Attached files
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EX-4.2 - EX-4.2 - Clearway Energy, Inc. | a18-38184_1ex4d2.htm |
EX-4.3 - EX-4.3 - Clearway Energy, Inc. | a18-38184_1ex4d3.htm |
EX-4.1 - EX-4.1 - Clearway Energy, Inc. | a18-38184_1ex4d1.htm |
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): October 25, 2018
Clearway Energy, Inc.
(Exact name of Registrant as specified in its charter)
Delaware |
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001-36002 |
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46-1777204 |
(State or other jurisdiction of |
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(Commission File Number) |
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(IRS Employer Identification No.) |
incorporation) |
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300 Carnegie Center, Suite 300, Princeton, New Jersey 08540
(Address of principal executive offices, including zip code)
(609) 608-1525
(Registrants 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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 o
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. o
Item 1.01 Entry Into a Material Definitive Agreement.
Ninth Supplemental Indenture
On October 25, 2018, Clearway Energy Operating LLC (formerly known as NRG Yield Operating LLC) (Clearway Operating LLC), a subsidiary of Clearway Energy LLC (formerly known as NRG Yield LLC) (Clearway LLC), the guarantors currently party to the 2024 Notes Indenture (defined below), Energy Center Caguas Holdings LLC (the Guaranteeing Subsidiary) and Delaware Trust Company (as successor in interest to Law Debenture Trust Company of New York), as trustee (the Trustee), entered into the ninth supplemental indenture (the Ninth Supplemental Indenture), supplementing the indenture, dated as of August 5, 2014 (as amended or supplemented to the date hereof, the 2024 Notes Indenture), by and among Clearway Operating LLC, the guarantors party thereto and the Trustee, pursuant to which Clearway Operating LLC issued $500,000,000 in aggregate principal amount of its 5.375% Senior Notes due 2024 (the 2024 Notes). Pursuant to the Ninth Supplemental Indenture, the Guaranteeing Subsidiary became a guarantor of Clearway Operating LLCs obligations under the 2024 Notes. Each of Clearway Operating LLC, Clearway LLC and the Guaranteeing Subsidiary are subsidiaries of Clearway Energy, Inc. (formerly known as NRG Yield, Inc.).
The foregoing description of the Ninth Supplemental Indenture does not purport to be complete and is qualified in its entirety by reference to the Ninth Supplemental Indenture, which is attached as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Fifth Supplemental Indenture
On October 25, 2018, Clearway Operating LLC, the guarantors currently party to the 2026 Notes Indenture (defined below), the Guaranteeing Subsidiary and the Trustee also entered into the fifth supplemental indenture (the Fifth Supplemental Indenture), supplementing the indenture, dated as of August 18, 2016 (the 2026 Notes Indenture), by and among Clearway Operating LLC, the guarantors party thereto and the Trustee, pursuant to which Clearway Operating LLC issued $350,000,000 in aggregate principal amount of its 5.000% Senior Notes due 2026 (the 2026 Notes). Pursuant to the Fifth Supplemental Indenture, the Guaranteeing Subsidiary became a guarantor of Clearway Operating LLCs obligations under the 2026 Notes.
The foregoing description of the Fifth Supplemental Indenture does not purport to be complete and is qualified in its entirety by reference to the Fifth Supplemental Indenture, which is attached as Exhibit 4.2 to this Current Report on Form 8-K and is incorporated by reference herein.
First Supplemental Indenture
On October 25, 2018, Clearway Operating LLC, the guarantors currently party to the 2025 Notes Indenture (defined below), the Guaranteeing Subsidiary and the Trustee also entered into the first supplemental indenture (the First Supplemental Indenture), supplementing the indenture, dated as of October 1, 2018 (the 2025 Notes Indenture), by and among Clearway Operating LLC, the guarantors party thereto and the Trustee, pursuant to which Clearway Operating LLC issued $600,000,000 in aggregate principal amount of its 5.750% Senior Notes due 2025 (the 2025 Notes). Pursuant to the First Supplemental Indenture, the Guaranteeing Subsidiary became a guarantor of Clearway Operating LLCs obligations under the 2025 Notes.
The foregoing description of the First Supplemental Indenture does not purport to be complete and is qualified in its entirety by reference to the First Supplemental Indenture, which is attached as Exhibit 4.3 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit No. |
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4.1 |
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4.2 |
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4.3 |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Clearway Energy, Inc. | |
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(Registrant) | |
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By: |
/s/ Kevin P. Malcarney |
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Kevin P. Malcarney |
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General Counsel and Corporate Secretary |
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Dated: October 31, 2018 |
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