014 at an average price of $25.96 per share.

 

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

 

Announcing Transition in NRG’s Investor Relations Department

 

NRG is announcing that Matt Orendorff, previously in the Strategy and M&A Group at NRG, has been named Managing Director of Investor Relations replacing Chad Plotkin who has assumed the role of Senior Vice President, Finance and Strategy, for NRG Home Solar.

 

Earnings Conference Call

 

NRG will host a conference call at 9:00 am Eastern today 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 “Presentations and Webcasts” under the “Investors” section at the bottom of

 

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the home page. The webcast will be archived on the site for those unable to listen in real time.

 

About NRG

 

NRG is leading a customer-driven change in the U.S. energy industry by delivering cleaner and smarter energy choices, while building on the strength of the nation’s largest and most diverse competitive power portfolio. A Fortune 250 company, we create value through reliable and efficient conventional generation while driving innovation in solar and renewable power, electric vehicle ecosystems, carbon capture technology and customer-centric energy solutions. 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 have been correct, and actual results may vary materially. Factors that could cause actual results to differ materially from those contemplated above include, among others, general economic conditions, hazards customary in the power industry, weather conditions, competition in wholesale power markets, the volatility of energy and fuel prices, failure of customers to perform under contracts, changes in the wholesale power markets, changes in government regulation, the condition of capital markets generally, our ability to access capital markets, unanticipated outages at our generation facilities, adverse results in current and future litigation, failure to identify, execute, or successfully implement acquisitions and repowerings, our ability to implement value enhancing improvements to plant operations and companywide processes, our ability to obtain federal loan guarantees, 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 and to grow our NRG Home Solar business, our ability to realize value through our commercial operations strategy and the creation of NRG Yield, the ability to successfully integrate the businesses of acquired companies, the ability to realize anticipated benefits of acquisitions (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 to NRG Yield and our ability to pay dividends and initiate share repurchases under our Capital Allocation Plan, which 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 and free cash flow guidance are estimates as of February 27, 2015. These estimates are based on assumptions 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

 

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contemplated in the forward-looking statements included in this Earnings Presentation 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:

Karen Cleeve

 

Chad Plotkin

609.524.4608

 

609.524.4526

 

 

 

David Knox

 

Lindsey Puchyr

832.357.5730

 

609-524-4527

 

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NRG ENERGY, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF OPERATIONS

 

 

 

For the Year Ended December 31,

 

(In millions, except per share amounts)

 

2014

 

2013

 

2012

 

Operating Revenues

 

 

 

 

 

 

 

Total operating revenues

 

$

15,868

 

$

11,295

 

$

8,422

 

Cost of operations

 

11,779

 

8,121

 

6,140

 

Depreciation and amortization

 

1,523

 

1,256

 

950

 

Impairment losses

 

97

 

459

 

 

Selling, general and administrative

 

1,042

 

904

 

807

 

Acquisition-related transaction and integration costs

 

84

 

128

 

107

 

Development activity expenses

 

91

 

84

 

68

 

Total operating costs and expenses

 

14,616

 

10,952

 

8,072

 

Gain on sale of assets

 

19

 

 

 

Operating Income

 

1,271

 

343

 

350

 

Other Income/(Expense)

 

 

 

 

 

 

 

Equity in earnings of unconsolidated affiliates

 

38

 

7

 

37

 

Bargain purchase gain related to GenOn acquisition

 

 

 

296

 

Impairment losses on investments

 

 

(99

)

(2

)

Other income, net

 

22

 

13

 

19

 

Gain on sale of equity-method investment

 

18

 

 

 

Loss on debt extinguishment

 

(95

)

(50

)

(51

)

Interest expense

 

(1,119

)

(848

)

(661

)

Total other expense

 

(1,136

)

(977

)

(362

)

Income/(Loss)Before Income Taxes

 

135

 

(634

)

(12

)

Income tax expense/(benefit)

 

3

 

(282

)

(327

)

Net Income/(Loss)

 

132

 

(352

)

315

 

Less: Net (loss)/income attributable to noncontrolling interests and redeemable noncontrolling interests

 

(2

)

34

 

20

 

Net Income/(Loss) Attributable to NRG Energy, Inc.

 

134

 

(386

)

295

 

Dividends for preferred shares

 

56

 

9

 

9

 

Income/(Loss) Available for Common Stockholders

 

$

78

 

$

(395

)

$

286

 

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

 

 

 

 

 

 

 

Weighted average number of common shares outstanding — basic

 

334

 

323

 

232

 

Net Income/(Loss) per Weighted Average Common Share — Basic

 

$

0.23

 

$

(1.22

)

$

1.23

 

Weighted average number of common shares outstanding — diluted

 

339

 

323

 

234

 

Net Income/(Loss) per Weighted Average Common Share — Diluted

 

$

0.23

 

$

(1.22

)

$

1.22

 

Dividends Per Common Share

 

$

0.54

 

$

0.45

 

$

0.18

 

 

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NRG ENERGY, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS)/INCOME

 

 

 

For the Year Ended December 31,

 

 

 

2014

 

2013

 

2012

 

 

 

(In millions)

 

Net Income/(Loss)

 

$

132

 

$

(352

)

$

315

 

Other Comprehensive (Loss)/Income, net of tax

 

 

 

 

 

 

 

Unrealized (loss)/gain on derivatives, net of income tax benefit of $21, $6, and $94

 

(45

)

8

 

(163

)

Foreign currency translation adjustments, net of income tax benefit of $5, $14, and $1

 

(8

)

(24

)

(1

)

Reclassification adjustment for translation gain realized upon sale of Schkopau, net of income tax benefit of $0, $0, and $6

 

 

 

(11

)

Available-for-sale securities, net of income tax benefit/(expense) of $2, $(2), and $(1)

 

(7

)

3

 

3

 

Defined benefit plan, net of income tax benefit/(expense) of $88, $(100), and $21

 

(129

)

168

 

(52

)

Other comprehensive (loss)/income

 

(189

)

155

 

(224

)

Comprehensive (Loss)/Income

 

(57

)

(197

)

91

 

Less: Comprehensive income attributable to noncontrolling interests and redeemable noncontrolling interests

 

8

 

34

 

20

 

Comprehensive (Loss)/Income Attributable to NRG Energy, Inc.

 

(65

)

(231

)

71

 

Dividends for preferred shares

 

56

 

9

 

9

 

Comprehensive (Loss)/Income Available for Common Stockholders

 

$

(121

)

$

(240

)

$

62

 

 

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NRG ENERGY, INC. AND SUBSIDIARIES

 

CONSOLIDATED BALANCE SHEETS

 

 

 

As of December 31,

 

 

 

2014

 

2013

 

 

 

(In millions)

 

ASSETS

 

 

 

 

 

Current Assets

 

 

 

 

 

Cash and cash equivalents

 

$

2,116

 

$

2,254

 

Funds deposited by counterparties

 

72

 

63

 

Restricted cash

 

457

 

268

 

Accounts receivable — trade, less allowance for doubtful accounts of $23 and $40

 

1,322

 

1,214

 

Inventory

 

1,247

 

898

 

Derivative instruments

 

2,425

 

1,328

 

Cash collateral paid in support of energy risk management activities

 

187

 

276

 

Deferred income taxes

 

174

 

258

 

Renewable energy grant receivable

 

135

 

539

 

Current assets held-for-sale

 

 

19

 

Prepayments and other current assets

 

447

 

479

 

Total current assets

 

8,582

 

7,596

 

Property, Plant and Equipment

 

 

 

 

 

In service

 

29,487

 

23,649

 

Under construction

 

770

 

2,775

 

Total property, plant and equipment

 

30,257

 

26,424

 

Less accumulated depreciation

 

(7,890

)

(6,573

)

Net property, plant and equipment

 

22,367

 

19,851

 

Other Assets

 

 

 

 

 

Equity investments in affiliates

 

771

 

453

 

Notes receivable, less current portion

 

72

 

73

 

Goodwill

 

2,574

 

1,985

 

Intangible assets, net of accumulated amortization of $1,402 and $1,977

 

2,567

 

1,140

 

Nuclear decommissioning trust fund

 

585

 

551

 

Derivative instruments

 

480

 

311

 

Deferred income taxes

 

1,406

 

1,202

 

Non-current assets held-for-sale

 

17

 

 

Other non-current assets

 

1,244

 

740

 

Total other assets

 

9,716

 

6,455

 

Total Assets

 

$

40,665

 

$

33,902

 

 

11



 

NRG ENERGY, INC. AND SUBSIDIARIES

 

CONSOLIDATED BALANCE SHEETS (Continued)

 

 

 

As of December 31,

 

 

 

2014

 

2013

 

 

 

(In millions, except share data)

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current Liabilities

 

 

 

 

 

Current portion of long-term debt and capital leases

 

$

474

 

$

1,050

 

Accounts payable

 

1,060

 

1,038

 

Derivative instruments

 

2,054

 

1,055

 

Cash collateral received in support of energy risk management activities

 

72

 

63

 

Accrued interest expense

 

252

 

185

 

Other accrued expenses

 

553

 

480

 

Other current liabilities

 

394

 

333

 

Total current liabilities

 

4,859

 

4,204

 

Other Liabilities

 

 

 

 

 

Long-term debt and capital leases

 

19,900

 

15,767

 

Nuclear decommissioning reserve

 

310

 

294

 

Nuclear decommissioning trust liability

 

333

 

324

 

Postretirement and other benefit obligations

 

727

 

506

 

Deferred income taxes

 

21

 

22

 

Derivative instruments

 

438

 

195

 

Out-of-market contracts, net of accumulated amortization of $562 and $484

 

1,244

 

1,177

 

Other non-current liabilities

 

847

 

695

 

Total non-current liabilities

 

23,820

 

18,980

 

Total Liabilities

 

28,679

 

23,184

 

2.822% and 3.625%, respectively, convertible perpetual preferred stock; $0.01 par value; 250,000 shares issued and outstanding

 

291

 

249

 

Redeemable noncontrolling interest in subsidiaries

 

19

 

2

 

Commitments and Contingencies

 

 

 

 

 

Stockholders’ Equity

 

 

 

 

 

Common stock; $0.01 par value; 500,000,000 shares authorized; 415,506,176 and 401,126,780 shares issued and 336,662,624 and 323,779,252 shares outstanding at December 31, 2014 and 2013

 

4

 

4

 

Additional paid-in capital

 

8,327

 

7,840

 

Retained earnings

 

3,588

 

3,695

 

Less treasury stock, at cost; 78,843,552 and 77,347,528 shares at December 31, 2014 and 2013

 

(1,983

)

(1,942

)

Accumulated other comprehensive (loss)/income

 

(174

)

5

 

Noncontrolling interest

 

1,914

 

865

 

Total Stockholders’ Equity

 

11,676

 

10,467

 

Total Liabilities and Stockholders’ Equity

 

$

40,665

 

$

33,902

 

 

12



 

NRG ENERGY, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

 

 

 

For the Year Ended December 31,

 

 

 

2014

 

2013

 

2012

 

 

 

(In millions)

 

Cash Flows from Operating Activities

 

 

 

 

 

 

 

Net income/(loss)

 

$

132

 

$

(352

)

$

315

 

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

 

 

 

 

 

 

 

Distributions and equity in earnings of unconsolidated affiliates

 

49

 

84

 

2

 

Bargain purchase gain related to GenOn acquisition

 

 

 

(296

)

Depreciation and amortization

 

1,523

 

1,256

 

950

 

Provision for bad debts

 

64

 

67

 

45

 

Amortization of nuclear fuel

 

46

 

36

 

39

 

Amortization of financing costs and debt discount/premiums

 

(12

)

(33

)

31

 

Adjustment to loss on debt extinguishment

 

25

 

(15

)

9

 

Amortization of intangibles and out-of-market contracts

 

64

 

49

 

146

 

Amortization of unearned equity compensation

 

42

 

38

 

41

 

(Gain)/loss on disposals and sales of assets, net

 

(4

)

(3

)

11

 

Impairment losses

 

97

 

558

 

 

Changes in derivative instruments

 

(61

)

164

 

124

 

Changes in deferred income taxes and liability for uncertain tax benefits

 

(154

)

(67

)

(353

)

Changes in nuclear decommissioning trust liability

 

19

 

15

 

37

 

Cash (used)/provided by changes in other working capital, net of acquisition and disposition effects:

 

 

 

 

 

 

 

Accounts receivable - trade

 

(2

)

(224

)

(131

)

Inventory

 

(245

)

11

 

(172

)

Prepayments and other current assets

 

182

 

(22

)

(26

)

Accounts payable

 

(12

)

275

 

(132

)

Accrued expenses and other current liabilities

 

(26

)

(114

)

231

 

Other assets and liabilities

 

(217

)

(453

)

278

 

Net Cash Provided by Operating Activities

 

1,510

 

1,270

 

1,149

 

Cash Flows from Investing Activities

 

 

 

 

 

 

 

Acquisition of businesses, net of cash acquired

 

(2,936

)

(494

)

(81

)

Cash acquired in GenOn acquisition

 

 

 

983

 

Capital expenditures

 

(909

)

(1,987

)

(3,396

)

Decrease/(increase) in restricted cash, net

 

57

 

(22

)

(66

)

(Increase)/decrease in restricted cash to support equity requirements for U.S. DOE funded projects

 

(206

)

(26

)

164

 

Decrease/(increase) in notes receivable

 

25

 

(11

)

(24

)

Proceeds from renewable energy grants

 

916

 

55

 

62

 

Purchases of emission allowances, net of proceeds

 

(16

)

5

 

(1

)

Investments in nuclear decommissioning trust fund securities

 

(619

)

(514

)

(436

)

Proceeds from sales of nuclear decommissioning trust fund securities

 

600

 

488

 

399

 

Proceeds from sale of assets, net

 

203

 

13

 

137

 

Investments in unconsolidated affiliates

 

(103

)

 

(25

)

Other

 

85

 

(35

)

22

 

Net Cash Used by Investing Activities

 

(2,903

)

(2,528

)

(2,262

)

Cash Flows from Financing Activities

 

 

 

 

 

 

 

Payment of dividends to preferred and common stockholders

 

(196

)

(154

)

(50

)

Net receipts/(payments for) from settlement of acquired derivatives that include financing elements

 

9

 

267

 

(68

)

Payment for treasury stock

 

(39

)

(25

)

 

Sales proceeds and other contributions from noncontrolling interests in subsidiaries

 

819

 

531

 

347

 

Proceeds from issuance of common stock

 

21

 

16

 

 

Proceeds from issuance of long-term debt

 

4,563

 

1,777

 

3,165

 

Payment of debt issuance and hedging costs

 

(67

)

(50

)

(35

)

Payments for short and long-term debt

 

(3,827

)

(935

)

(1,260

)

Other

 

(18

)

 

 

Net Cash Provided by Financing Activities

 

1,265

 

1,427

 

2,099

 

Effect of exchange rate changes on cash and cash equivalents

 

(10

)

(2

)

(4

)

Net (Decrease)/Increase in Cash and Cash Equivalents

 

(138

)

167

 

982

 

Cash and Cash Equivalents at Beginning of Period

 

2,254

 

2,087

 

1,105

 

Cash and Cash Equivalents at End of Period

 

$

2,116

 

$

2,254

 

$

2,087

 

 

13



 

Appendix Table A-1: Fourth Quarter 2014 Regional Adjusted EBITDA Reconciliation

 

The following table summarizes the calculation of Adjusted EBITDA and provides a reconciliation to net income/ (loss)

 

($ in millions)

 

Home
Retail

 

Home
Solar

 

Business

 

Renew

 

Yield

 

Corp

 

Total

 

Net Income/(Loss) Attributable to NRG Energy, Inc.

 

(99

)

(18

)

575

 

(64

)

(10

)

(265

)

119

 

Plus:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income Attributable to Non-Controlling Interest

 

 

(19

)

(1

)

(14

)

 

12

 

(22

)

Interest Expense, net

 

 

1

 

18

 

42

 

69

 

176

 

306

 

Income Tax

 

 

 

 

 

(11

)

82

 

71

 

Depreciation, Amortization and ARO Expense

 

12

 

2

 

297

 

76

 

42

 

6

 

435

 

Amortization of Contracts

 

1

 

 

(19

)

4

 

10

 

1

 

(3

)

EBITDA

 

(86

)

(34

)

870

 

44

 

100

 

12

 

906

 

Adjustment to reflect NRG share of Adjusted EBITDA in unconsolidated affiliates

 

 

 

6

 

(1

)

12

 

3

 

20

 

Integration and Transaction Costs

 

1

 

 

 

 

2

 

12

 

15

 

Legal Settlements

 

1

 

 

 

 

 

 

1

 

Deactivation Costs

 

 

 

27

 

 

 

 

27

 

Sale of Businesses

 

 

 

(18

)

 

 

 

(18

)

Asset Write Offs and Impairments

 

 

 

7

 

18

 

 

(23

)

2

 

Market to Market (MtM) Losses/(Gains) on economic hedges

 

249

 

 

(569

)

(6

)

 

 

(326

)

Adjusted EBITDA

 

165

 

(34

)

323

 

55

 

114

 

4

 

627

 

 

14



 

Appendix Table A-2: Fourth Quarter 2013 Regional Adjusted EBITDA Reconciliation

 

The following table summarizes the calculation of Adjusted EBITDA and provides a reconciliation to net income/ (loss)

 

($ in millions)

 

Home
Retail

 

Home
Solar

 

Business

 

Renew

 

Yield

 

Corp

 

Total

 

Net Income/(Loss) Attributable to NRG Energy, Inc.

 

225

 

(4

)

(452

)

(16

)

33

 

(83

)

(297

)

Plus:

 

 

 

 

 

 

 

 

 

.

 

 

 

 

 

Net Income Attributable to Non-Controlling Interest

 

 

 

 

(5

)

4

 

8

 

7

 

Interest Expense, net

 

1

 

1

 

27

 

15

 

18

 

154

 

216

 

Income Tax

 

 

 

 

 

3

 

(230

)

(227

)

Depreciation, Amortization and ARO Expense

 

47

 

1

 

212

 

26

 

22

 

8

 

316

 

Amortization of Contracts

 

5

 

 

(37

)

 

1

 

 

(31

)

EBITDA

 

277

 

(2

)

(250

)

20

 

81

 

(143

)

(17

)

Adjustment to reflect NRG share of Adjusted EBITDA in unconsolidated affiliates

 

 

 

5

 

(3

)

12

 

4

 

18

 

Integration and Transaction Costs

 

1

 

 

 

 

 

33

 

34

 

Legal Settlements

 

3

 

 

 

 

 

 

3

 

Deactivation Costs

 

 

 

6

 

 

 

 

6

 

Asset Write Offs and Impairments

 

 

 

459

 

 

 

99

 

558

 

Market to Market (MtM) Losses/(Gains) on economic hedges

 

(101

)

 

166

 

1

 

 

 

66

 

Adjusted EBITDA

 

180

 

(2

)

386

 

18

 

93

 

(6

)

669

 

 

15



 

Appendix Table A-3: Full Year 2014 Regional Adjusted EBITDA Reconciliation

 

The following table summarizes the calculation of Adjusted EBITDA and provides a reconciliation to net income/ (loss)

 

($ in millions)

 

Home
Retail

 

Home
Solar

 

Business

 

Renew

 

Yield

 

Corp

 

Total

 

Net Income/(Loss) Attributable to NRG Energy, Inc.

 

138

 

(53

)

1,094

 

(163

)

65

 

(947

)

134

 

Plus:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income Attributable to Non-Controlling Interest

 

 

(19

)

(1

)

1

 

16

 

1

 

(2

)

Interest Expense, net

 

1

 

1

 

75

 

133

 

165

 

823

 

1,198

 

Income Tax

 

 

 

1

 

 

4

 

(2

)

3

 

Depreciation, Amortization and ARO Expense

 

123

 

6

 

1,002

 

247

 

136

 

32

 

1,546

 

Amortization of Contracts

 

(2

)

 

(29

)

8

 

18

 

1

 

(4

)

EBITDA

 

260

 

(65

)

2,142

 

226

 

404

 

(92

)

2,874

 

Adjustment to reflect NRG share of Adjusted EBITDA in unconsolidated affiliates

 

 

 

11

 

(12

)

47

 

27

 

73

 

Integration and Transaction Costs

 

3

 

 

1

 

 

4

 

76

 

84

 

Legal Settlements

 

5

 

 

 

 

 

 

5

 

Deactivation Costs

 

 

 

41

 

 

 

1

 

42

 

Sale of Businesses

 

 

 

(35

)

 

 

 

(35

)

Asset Write Offs and Impairments

 

 

 

81

 

29

 

 

(13

)

97

 

Market to Market (MtM) Losses/(Gains) on economic hedges

 

337

 

 

(343

)

(6

)

 

(1

)

(13

)

Adjusted EBITDA

 

604

 

(65

)

1,898

 

237

 

455

 

(1

)

3,128

 

 

16



 

Appendix Table A-4:  Full Year 2013 Regional Adjusted EBITDA Reconciliation

 

The following table summarizes the calculation of Adjusted EBITDA and provides a reconciliation to net income/ (loss)

 

($ in millions)

 

Home
Retail

 

Home
Solar

 

Business

 

Renew

 

Yield

 

Corp

 

Total

 

Net Income/(Loss) Attributable to NRG Energy, Inc.

 

349

 

(9

)

(51

)

(71

)

119

 

(723

)

(386

)

Plus:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income Attributable to Non-Controlling Interest

 

 

 

 

22

 

13

 

(1

)

34

 

Interest Expense, net

 

3

 

 

79

 

50

 

50

 

654

 

836

 

Loss on Debt Extinguishment

 

 

 

 

 

 

50

 

50

 

Income Tax

 

 

 

 

 

8

 

(290

)

(282

)

Depreciation, Amortization and ARO Expense

 

175

 

4

 

915

 

99

 

61

 

22

 

1,276

 

Amortization of Contracts

 

51

 

 

(29

)

 

2

 

 

24

 

EBITDA

 

578

 

(5

)

914

 

100

 

253

 

(287

)

1,552

 

Adjustment to reflect NRG share of Adjusted EBITDA in unconsolidated affiliates

 

 

 

23

 

(4

)

40

 

20

 

79

 

Integration and Transaction Costs

 

 

 

 

 

 

128

 

128

 

Legal Settlements

 

3

 

 

 

 

 

 

3

 

Deactivation Costs

 

 

 

23

 

 

 

 

23

 

Asset Write Offs and Impairments

 

 

 

462

 

4

 

 

100

 

566

 

Market to Market (MtM) Losses/(Gains) on economic hedges

 

(53

)

 

334

 

1

 

 

2

 

285

 

Adjusted EBITDA

 

528

 

(5

)

1,758

 

101

 

293

 

(39

)

2,636

 

 

17



 

Appendix Table A-5: 2014 and 2013 Fourth 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

 

($ in millions)

 

Three months ended
December 31, 2014

 

Three months ended
December 31, 2013 (1)

 

Net Cash Provided by Operating Activities

 

396

 

447

 

Adjustment for change in collateral

 

(189

)

(12

)

Reclassifying of net receipts (payments) for settlement of acquired derivatives that include financing elements

 

73

 

90

 

Add: Merger and integration expenses

 

19

 

25

 

Adjusted Cash Flow from Operating Activities

 

299

 

550

 

Maintenance CapEx, net(2)

 

(63

)

(103

)

Environmental CapEx, net

 

(76

)

(54

)

Preferred dividends

 

(2

)

(2

)

Distributions to non-controlling interests

 

(19

)

(5

)

Free cash flow — before Growth investments

 

139

 

386

 

 


(1) Revised to reflect new Adjusted Cash Flow from Operating Activities methodology

(2) Excludes merger and integration CapEx of $9 million and $10 million in 2014 and 2013, respectively

 

Appendix Table A-6: 2014 and 2013 Full Year 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

 

($ in millions)

 

12 months ended
December 31, 2014

 

12 months ended
December 31, 2013 (1)

 

Net Cash Provided by Operating Activities

 

1,510

 

1,270

 

Adjustment for change in collateral

 

(89

)

47

 

Reclassifying of net receipts (payments) for settlement of acquired derivatives that include financing elements

 

9

 

267

 

Add: Merger and integration expenses

 

95

 

141

 

Adjusted Cash Flow from Operating Activities

 

1,525

 

1,725

 

Maintenance CapEx, net(2)

 

(254

)

(325

)

Environmental CapEx, net

 

(254

)

(104

)

Preferred dividends

 

(9

)

(9

)

Distributions to non-controlling interests

 

(57

)

(5

)

Free cash flow — before Growth investments

 

951

 

1,282

 

 


(1) Revised to reflect new Adjusted Cash Flow from Operating Activities methodology

(2) Excludes merger and integration CapEx of $28 million and $31 million in 2014 and 2013, respectively

 

18



 

Appendix Table A-8: Adjusted NRG Yield Drop Down Assets Projected Reg G.

 

The following table summarizes the calculation of Adjusted EBITDA and CAFD and provides a reconciliation to income before taxes:

 

(dollars in millions)

 

2014 Q4 Drop Downs

 

Income Before Taxes

 

3

 

Adjustments to net income to arrive at Adjusted EBITDA:

 

 

 

Depreciation and amortization

 

81

 

Interest expense, net

 

36

 

Adjusted EBITDA

 

120

 

Cash Interest Paid

 

(33

)

Working Capital / Other

 

1

 

Maintenance capital expenditures

 

 

Principal amortization of indebtedness

 

(53

)

Cash Available for Distribution

 

35

 

 

19



 

Table A-9: Adjusted EBITDA, Full Year 2014 NRG Business Segments

 

The following table summarizes the calculation of Adjusted EBITDA and provides a reconciliation to net income/ (loss)

 

($ in millions)

 

East

 

Gulf
Coast

 

West

 

B2B

 

Carbon
360

 

Total

 

Net Income/(Loss) Attributable to NRG Energy, Inc.

 

948

 

221

 

90

 

(155

)

(10

)

1,094

 

Plus:

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income Attributable to Non-Controlling Interest

 

(1

)

 

 

 

 

(1

)

Interest Expense, net

 

64

 

(1

)

11

 

1

 

 

75

 

Income Tax

 

 

 

 

1

 

 

1

 

Depreciation, Amortization and ARO Expense

 

303

 

592

 

93

 

13

 

1

 

1,002

 

Amortization of Contracts

 

(53

)

22

 

(4

)

6

 

 

(29

)

EBITDA

 

1,261

 

834

 

190

 

(134

)

(9

)

2,142

 

Adjustment to reflect NRG share of Adjusted EBITDA in unconsolidated affiliates

 

 

2

 

2

 

 

7

 

11

 

Integration and Transaction Costs

 

1

 

 

 

 

 

1

 

Deactivation Costs

 

13

 

 

28

 

 

 

41

 

Sale of Businesses

 

6

 

(41

)

 

 

 

(35

)

Asset Write Offs and Impairments

 

6

 

72

 

3

 

 

 

81

 

Market to Market (MtM) Losses/(Gains) on economic hedges

 

(43

)

(480

)

10

 

170

 

 

(343

)

Adjusted EBITDA

 

1,244

 

387

 

233

 

35

 

(2

)

1,898

 

 

20



 

Table A-10: Adjusted EBITDA, Full Year 2013 NRG Business Segments Adjusted EBITDA Reconciliation 

 

The following table summarizes the calculation of Adjusted EBITDA and provides a reconciliation to net income/ (loss)

 

($ in millions)

 

East

 

Gulf
Coast

 

West

 

B2B

 

Carbon
360

 

Total

 

Net Income/(Loss) Attributable to NRG Energy, Inc.

 

(147

)

(129

)

56

 

172

 

(3

)

(51

)

Plus:

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest Expense, net

 

68

 

8

 

2

 

1

 

 

79

 

Depreciation, Amortization and ARO Expense

 

305

 

551

 

53

 

5

 

1

 

915

 

Amortization of Contracts

 

(48

)

20

 

(4

)

3

 

 

(29

)

EBITDA

 

178

 

450

 

107

 

181

 

(2

)

914

 

Adjustment to reflect NRG share of Adjusted EBITDA in unconsolidated affiliates

 

 

2

 

18

 

 

3

 

23

 

Deactivation Costs

 

19

 

 

4

 

 

 

23

 

Asset Write Offs and Impairments

 

460

 

2

 

 

 

 

462

 

Market to Market (MtM) Losses/(Gains) on economic hedges

 

325

 

109

 

(2

)

(98

)

 

335

 

Adjusted EBITDA

 

983

 

563

 

127

 

84

 

1

 

1,758

 

 

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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 as supplemental. See the statements of cash flow included in the financial statements that are a part of this news release.

 

Adjusted EBITDA is presented as a further supplemental measure of operating performance. Adjusted EBITDA represents EBITDA Adjusted for mark-to-market gains or losses, asset write offs and impairments; and factors which we do not consider indicative of future operating performance. The reader is encouraged to evaluate each adjustment and the reasons NRG considers it appropriate for supplemental analysis. As an analytical tool, Adjusted EBITDA is subject to all of the limitations applicable to EBITDA. In addition, in evaluating Adjusted EBITDA, the reader should be aware that in the future NRG may incur expenses similar to the adjustments in this news release.

 

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 and integration related 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 and integration related 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, and preferred stock dividends and is used by NRG predominantly as a forecasting tool to estimate cash available for debt reduction and other capital allocation alternatives. The reader is encouraged to evaluate each 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.

 

Cash Available for Distribution (CAFD) is adjusted EBITDA plus cash dividends from unconsolidated affiliates, less maintenance capital expenditures, pro-rata adjusted EBITDA from unconsolidated affiliates,

 

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cash interest paid, income taxes paid, principal amortization of indebtedness and changes in others assets. Management believes cash available for distribution is a relevant supplemental measure of the Company’s ability to earn and distribute cash returns to investors.

 

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