PRINCETON, N.J.--(BUSINESS WIRE)--Feb. 6, 2014--
NRG Yield, Inc. (NYSE:NYLD) ("NRG Yield" or the "Company") has priced
its previously announced offering of $300 million in aggregate principal
amount of its 3.5% convertible senior notes due 2019 (the "Notes"). NRG
Yield has granted the initial purchasers the option to purchase up to an
additional $45 million in aggregate principal amount of the Notes. The
Notes will be issued at a price equal to 100% of the principal amount
thereof plus accrued interest, if any. 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. or other third parties, although NRG Yield does not currently have
any agreements to do so in place. The offering of the Notes is expected
to close on February 11, 2014, subject to the satisfaction of customary
closing conditions.
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. The initial conversion rate will be 21.4822 shares
of Class A common stock per $1,000 principal amount of Notes
(representing an initial conversion price of approximately $46.55 per
Class A common share), subject to customary adjustments. The initial
conversion rate represents approximately a 27.5% premium to the last
reported sale price of the Class A common stock on the New York Stock
Exchange on February 5, 2014. Interest on the Notes is payable
semi-annually in arrears on February 1 and August 1 of each year,
commencing on August 1, 2014. The Notes will mature on February 1, 2019,
unless earlier repurchased or converted in accordance with their terms.
Prior to the close of business on the business day immediately preceding
August 1, 2018, the Notes will be convertible only upon the occurrence
of certain events and during certain periods, and thereafter, at any
time until the close of business on the second scheduled trading day
immediately preceding the maturity date.
Morgan Stanley, BofA Merrill Lynch, RBC Capital Markets and Goldman,
Sachs & Co. have acted 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.
Forward-Looking Statement
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.
Source: NRG Yield, Inc.
NRG Yield, Inc.
Media:
Karen Cleeve, 609-524-4608
David
Knox, 832-357-5730
or
Investors:
Chad Plotkin,
609-524-4526
Dan Keyes, 609-524-4527
