NRG ENERGY, INC. (NRG): debt financing — NRG Energy completes $500M P-Caps sale; establishes $500M note issuance facility and $485M LC facility

NRG ENERGY, INC.

Trust sold 500,000 P-Caps for $500M; proceeds invested in U.S. Treasury strips to secure notes.
NRG may issue up to $500M of 7.467% Senior Secured First Lien Notes due 2028 to the Trust in exchange for Treasury assets.
Semi-annual facility fee of 3.13427% on unexercised Issuance Right; notes guaranteed and secured like existing senior secured debt.
New $485M letter of credit agreement entered to support operations; LC issuers have pledge over Trust's Treasury assets.
P-Caps replace existing $500M P-Caps maturing Nov 2023; P-Caps and Notes mature July 31, 2028.

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

NRG ENERGY, INC. incurred debt of $485.0 million with Deutsche Bank Trust Company Americas, as collateral agent and administrative agent.

Principal: $485.0 million
Counterparty: Deutsche Bank Trust Company Americas, as collateral agent and administrative agent
Event: incurrence

Exact text from the filing

NRG entered into a new facility agreement for the issuance of letters of credit (the “LC Agreement”) and Deutsche Bank Trust Company Americas, as collateral agent (the “Collateral Agent”) and administrative agent, pursuant to which certain financial institutions (the “LC Issuers”) are permitted to join with commitments to provide letters of credit in an aggregate amount not to exceed $485.0 million

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Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

NRG ENERGY, INC. incurred senior notes of $500.0 million aggregate principal amount at 7.467% maturing July 31, 2028.

Instrument: senior notes
Principal: $500.0 million aggregate principal amount
Rate: 7.467%
Maturity: July 31, 2028
Event: incurrence

Exact text from the filing

NRG has the right, from time to time, to issue to the Trust and to require the Trust to purchase from NRG, on one or more occasions (the “Issuance Right”), up to $500.0 million aggregate principal amount of NRG’s 7.467% Senior Secured First Lien Notes due 2028

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

NRG ENERGY, INC. entered into LC Agreement with certain financial institutions (the LC Issuers) and Deutsche Bank Trust Company Americas, as collateral agent and administrative agent valued at $485.0 million (effective 2023-08-29).

Action: entry
Agreement: credit facility
Counterparty: certain financial institutions (the LC Issuers) and Deutsche Bank Trust Company Americas, as collateral agent and administrative agent
Value: $485.0 million
Effective: 2023-08-29

Exact text from the filing

On August 29, 2023, NRG entered into a new facility agreement for the issuance of letters of credit (the “LC Agreement”) and Deutsche Bank Trust Company Americas, as collateral agent (the “Collateral Agent”) and administrative agent, pursuant to which certain financial institutions (the “LC Issuers”) are permitted to join with commitments to provide letters of credit in an aggregate amount not to exceed $485.0 million to support the operations of NRG and its subsidiaries and minority investments.

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

NRG ENERGY, INC. entered into Facility Agreement with Alexander Funding Trust II and Deutsche Bank Trust Company Americas, as notes trustee valued at up to $500.0 million (effective 2023-08-29).

Action: entry
Agreement: credit facility
Counterparty: Alexander Funding Trust II and Deutsche Bank Trust Company Americas, as notes trustee
Value: up to $500.0 million
Effective: 2023-08-29

Exact text from the filing

In connection with the sale of the P-Caps, NRG and the guarantors named therein entered into a facility agreement, dated August 29, 2023 (the “Facility Agreement”), with the Trust and Deutsche Bank Trust Company Americas, as notes trustee (the “Notes Trustee”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

NRG ENERGY, INC. entered into Pledge Agreement with Alexander Funding Trust II and Deutsche Bank Trust Company Americas, as Collateral Agent (effective 2023-08-29).

Action: entry
Counterparty: Alexander Funding Trust II and Deutsche Bank Trust Company Americas, as Collateral Agent
Effective: 2023-08-29

Exact text from the filing

On August 29, 2023, the Trust entered into a pledge and control agreement (the “Pledge Agreement”), among NRG, the Trust and the Collateral Agent for the LC Issuers, under which the Trust agreed to grant a pledge over the Eligible Treasury Assets in favor of the Collateral Agent for the benefit of the LC Issuers.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

NRG ENERGY, INC. entered into Indenture with Deutsche Bank Trust Company Americas, as Notes Trustee (effective 2023-08-29).

Action: entry
Agreement: notes offering
Counterparty: Deutsche Bank Trust Company Americas, as Notes Trustee
Effective: 2023-08-29

Exact text from the filing

The Notes that may be sold to the Trust from time to time will be governed by the base indenture, dated August 29, 2023 (the “Base Indenture”), between NRG and the Notes Trustee, as supplemented by the supplemental indenture, dated August 29, 2023 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”), among NRG, the guarantors named therein and the Notes Trustee.

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NRG ENERGY, INC. filing history →

Source: SEC EDGAR

accession 0001104659-23-096577

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