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Press release from Business Wire

NRG Energy, Inc. Prices and Increases Amount of Senior Notes Offering

Friday, January 10, 2014

NRG Energy, Inc. Prices and Increases Amount of Senior Notes Offering

16:22 EST Friday, January 10, 2014

PRINCETON, N.J. (Business Wire) -- NRG Energy, Inc. (NYSE:NRG) has priced and increased the amount of its previously announced offering to $1,100 million in aggregate principal amount of 6.25% senior notes due 2022. The notes will be senior unsecured obligations of NRG and will be guaranteed by certain of its subsidiaries.

The notes mature on July 15, 2022. The offering is expected to close on January 27, 2014, subject to customary conditions.

NRG intends to use the proceeds from the offering to partially fund the consummation of the Edison Mission Energy (“EME”) acquisition and to repurchase up to $400 million in aggregate principal amount of its 8.50% senior notes due 2019 and its 7.625% senior notes due 2019 and to pay fees and expenses incurred in connection with the repurchase of such notes. The 8.50% senior notes due 2019 are designated as the first, or highest, acceptance priority level, and the 7.625% senior notes due 2019 are designated as the second acceptance priority level. If the EME acquisition is not consummated, NRG intends to use the proceeds from the offering to repay existing indebtedness and to pay related fees and expenses. All remaining amounts, if any, will be used for general corporate purposes. The offering is not contingent on the concurrent closing of the EME acquisition.

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”) or, outside the United States, to persons other than “U.S. persons” in compliance with Regulation S under 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 is issued pursuant to Rule 135c of the Securities Act, and does not constitute an offer to sell the notes, nor a solicitation for an offer to purchase the notes.

NRG Energy, Inc., a Fortune 500 company headquartered in Princeton, New Jersey, and Houston, Texas, owns and operates one of the country's largest and most diverse power generation portfolios and serves more than two million retail electricity customers.

Forward-Looking Statements

This communication contains forward-looking statements that may state NRG'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 “will,” “expect,” “estimate,” “anticipate,” “forecast,” “plan,” “believe” and similar terms. Although NRG 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, risks and uncertainties related to the capital markets generally and whether NRG will offer the New Notes or consummate the offering, the anticipated terms of the New Notes and the anticipated use of proceeds.

The foregoing review of factors that could cause NRG's actual results to differ materially from those contemplated in the forward-looking statements included herein should be considered in connection with information regarding risks and uncertainties that may affect NRG's future results included in NRG's filings with the SEC at www.sec.gov.

NRG Energy, Inc.
Media:
Karen Cleeve, 609-524-4608
David Knox, 832-357-5730
or
Investors:
Chad Plotkin, 609-524-4526
Daniel Keyes, 609-524-4527

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