NRG Energy, Inc. Announces Closing of Senior Notes Offering and Early Tender Results for Its Offer to Purchase up to $400

  NRG Energy, Inc. Announces Closing of Senior Notes Offering and Early Tender
  Results for Its Offer to Purchase up to $400 Million in Aggregate Principal
  Amount of Its Outstanding 8.50% Senior Notes Due 2019 and 7.625% Senior
  Notes due 2019

Business Wire

PRINCETON, N.J. -- January 27, 2014

NRG Energy, Inc. (NYSE:NRG), today announced that it closed the previously
announced offering of $1,100 million in aggregate principal amount of 6.25%
senior notes due 2022 (the “6.25% Notes”). The 6.25% Notes will be senior
unsecured obligations of NRG and will be guaranteed by certain of its
subsidiaries.

NRG also announced the early tender results of its previously announced offer
to purchase up to $400 million in aggregate principal amount (the “Maximum
Tender Amount”) of its outstanding 8.50% senior notes due 2019 (the “8.50%
Notes”) and its 7.625% senior notes due 2019 (the “7.625% Notes” and, together
with the 8.50% Notes, the “2019 Notes”). The table below sets forth the
results of the tender offer for the 2019 Notes, according to information
provided by the depositary, as of 5:00 p.m., New York City time, on the early
tender date of January 24, 2014.

                                                                                   
                          Aggregate
           Acceptance                      Amount of                             Early
Title                     Principal                         Tender Offer                        Total
of         Priority                        Notes                                 Tender
Notes      Level          Amount                            Consideration(1)                    Consideration(1)(2)
                                           Tendered                              Premium(1)
                          Outstanding
8.50%
Senior
Notes      1              $607,068,000     $307,695,000     $1,040.00            $30.00         $1,070.00
due
2019
7.625%
Senior
Notes      2              $800,000,000     $191,742,000     $1,025.00            $30.00         $1,055.00
due
2019

__________

(1) Per $1,000 principal amount of Notes validly tendered and accepted for
purchase.

(2) The total consideration includes the Early Tender Premium.

Holders tendering after the early tender date have until midnight, New York
City time, on February 7, 2014 (the “Expiration Date”) to tender their notes
pursuant to the tender offer. Holders who validly tender additional notes
after the early tender date and before the Expiration Date will receive the
applicable tender offer consideration listed above, which does not include the
Early Tender Premium. NRG anticipates that the settlement date will occur on
the first business day following the Expiration Date, which is expected to be
February 10, 2014. The Company will use $400 million of the proceeds from the
6.25% Notes to fund the tender offer and the remaining portion of the total
consideration will be paid with cash on hand.

NRG will make appropriate adjustments to avoid purchases of the 2019 Notes in
principal amounts other than integral multiples of $5,000 for the 8.50% Notes
and $1,000 for the 7.625% Notes. If the principal amount of 2019 Notes to be
returned to a Holder as a result of proration would result in less than the
minimum denomination being returned to such Holder, NRG will return to such
Holder such additional principal amount of 2019 Notes as may be required to
meet such minimum denomination. At the Expiration Date, NRG will determine any
prorationing necessary to accept for purchase an amount of 2019 Notes not to
exceed the Maximum Tender Amount.

Requests for documents relating to the tender offer and consent solicitation
may be directed to Global Bondholder Services Corporation, the Information
Agent, at (866) 470-4500 (Toll-Free) or (212) 430-3774 (Collect).Barclays
Capital Inc.is acting as Dealer Manager for the tender offer. Questions
regarding the tender offer may be directed toBarclaysat (800) 438-3242
(Toll-Free) or (212) 528-7581 (Collect).

The complete terms and conditions of the tender offer and the consent
solicitation are described in the Offer to Purchase, dated January 10, 2014,
copies of which may be obtained at no charge from Global Bondholder Services
Corporation. The Company reserves the right to amend the terms of the tender
offer and consent solicitation or to extend the Expiration Date for the tender
offer, in its sole discretion, at any time.

None of the Company, its board of directors, the Dealer Manager, the
Information Agent, or the trustee with respect to the 2019 Notes is making any
recommendation as to whether holders of the 2019 Notes should tender any 2019
Notes in response to the tender offer. Holders must make their own decision as
to whether to tender any of their 2019 Notes and, if so, the principal amount
of 2019 Notes to tender.

This press release is for informational purposes only and is not an offer to
buy, nor the solicitation of an offer to sell with respect to, any of the 2019
Notes. The tender offer is being made solely by the Company's Offer to
Purchase, dated January 10, 2014. The full details of the tender offer,
including complete instructions on how to tender 2019 Notes, are included in
the Offer to Purchase. Holders of the 2019 Notes are strongly encouraged to
carefully read the Offer to Purchase because it contains important
information.

NRG Energy, Inc., a Fortune 500 company headquartered inPrinceton, New
Jersey, andHouston, Texas, owns and operates one of the country’s largest and
most diverse power generation portfolios and serves more than two million
retail electricity customers.

Forward-Looking Statements

This communication contains forward-looking statements that may state NRG’s or
its management’s intentions, beliefs, expectations or predictions for the
future. Such forward-looking statements are subject to certain risks,
uncertainties and assumptions, and typically can be identified by the use of
words such as “will,” “expect,” “estimate,” “anticipate,” “forecast,” “plan,”
“believe” and similar terms. 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, risks and uncertainties related to the capital markets
generally.

The foregoing review of factors that could cause NRG’s actual results to
differ materially from those contemplated in the forward-looking statements
included herein should be considered in connection with information regarding
risks and uncertainties that may affect NRG’s future results included in NRG’s
filings with theSECatwww.sec.gov.

Contact:

NRG Energy, Inc.
Media:
Karen Cleeve, 609-524-4608
or
David Knox, 832-357-5730
or
Investors:
Chad Plotkin, 609-524-4526
or
Daniel Keyes, 609-524-4527
 
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