Financial Highlights1,2
-
$455 million of Adjusted EBITDA for Full Year 2014
-
$147 million of Cash Available for Distribution (CAFD) for Full Year
2014
-
$0.375 per share quarterly dividend to Class A common stock ($1.50 per
share annualized) paid on December 15, 2014 to shareholders of record
as of December 1, 2014, representing a 25% year-over-year increase
since fourth quarter 2013
Increasing Dividend
-
Raising the dividend payable in first quarter of 2015 for the
Company’s Class A common stock, as previously announced on February
17, 2015, to $0.39 per share ($1.56 per share annualized),
representing a 4% quarter over quarter increase
Closed the Acquisition of Second Set of Assets from NRG
-
On January 2, 2015, NRG Yield completed the acquisition of three
generation assets totaling 769 megawatts3 from NRG Energy,
Inc. for $489 million in cash; assets are projected to produce an
incremental $35 million of CAFD per year over the remaining term of
their offtake agreements
Announced Two New Third Party Acquisitions in the First Quarter of
2015
-
During the first quarter, NRG Yield entered into definitive agreements
with Fuel Cell Energy to acquire the University of Bridgeport Fuel
Cell project and with Invenergy to acquire a majority stake in Spring
Canyon II and III
Reaffirming 2015 Guidance4
-
Full year 2015 guidance of $705 million Adjusted EBITDA and $195
million CAFD
Proposal for New Share Classes
-
NRG Yield is proposing a split of the Class A stock into one Class A
and one low vote Class C share, and the Class B stock into one Class B
and one low vote Class D share in order to enable the company to more
efficiently raise future capital while maintaining its strong
strategic relationship with NRG Energy, Inc.
NRG Proposal for Residential Solar Investment
-
Opportunity from NRG to invest in a partnership of approximately 2,300
residential solar leases with an average remaining tenor of 17 years
PRINCETON, N.J.--(BUSINESS WIRE)--Feb. 27, 2015--
NRG Yield, Inc., (NYSE:NYLD) today reported fourth quarter 2014 Adjusted
EBITDA of $114 million and CAFD of $10 million, which resulted in full
year Adjusted EBITDA and CAFD for 2014 being $455 million and $147
million, respectively. Net income attributable to Class A shareholders
for the twelve months ended December 31, 2014 was $16 million or $0.59
per diluted Class A common share.
“With our first full calendar year as a public company just completed,
NRG Yield continues to fulfill its promise of a consistent, predictable,
and steadily growing stream of cash flows paid out to our shareholders,”
said NRG Yield’s Chairman and Chief Executive Officer David Crane.
“Furthermore, NRG Yield’s announcement of our proposed Class C and Class
D shares, once approved, will significantly enhance our ability to
execute on growth transactions in close coordination with NRG Energy and
third parties.”
Overview of Financial and Operating Results
Note 1: NRG Yield closed on its initial public
offering (IPO) on July 22, 2013. Results for periods prior to the IPO
are attributable to its predecessor.
Note 2: 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.
Table 1: Selected Financial Results
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
(dollars in millions)
|
|
12/31/14
|
|
12/31/13
|
|
12/31/14
|
|
12/31/13
|
|
Operating Revenue
|
|
148
|
|
118
|
|
583
|
|
379
|
|
Net Income/(Loss)
|
|
(10)
|
|
37
|
|
81
|
|
132
|
|
Adjusted EBITDA
|
|
114
|
|
93
|
|
455
|
|
293
|
|
Cash Available for Distribution
|
|
10
|
|
22
|
|
147
|
|
111
|
|
Segment Results
Table 2: Adjusted EBITDA
|
|
|
|
|
|
(dollars in millions)
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
Segment
|
|
12/31/14
|
|
12/31/13
|
|
12/31/14
|
|
12/31/13
|
|
Conventional
|
|
59
|
|
60
|
|
231
|
|
146
|
|
Renewable
|
|
48
|
|
24
|
|
173
|
|
110
|
|
Thermal
|
|
8
|
|
11
|
|
58
|
|
44
|
|
Corporate
|
|
(1)
|
|
(2)
|
|
(7)
|
|
(7)
|
|
Adjusted EBITDA
|
|
114
|
|
93
|
|
455
|
|
293
|
|
Table 3: Net Income/(Loss)
|
|
|
|
|
|
(dollars in millions)
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
Segment
|
|
12/31/14
|
|
12/31/13
|
|
12/31/14
|
|
12/31/13
|
|
Conventional
|
|
31
|
|
35
|
|
109
|
|
87
|
|
Renewable
|
|
(39)
|
|
2
|
|
(14)
|
|
40
|
|
Thermal
|
|
3
|
|
5
|
|
31
|
|
20
|
|
Corporate
|
|
(5)
|
|
(5)
|
|
(45)
|
|
(15)
|
|
Net Income / (Loss)
|
|
(10)
|
|
37
|
|
81
|
|
132
|
|
For the quarter ended December 31, 2014, NRG Yield reported Net Loss of
$10 million, Adjusted EBITDA of $114 million, and CAFD of $10 million.
Fourth quarter Adjusted EBITDA was higher by $21 million than 2013 as a
result of the addition of Alta Wind portfolio, which closed during the
third quarter of 2014. Fourth quarter CAFD was $12 million lower than
2013 primarily due to additional interest payments on the debt
associated with the Alta Wind assets.
Operational Performance
Table 4: Selected Operating Results
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
(MWh and MWht in thousands)
|
|
12/31/14
|
|
12/31/13
|
|
12/31/14
|
|
12/31/13
|
|
Equivalent Availability Factor (Conventional)
|
|
97.7 %
|
|
93.6 %
|
|
95.1 %
|
|
94.1 %
|
|
Renewable Generation Sold (MWh)
|
|
684
|
|
198
|
|
1,552
|
|
854
|
|
Thermal Generation Sold (MWht)1
|
|
500
|
|
463
|
|
2,265
|
|
1,818
|
|
1 Also includes Thermal MWh sold
For the fourth quarter of 2014, NRG Yield maintained strong safety
performance with a zero incident rate in 2014. Additionally, generation
in the renewable segment was 345% higher in the fourth quarter versus
the same period in 2013 as a result of the Alta Wind acquisition. In the
conventional segment, key reliability and availability metrics improved
quarter over quarter.
Liquidity and Capital Resources
Table 5: Liquidity
|
|
|
|
|
|
|
|
|
|
(dollars in millions)
|
|
|
|
12/31/14
|
|
9/30/14
|
|
12/31/13
|
|
Cash and Cash Equivalents
|
|
|
|
391
|
|
372
|
|
59
|
|
Restricted Cash
|
|
|
|
22
|
|
54
|
|
67
|
|
Total Cash
|
|
|
|
413
|
|
426
|
|
126
|
|
Revolver Availability
|
|
|
|
412
|
|
423
|
|
60
|
|
Total Liquidity
|
|
|
|
825
|
|
849
|
|
186
|
|
Less: Cash used for Jan 2nd Drop Down
|
|
|
|
279
|
|
-
|
|
-
|
|
Less: Revolver Availability used for transaction
|
|
|
|
210
|
|
-
|
|
-
|
|
Total Pro Forma Liquidity
|
|
|
|
336
|
|
849
|
|
186
|
|
Total liquidity as of December 31, 2014 was $825 million, an increase of
$639 million from December 31, 2013. This reflects an increase in
revolver availability of $352 million, as well as changes in cash driven
by:
-
$1,915 million of cash inflows, consisting of the following items:
-
$897 million proceeds from the issuance of long-term debt and
project financings, net of debt issuance costs
-
$630 million of proceeds from issuance of Class A common stock
-
$223 million of net cash provided by operating activities
-
$137 million of proceeds from renewable energy grants
-
$28 million of other cash inflows5
-
Offset by $1,643 million of cash outflows, consisting of the following
items:
-
$901 million payment for Alta Wind portfolio acquisition
-
$357 million payment to NRG for purchase of ROFO assets
-
$228 million for payments for long-term debt
-
$124 million of dividends and distributions to NRG Yield
shareholders and NRG
-
$33 million in capital expenditures
Completed Purchase of Second Set of Assets from NRG
On January 2, 2015, NRG Yield completed the acquisition of the assets
set forth below from NRG for $489 million. The cash consideration was
funded with $279 million of cash on hand and $210 million from the
revolver facility, plus assumed project debt of $737 million (as of
December 31, 2014) including adjustments for working capital.
-
Walnut Creek – 485 MW natural gas facility located in City of
Industry, CA
-
Tapestry – three wind facilities totaling 204 MW, including Buffalo
Bear 19 MW in Oklahoma, Taloga 130 MW in Oklahoma, and Pinnacle 55 MW
in West Virginia
-
Laredo Ridge – 80 MW wind facility located in Petersburg, NE
This transaction is expected to contribute incremental annual Adjusted
EBITDA of $120 million and CAFD of $35 million4.
Announcing acquisitions of University of Bridgeport Fuel Cell and
Spring Canyon II and III
NRG Yield entered into a definitive agreement with Fuel Cell Energy to
acquire the University of Bridgeport Fuel Cell project in an all-cash
transaction. The project will add an additional 1.4 MW of thermal
capacity with a 12 year contract and an option for an additional 7 year
extension with the University of Bridgeport in Bridgeport, CT.
NRG Yield also entered into a definitive agreement with Invenergy to
acquire a majority stake in the Spring Canyon Wind facilities located in
Logan County, CO in an all-cash transaction. The acquisition totals 63
MW of operating wind capacity utilizing 35 GE turbines with commercial
operations achieved within the past year. The facilities have
approximately 25 year remaining contract life with Platte River Power
Authority and Invenergy will maintain their responsibilities as the
turbine O&M provider.
The combined purchase price for the acquisitions is $41 million, subject
to customary working capital adjustments. Both transactions are expected
to close in the coming months and contribute Adjusted EBITDA of $3
million and CAFD of $3 million on an annualized basis.
Quarterly Dividend Updates
On November 5, 2014, the Company’s Board of Directors declared a
quarterly dividend on Class A common stock of $0.375 per share ($1.50
per share annualized) which was paid on December 15, 2014 to
shareholders of record as of December 1, 2014. This equates to a 2.7%
increase over the prior quarter.
On February 17, 2015, the Company’s Board of Directors declared a
quarterly dividend on Class A common stock of $0.39 per share ($1.56 per
share annualized) payable on March 16, 2015 to shareholders of record as
of March 2, 2015. This equates to a 4% increase over the prior quarter.
Class C & D Stock
On February 26, 2015, NRG Yield filed a preliminary Proxy Statement
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.
Solar Lease Opportunity
In the first quarter, NRG presented 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 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 until
it achieves its targeted return and 5% of the economics thereafter.
Financial Guidance
NRG Yield is reaffirming full year guidance for EBITDA and CAFD and, for
the first quarter of 2015, the company expects Adjusted EBITDA of $125
million and CAFD of ($10) million, although actual results may vary
depending on the operating performance of the assets.
Table 6: Adjusted EBITDA and Cash Available for Distribution Guidance6
(dollars in millions)
|
|
First Quarter
|
|
2015 Full Year
|
Adjusted EBITDA
|
|
125
|
|
705
|
Pro-rata Adjusted EBITDA from unconsolidated affiliates
|
|
(13)
|
|
(72)
|
Cash distributions from unconsolidated affiliates
|
|
19
|
|
38
|
Cash interest paid
|
|
(55)
|
|
(235)
|
Maintenance capital expenditures
|
|
(3)
|
|
(16)
|
Change in other assets
|
|
(37)
|
|
(12)
|
Principal amortization of indebtedness
|
|
(46)
|
|
(213)
|
Estimated Cash Available for Distribution
|
|
(10)
|
|
195
|
NRG Yield Management
Gaetan Frotte, previously Vice President, Assistant Treasurer of NRG
Energy, Inc., will assume a newly created role as Senior Vice President,
Finance and Strategy, NRG Yield, and will become the first dedicated
NYLD employee.
Announcing Transition in NRG Yield’s Investor Relations Department
NRG Yield is announcing that Matt Orendorff, previously in the Strategy
and M&A Group at NRG Energy, 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 at NRG
Energy Inc.
About NRG Yield
NRG Yield owns a diversified portfolio of contracted renewable and
conventional generation and thermal infrastructure assets in the U.S.,
including fossil fuel, solar and wind power generation facilities that
provide the capacity to support more than 1.8 million American homes and
businesses. Our thermal infrastructure assets provide steam, hot water
and/or chilled water, and in some instances electricity, to commercial
businesses, universities, hospitals and governmental units in multiple
locations. NRG Yield is traded on the New York Stock Exchange under the
symbol NYLD. Visit nrgyield.com for more information.
Safe Harbor Disclosure
This news release contains forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Such forward-looking statements are
subject to certain risks, uncertainties and assumptions and include our
Adjusted EBITDA, cash available for distribution, expected earnings,
future growth and financial performance, 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, 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 execute acquisitions, our ability to
enter into new contracts as existing contracts expire, our ability to
acquire assets from NRG Energy, Inc. or third parties, our ability to
close the drop-down transactions, and our ability to maintain and grow
our quarterly dividends. Furthermore, any dividends are subject to
available capital, market conditions, and compliance with associated
laws and regulations.
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 Adjusted EBITDA and cash available for
distribution are estimates as of today’s date, February 27, 2015, and
are based on assumptions believed to be reasonable as of this date. NRG
Yield expressly disclaims any current intention to update such guidance.
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.
In addition, NRG Yield makes available free of charge at www.nrgyield.com,
copies of materials it files with, or furnish to, the SEC.
1 In accordance with GAAP, 2014 and 2013 results
retrospectively adjusted for the ROFO drop-down transaction which closed
on June 30, 2014
2 In accordance with GAAP, the 2014 and 2013 results do not
include the impact of the assets in the drop-down transaction which
closed on January 2, 2015
3 Nominal summer net megawatt capacity
4 Guidance excludes the impact of interest on revolver
temporarily used to fund the recent transaction with NRG Energy which
equates to $3 million on an annualized basis
5 Excludes $15 million of acquired restricted cash balances
from Alta
6 Guidance excludes the impact of interest on revolver
temporarily used to fund the recent transaction with NRG Energy which
equates to $3 million on an annualized basis
# # #
|
|
|
NRG YIELD, INC.
|
|
CONSOLIDATED STATEMENTS OF OPERATIONS
|
|
|
|
|
|
Year ended December 31,
|
(In millions, except per share amounts)
|
|
2014
|
|
2013 (a)
|
|
2012 (a)
|
Operating Revenues
|
|
|
|
|
|
|
|
|
|
Total operating revenues
|
|
$
|
583
|
|
|
$
|
379
|
|
|
$
|
175
|
|
Operating Costs and Expenses
|
|
|
|
|
|
|
|
|
|
Cost of operations
|
|
214
|
|
|
144
|
|
|
114
|
|
Depreciation and amortization
|
|
136
|
|
|
61
|
|
|
25
|
|
General and administrative — affiliate
|
|
8
|
|
|
7
|
|
|
7
|
|
Acquisition-related transaction and integration costs
|
|
4
|
|
|
—
|
|
|
—
|
|
Total operating costs and expenses
|
|
362
|
|
|
212
|
|
|
146
|
|
Operating Income
|
|
221
|
|
|
167
|
|
|
29
|
|
Other Income (Expense)
|
|
|
|
|
|
|
|
|
|
Equity in earnings of unconsolidated affiliates
|
|
27
|
|
|
22
|
|
|
19
|
|
Other income, net
|
|
3
|
|
|
3
|
|
|
2
|
|
Interest expense
|
|
(166
|
)
|
|
(52
|
)
|
|
(28
|
)
|
Total other expense
|
|
(136
|
)
|
|
(27
|
)
|
|
(7
|
)
|
Income Before Income Taxes
|
|
85
|
|
|
140
|
|
|
22
|
|
Income tax expense
|
|
4
|
|
|
8
|
|
|
10
|
|
Net Income
|
|
$
|
81
|
|
|
$
|
132
|
|
|
$
|
12
|
|
Less: Pre-acquisition net income (loss) of Acquired ROFO Assets
|
|
17
|
|
|
23
|
|
|
|
|
Net Income Excluding Pre-acquisition Net Income (Loss) of
Acquired ROFO Assets
|
|
64
|
|
|
109
|
|
|
|
|
Less: Predecessor income prior to initial public offering on July
22, 2013
|
|
—
|
|
|
54
|
|
|
|
|
Less: Net income attributable to NRG (b)
|
|
48
|
|
|
42
|
|
|
|
|
Net Income Attributable to NRG Yield, Inc.
|
|
$
|
16
|
|
|
$
|
13
|
|
|
|
|
Earnings Per Share Attributable to NRG Yield, Inc. Class A Common
Stockholders
|
|
|
|
|
|
|
|
|
|
Weighted average number of Class A common shares outstanding - basic
and diluted
|
|
28
|
|
|
23
|
|
|
|
|
Earnings per Weighted Average Class A Common Share - Basic and
Diluted
|
|
$
|
0.59
|
|
|
$
|
0.57
|
|
|
|
|
Dividends Per Common Share
|
|
$
|
1.42
|
|
|
$
|
0.23
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) Retrospectively adjusted as discussed in Note 1, Nature
of Business.
(b) The calculation of income attributable to NRG excludes
pre-acquisition net income of the Acquired ROFO Assets.
|
|
|
NRG YIELD, INC.
|
|
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
|
|
|
|
|
|
Year ended December 31,
|
|
|
2014
|
|
2013 (a)
|
|
2012 (a)
|
|
|
(In millions)
|
Net Income
|
|
$
|
81
|
|
|
$
|
132
|
|
|
$
|
12
|
|
Other Comprehensive (Loss) Income, net of tax
|
|
|
|
|
|
|
|
|
|
Unrealized gain (loss) on derivatives, net of income tax benefit
(expense) of $5, $(16), and $7
|
|
(29
|
)
|
|
48
|
|
|
(20
|
)
|
Other comprehensive (loss) income
|
|
(29
|
)
|
|
48
|
|
|
(20
|
)
|
Comprehensive Income (Loss)
|
|
52
|
|
|
180
|
|
|
$
|
(8
|
)
|
Less: Predecessor comprehensive income prior to initial public
offering on July 22, 2013
|
|
—
|
|
|
73
|
|
|
|
|
Less: Pre-acquisition net income of Acquired ROFO Assets
|
|
17
|
|
|
23
|
|
|
|
|
Less: Comprehensive income attributable to NRG
|
|
28
|
|
|
69
|
|
|
|
|
Comprehensive Income Attributed to NRG Yield Inc.
|
|
$
|
7
|
|
|
$
|
15
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) Retrospectively adjusted as discussed in Note 1, Nature
of Business.
|
|
|
|
|
NRG YIELD, INC.
|
|
CONSOLIDATED BALANCE SHEETS
|
|
|
|
|
|
|
|
December 31, 2014
|
|
December 31, 2013(a)
|
ASSETS
|
|
(In millions)
|
Current Assets
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
391
|
|
|
$
|
59
|
|
Restricted cash
|
|
22
|
|
|
67
|
|
Accounts receivable - trade
|
|
67
|
|
|
51
|
|
Accounts receivable - affiliate
|
|
-
|
|
|
5
|
|
Inventory
|
|
18
|
|
|
15
|
|
Derivative instruments
|
|
-
|
|
|
1
|
|
Notes receivable
|
|
6
|
|
|
6
|
|
Renewable energy grant receivable
|
|
-
|
|
|
147
|
|
Deferred income taxes
|
|
16
|
|
|
-
|
|
Prepayments and other current assets
|
|
19
|
|
|
27
|
|
Total current assets
|
|
539
|
|
|
378
|
|
Property, plant and equipment
|
|
|
|
|
|
|
In service
|
|
3,788
|
|
|
2,459
|
|
Under construction
|
|
7
|
|
|
6
|
|
Total property, plant and equipment
|
|
3,795
|
|
|
2,465
|
|
Less accumulated depreciation
|
|
(308
|
)
|
|
(174
|
)
|
Net property, plant and equipment
|
|
3,487
|
|
|
2,291
|
|
Other Assets
|
|
|
|
|
|
|
Equity investments in affiliates
|
|
227
|
|
|
227
|
|
Notes receivable
|
|
15
|
|
|
21
|
|
Notes receivable - affiliate
|
|
-
|
|
|
2
|
|
Intangible assets, net of accumulated amortization of $26 and $7
|
|
1,266
|
|
|
103
|
|
Derivative instruments
|
|
1
|
|
|
20
|
|
Deferred income taxes
|
|
118
|
|
|
146
|
|
Other non-current assets
|
|
99
|
|
|
50
|
|
Total other assets
|
|
1,726
|
|
|
569
|
|
Total Assets
|
|
$
|
5,752
|
|
|
$
|
3,238
|
|
(a) Retrospectively adjusted as discussed in Note 1, Nature
of Business.
|
|
|
|
|
NRG YIELD, INC.
|
|
|
|
|
|
CONSOLIDATED BALANCE SHEETS (Continued)
|
|
|
|
|
|
|
|
December 31, 2014
|
|
December 31, 2013(a)
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
(In millions, except share information)
|
Current Liabilities
|
|
|
|
|
|
Current portion of long-term debt
|
|
$
|
160
|
|
|
$
|
214
|
Accounts payable
|
|
19
|
|
|
42
|
Accounts payable - affiliate
|
|
44
|
|
|
52
|
Derivative instruments
|
|
31
|
|
|
31
|
Accrued expenses and other current liabilities
|
|
43
|
|
|
30
|
Total current liabilities
|
|
297
|
|
|
369
|
Other Liabilities
|
|
|
|
|
|
Long-term debt
|
|
3,890
|
|
|
1,569
|
Derivative instruments
|
|
46
|
|
|
16
|
Other non-current liabilities
|
|
39
|
|
|
32
|
Total non-current liabilities
|
|
3,975
|
|
|
1,617
|
Total Liabilities
|
|
4,272
|
|
|
1,986
|
Commitments and Contingencies
|
|
-
|
|
|
-
|
Stockholders' Equity
|
|
|
|
|
|
Preferred stock, $0.01 par value; 10,000,000 shares authorized; none
issued
|
|
-
|
|
|
-
|
Class A common stock, $0.01 par value; 500,000,000 shares
authorized; 34,586,250 and 22,511,250 shares issued at December 31,
2014 and 2013
|
|
-
|
|
|
-
|
Class B common stock, $0.01 par value; 500,000,000 shares
authorized; 42,738,750 shares issued at December 31, 2014 and 2013
|
|
-
|
|
|
-
|
Additional paid-in capital
|
|
1,240
|
|
|
621
|
Retained earnings
|
|
3
|
|
|
8
|
Accumulated other comprehensive loss
|
|
(9
|
)
|
|
-
|
Noncontrolling interest
|
|
246
|
|
|
623
|
Total Stockholders' Equity
|
|
1,480
|
|
|
1,252
|
Total Liabilities and Stockholders' Equity
|
|
$
|
5,752
|
|
|
$
|
3,238
|
(a) Retrospectively adjusted as discussed in Note 1, Nature
of Business.
|
|
|
NRG YIELD, INC.
|
|
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
|
|
|
|
Year ended December 31,
|
|
|
2014
|
|
|
2013 (a)
|
|
2012 (a)
|
|
|
(In millions)
|
Cash Flows from Operating Activities
|
|
|
|
|
|
|
|
|
|
Net income
|
|
$
|
81
|
|
|
$
|
132
|
|
|
$
|
12
|
|
Adjustments to reconcile net income to net cash provided by
operating activities:
|
|
|
|
|
|
|
|
|
|
Distributions and equity in earnings of unconsolidated affiliates
|
|
(3
|
)
|
|
(6
|
)
|
|
2
|
|
Depreciation and amortization
|
|
136
|
|
|
61
|
|
|
25
|
|
Amortization of financing costs and debt discount/premiums
|
|
10
|
|
|
4
|
|
|
-
|
|
Amortization of intangibles and out-of-market contracts
|
|
17
|
|
|
1
|
|
|
-
|
|
Changes in deferred income taxes
|
|
4
|
|
|
8
|
|
|
10
|
|
Changes in derivative instruments
|
|
9
|
|
|
(21
|
)
|
|
2
|
|
Changes in other working capital
|
|
(31
|
)
|
|
(59
|
)
|
|
5
|
|
Net Cash Provided by Operating Activities
|
|
223
|
|
|
120
|
|
|
56
|
|
Cash Flows from Investing Activities
|
|
|
|
|
|
|
|
|
|
Acquisition of businesses, net of cash acquired
|
|
(901
|
)
|
|
(120
|
)
|
|
-
|
|
Payment to NRG for Acquired ROFO assets
|
|
(357
|
)
|
|
-
|
|
|
-
|
|
Capital expenditures
|
|
(33
|
)
|
|
(353
|
)
|
|
(564
|
)
|
Decrease (increase) in restricted cash
|
|
60
|
|
|
(43
|
)
|
|
(12
|
)
|
Decrease (increase) in notes receivable, including affiliates
|
|
8
|
|
|
10
|
|
|
(17
|
)
|
Proceeds from renewable energy grants
|
|
137
|
|
|
25
|
|
|
28
|
|
Investments in unconsolidated affiliates
|
|
7
|
|
|
(34
|
)
|
|
(27
|
)
|
Other
|
|
11
|
|
|
-
|
|
|
(2
|
)
|
Net Cash Used in Investing Activities
|
|
(1,068
|
)
|
|
(515
|
)
|
|
(594
|
)
|
Cash Flows from Financing Activities
|
|
|
|
|
|
|
|
|
|
Capital contributions from NRG
|
|
2
|
|
|
171
|
|
|
355
|
|
Distributions and return of capital to NRG
|
|
(23
|
)
|
|
(707
|
)
|
|
(72
|
)
|
Proceeds from issuance of Class A common stock
|
|
630
|
|
|
468
|
|
|
-
|
|
Payment of dividends and distributions
|
|
(101
|
)
|
|
(15
|
)
|
|
-
|
|
Proceeds from issuance of long-term debt - external
|
|
924
|
|
|
594
|
|
|
308
|
|
Payment of debt issuance costs
|
|
(27
|
)
|
|
(5
|
)
|
|
(12
|
)
|
Payments for long-term debt - external
|
|
(228
|
)
|
|
(72
|
)
|
|
(37
|
)
|
Payments for long-term debt - affiliate
|
|
-
|
|
|
(2
|
)
|
|
(6
|
)
|
Net Cash Provided by Financing Activities
|
|
1,177
|
|
|
432
|
|
|
536
|
|
Net Increase (Decrease) in Cash and Cash Equivalents
|
|
332
|
|
|
37
|
|
|
(2
|
)
|
Cash and Cash Equivalents at Beginning of Period
|
|
59
|
|
|
22
|
|
|
24
|
|
Cash and Cash Equivalents at End of Period
|
|
$
|
391
|
|
|
$
|
59
|
|
|
$
|
22
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental Disclosures
|
|
|
|
|
|
|
|
|
|
Interest paid, net of amount capitalized
|
|
$
|
(137
|
)
|
|
$
|
(63
|
)
|
|
$
|
(17
|
)
|
Non-cash investing and financing activities:
|
|
|
|
|
|
|
|
|
|
Additions to fixed assets for accrued capital expenditures
|
|
-
|
|
|
1
|
|
|
121
|
|
Decrease to fixed assets for accrued grants
|
|
-
|
|
|
(207
|
)
|
|
(1
|
)
|
Decrease to fixed assets for deferred tax asset
|
|
-
|
|
|
(12
|
)
|
|
-
|
|
Non-cash addition to additional paid-in capital for change in tax
basis of property, plant and equipment
|
|
(14)
|
|
|
153
|
|
|
-
|
|
Non-cash capital contributions from NRG
|
|
16
|
|
|
80
|
|
|
166
|
|
Non-cash return of capital and dividends to NRG
|
|
-
|
|
|
(76
|
)
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
(a) Retrospectively adjusted as discussed in Note 1, Nature
of Business.
Appendix Table A-1: Fourth Quarter 2014 Segment Adjusted EBITDA
Reconciliation
The following table summarizes the calculation
of Adjusted EBITDA and provides a reconciliation to Net Income/(Loss):
(dollars in millions)
|
|
Conventional
|
|
Renewable
|
|
Thermal
|
|
Corporate
|
|
Total
|
|
Net Income/(Loss)
|
|
31
|
|
(39)
|
|
3
|
|
(5)
|
|
(10)
|
|
Plus:
|
|
|
|
|
|
|
|
|
|
|
|
Income Tax
|
|
-
|
|
-
|
|
-
|
|
(11)
|
|
(11)
|
|
Interest Expense, net
|
|
10
|
|
45
|
|
1
|
|
13
|
|
69
|
|
Depreciation, Amortization, and ARO Expense
|
|
15
|
|
23
|
|
4
|
|
-
|
|
42
|
|
Contract Amortization
|
|
-
|
|
10
|
|
-
|
|
-
|
|
10
|
|
Merger and Transaction Costs
|
|
-
|
|
-
|
|
-
|
|
2
|
|
2
|
|
Adjustments to reflect Yield’s pro-rata share of Adjusted EBITDA
from Unconsolidated Affiliates
|
|
3
|
|
9
|
|
-
|
|
-
|
|
12
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
|
59
|
|
48
|
|
8
|
|
(1)
|
|
114
|
|
Appendix Table A-2: Fourth Quarter 2013 Segment Adjusted EBITDA
Reconciliation
The following table summarizes the calculation
of Adjusted EBITDA and provides a reconciliation to Net Income/(Loss):
(dollars in millions)
|
|
Conventional
|
|
Renewable
|
|
Thermal
|
|
Corporate
|
|
Total
|
|
Net Income/(Loss)
|
|
35
|
|
2
|
|
5
|
|
(5)
|
|
37
|
|
Plus:
|
|
|
|
|
|
|
|
|
|
|
|
Income Tax
|
|
-
|
|
-
|
|
-
|
|
3
|
|
3
|
|
Interest Expense, net
|
|
11
|
|
5
|
|
2
|
|
-
|
|
18
|
|
Depreciation, Amortization, and ARO Expense
|
|
10
|
|
8
|
|
4
|
|
-
|
|
22
|
|
Contract Amortization
|
|
1
|
|
-
|
|
-
|
|
-
|
|
1
|
|
Adjustments to reflect Yield’s pro-rata share of Adjusted EBITDA
from Unconsolidated Affiliates
|
|
3
|
|
9
|
|
-
|
|
-
|
|
12
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
|
60
|
|
24
|
|
11
|
|
(2)
|
|
93
|
|
Appendix Table A-3: YTD December 31, 2014 Segment Adjusted EBITDA
Reconciliation
The following table summarizes the calculation
of Adjusted EBITDA and provides a reconciliation to Net Income/(Loss):
(dollars in millions)
|
|
Conventional
|
|
Renewable
|
|
Thermal
|
|
Corporate
|
|
Total
|
|
Net Income/(Loss)
|
|
109
|
|
(14)
|
|
31
|
|
(45)
|
|
81
|
|
Plus:
|
|
|
|
|
|
|
|
|
|
|
|
Income Tax
|
|
-
|
|
-
|
|
-
|
|
4
|
|
4
|
|
Interest Expense, net
|
|
42
|
|
86
|
|
7
|
|
30
|
|
165
|
|
Depreciation, Amortization, and ARO Expense
|
|
66
|
|
52
|
|
18
|
|
-
|
|
136
|
|
Contract Amortization
|
|
-
|
|
16
|
|
2
|
|
-
|
|
18
|
|
Merger and Transaction Costs
|
|
-
|
|
-
|
|
-
|
|
4
|
|
4
|
|
Adjustments to reflect Yield’s pro-rata share of Adjusted EBITDA
from Unconsolidated Affiliates
|
|
14
|
|
33
|
|
-
|
|
-
|
|
47
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
|
231
|
|
173
|
|
58
|
|
(7)
|
|
455
|
|
Appendix Table A-4: YTD December 31, 2013 Segment Adjusted EBITDA
Reconciliation
The following table summarizes the calculation of Adjusted EBITDA and
provides a reconciliation to Net Income/(Loss):
(dollars in millions)
|
|
Conventional
|
|
Renewable
|
|
Thermal
|
|
Corporate
|
|
Total
|
|
Net Income/(Loss)
|
|
87
|
|
40
|
|
20
|
|
(15)
|
|
132
|
|
Plus:
|
|
|
|
|
|
|
|
|
|
|
|
Income Tax
|
|
-
|
|
-
|
|
-
|
|
8
|
|
8
|
|
Interest Expense, net
|
|
24
|
|
18
|
|
8
|
|
-
|
|
50
|
|
Depreciation, Amortization, and ARO Expense
|
|
20
|
|
26
|
|
15
|
|
-
|
|
61
|
|
Contract Amortization
|
|
1
|
|
-
|
|
1
|
|
-
|
|
2
|
|
Adjustments to reflect Yield’s pro-rata share of Adjusted EBITDA
from Unconsolidated Affiliates
|
|
14
|
|
26
|
|
-
|
|
-
|
|
40
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
|
146
|
|
110
|
|
44
|
|
(7)
|
|
293
|
|
Appendix Table A-5: Cash Available for Distribution Reconciliation
The
following table summarizes the calculation of Cash Available for
Distribution and provides a reconciliation to adjusted EBITDA:
|
|
Three Months Ended
|
|
Twelve Months Ended
|
|
(dollars in millions)
|
|
12/31/14
|
|
12/31/13
|
|
12/31/14
|
|
12/31/13
|
|
Adjusted EBITDA
|
|
114
|
|
93
|
|
455
|
|
293
|
|
Pro-rata Adjusted EBITDA from unconsolidated affiliates
|
|
(13)
|
|
(16)
|
|
(74)
|
|
(62)
|
|
Cash distributions from unconsolidated affiliates
|
|
3
|
|
12
|
|
41
|
|
22
|
|
Cash interest paid
|
|
(53)
|
|
(16)
|
|
(131)
|
|
(66)
|
|
Maintenance Capital expenditures
|
|
(5)
|
|
(3)
|
|
(8)
|
|
(8)
|
|
Change in other assets
|
|
(4)
|
|
(9)
|
|
(15)
|
|
4
|
|
Principal amortization of indebtedness
|
|
(32)
|
|
(39)
|
|
(121)
|
|
(72)
|
|
Cash Available for Distribution
|
|
10
|
|
22
|
|
147
|
|
111
|
|
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 Yield’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 Yield 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 Yield 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 Yield’s business. NRG Yield compensates for these limitations by
relying primarily on our GAAP results and using EBITDA and Adjusted
EBITDA only supplementally. 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 Yield 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 Yield
may incur expenses similar to the adjustments in this news release.
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,
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.

Source: NRG Yield, Inc.
NRG Yield, Inc.
Media:
Karen Cleeve, 609.524.4608
David
Knox, 713.537.2130
or
Investors:
Chad Plotkin,
609.524.4526
Lindsey Puchyr, 609.524.4527