Delaware (State or other jurisdiction of incorporation) |
001-15891 (Commission File Number) |
41-1724239 (IRS Employer Identification No.) |
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| permit the incurrence of the debt to fund certain hedge resets entered into by NRG; |
| increase the amount of the synthetic letter of credit facility by $500 million to support incremental hedging activity; | ||
| increase the Available Amount (as defined in the credit agreement governing the Senior Credit Facility), and effect a corresponding increase in NRGs restricted payments capacity, to $500 million as of the November 21, 2006 closing date; and | ||
| provide additional flexibility to NRG with respect to certain covenants governing or restricting the use of excess cash flow, new investments, new indebtedness and permitted liens. |
Exhibit Number | Description | |||
4.1 | Ninth Supplemental Indenture, dated November 21, 2006,
among NRG Energy, Inc., the guarantors named therein and
Law Debenture Trust Company of New York. |
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4.2 | Form of 7.375% Senior Note due 2017 (incorporated by
reference to Exhibit 4.1 filed herewith). |
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5.1 | Opinion of Kirkland & Ellis LLP, with respect to NRG
Energy, Inc. and the guarantors organized under the laws of
the States of Delaware and California. |
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5.2 | Opinion of Leonard, Street and Deinard, Professional
Association, with respect to the guarantors organized under
the laws of the State of Minnesota. |
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5.3 | Opinion of Williams Mullen, with respect to the guarantors
organized under the laws of the State of Virginia. |
2
Exhibit Number | Description | |||
5.4 | Opinion of Vinson & Elkins, LLP, with respect to the
guarantors organized under the laws of the State of Texas. |
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10.1 | Credit Agreement, dated February 2, 2006, as amended and
restated on November 21, 2006, among NRG Energy, Inc., a
Delaware corporation, the Lenders from time to time party
thereto, Morgan Stanley Senior Funding, Inc. and Merrill
Lynch, Pierce, Fenner & Smith Incorporated, as joint lead
book runners and joint lead arrangers, Morgan Stanley
Senior Funding, Inc., as administrative agent, Morgan
Stanley & Co. Incorporated, as collateral agent, and
Merrill Lynch Capital Corporation, as syndication agent. |
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99.1 | Press release, dated November 21, 2006, relating to the Senior Notes and Senior Credit Facility. |
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99.2 | Press release, dated November 22, 2006, relating to the repurchase of NRG common stock. |
3
NRG ENERGY, INC. |
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Date: November 27, 2006 | /s/ Timothy W.J. O'Brien | |||
Name: | Timothy W.J. O'Brien | |||
Title: | Vice President and General Counsel |
4
Exhibit Number | Description | |||
4.1 | Ninth Supplemental Indenture, dated November 21, 2006,
among NRG Energy, Inc., the guarantors named therein and
Law Debenture Trust Company of New York. |
|||
4.2 | Form of 7.375% Senior Note due 2017 (incorporated by
reference to Exhibit 4.1 filed herewith). |
|||
5.1 | Opinion of Kirkland & Ellis LLP, with respect to NRG
Energy, Inc. and the registrants organized under the laws
of the States of Delaware and California. |
|||
5.2 | Opinion of Leonard, Street and Deinard, Professional
Association, with respect to the guarantors organized under
the laws of the State of Minnesota. |
|||
5.3 | Opinion of Williams Mullen, with respect to the guarantors
organized under the laws of the State of Virginia. |
|||
5.4 | Opinion of Vinson & Elkins, LLP, with respect to the
guarantors organized under the laws of the State of Texas. |
|||
10.1 | Credit Agreement, dated February 2, 2006, as amended and
restated on November 21, 2006, among NRG Energy, Inc., a
Delaware corporation, the Lenders from time to time party
thereto, Morgan Stanley Senior Funding, Inc. and Merrill
Lynch, Pierce, Fenner & Smith Incorporated, as joint lead
book runners and joint lead arrangers, Morgan Stanley
Senior Funding, Inc., as administrative agent, Morgan
Stanley & Co. Incorporated, as collateral agent, and
Merrill Lynch Capital Corporation, as syndication agent. |
|||
99.1 | Press release, dated November 21, 2006, relating to the Senior Notes and Senior Credit Facility. |
|||
99.2 | Press release, dated November 22, 2006, relating to the repurchase of NRG common stock. |