NRG Yield, Inc. Announces Proposed Offering of $300 Million in Aggregate
Principal Amount of Convertible Senior Notes Due 2019
PRINCETON, N.J. -- February 4, 2014
NRG Yield, Inc. (NYSE:NYLD) ("NRG Yield" or "the Company") intends to commence
an offering of $300 million in aggregate principal amount of its convertible
senior notes due 2019 (the "Notes"). NRG Yield also expects to grant the
underwriters a 30 day option to purchase up to an additional $45 million in
aggregate principal amount of Notes. The Notes will be convertible, under
certain circumstances, into cash, shares of NRG Yield’s Class A common stock
or a combination thereof at NRG Yield’s election, at a price to be determined.
The Notes will be fully and unconditionally guaranteed on a senior basis by
NRG Yield LLC and NRG Yield Operating LLC ("Yield Operating LLC"), the direct
and indirect subsidiaries of the Company, respectively. NRG Yield will lend
the net proceeds from this offering to Yield Operating LLC, and Yield
Operating LLC intends to use the proceeds for working capital and general
corporate purposes, including the acquisition of assets from NRG Energy, Inc.
("NRG") or other third parties, although NRG Yield does not currently have any
agreements to do so in place.
Morgan Stanley, BofA Merrill Lynch, RBC Capital Markets and Goldman, Sachs &
Co. will act as joint book-running managers for the offering.
The notes and related guarantees are being offered only to qualified
institutional buyers in reliance on Rule 144A under the Securities Act of
1933, as amended (the "Securities Act"). The notes and related guarantees have
not been registered under the Securities Act or the securities laws of any
other jurisdiction and may not be offered or sold in the United States absent
registration or an applicable exemption from the registration requirements.
This notice does not constitute an offer to sell the notes, nor a solicitation
for an offer to purchase the notes.
This communication contains forward-looking statements that may state NRG
Yield'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 "expect," "estimate," "anticipate," "forecast," "plan,"
"believe" and similar terms. Although NRG Yield 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 of markets and of environmental emissions, 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 or successfully implement acquisitions
(including receipt of third party consents and regulatory approvals), our
ability to enter into new contracts as existing contracts expire, our ability
to obtain anticipated Section 1603 Cash Grants and our ability to maintain and
grow our quarterly dividends.
NRG Yield undertakes no obligation to update or revise any forward-looking
statements, whether as a result of new information, future events or
otherwise. The foregoing review of factors that could cause NRG Yield's actual
results to differ materially from those contemplated in the forward-looking
statements included in this news release should be considered in connection
with information regarding risks and uncertainties that may affect NRG Yield's
future results included in NRG Yield's filings with the Securities and
Exchange Commission at www.sec.gov.
Karen Cleeve, 609-524-4608
David Knox, 832-357-5730
Chad Plotkin, 609-524-4526
Dan Keyes, 609-524-4527
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