Condensed Consolidating Financial Information

9 Months Ended

Sep. 30, 2018

Condensed Consolidating Financial Information Disclosure [Abstract]

Condensed Consolidating Financial Information

As of September 30, 2018, the Company had outstanding $4.8 billion of Senior Notes due from 2022 to 2048, as shown in Note 8, Debt and Capital Leases. These Senior Notes are guaranteed by certain of NRG's current and future 100% owned domestic subsidiaries, or guarantor subsidiaries. These guarantees are both joint and several. The non-guarantor subsidiaries include all of NRG's foreign subsidiaries and certain domestic subsidiaries.

Unless otherwise noted below, each of the following guarantor subsidiaries fully and unconditionally guaranteed the Senior Notes as of September 30, 2018:



Ace Energy, Inc.	NRG Advisory Services LLC	NRG Norwalk Harbor Operations Inc.
Allied Home Warranty GP LLC	NRG Affiliate Services Inc.	NRG Operating Services, Inc.
Allied Warranty LLC	NRG Arthur Kill Operations Inc.	NRG Oswego Harbor Power Operations Inc.
Arthur Kill Power LLC	NRG Astoria Gas Turbine Operations Inc.	NRG PacGen Inc.
Astoria Gas Turbine Power LLC	NRG Bayou Cove LLC	NRG Portable Power LLC
Bayou Cove Peaking Power, LLC	NRG Business Services LLC	NRG Power Marketing LLC
BidURenergy, Inc.	NRG Cabrillo Power Operations Inc.	NRG Reliability Solutions LLC
Cabrillo Power I LLC	NRG California Peaker Operations LLC	NRG Renter's Protection LLC
Cabrillo Power II LLC	NRG Cedar Bayou Development Company, LLC	NRG Retail LLC
Carbon Management Solutions LLC	NRG Connected Home LLC	NRG Retail Northeast LLC
Cirro Group, Inc.	NRG Connecticut Affiliate Services Inc.	NRG Rockford Acquisition LLC
Cirro Energy Services, Inc.	NRG Construction LLC	NRG Saguaro Operations Inc.
Connecticut Jet Power LLC	NRG Curtailment Solutions, Inc	NRG Security LLC
Cottonwood Development LLC	NRG Development Company Inc.	NRG Services Corporation
Cottonwood Energy Company LP	NRG Devon Operations Inc.	NRG SimplySmart Solutions LLC
Cottonwood Generating Partners I LLC	NRG Dispatch Services LLC	NRG South Central Affiliate Services Inc.
Cottonwood Generating Partners II LLC	NRG Distributed Energy Resources Holdings LLC	NRG South Central Generating LLC
Cottonwood Generating Partners III LLC	NRG Distributed Generation PR LLC	NRG South Central Operations Inc.
Cottonwood Technology Partners LP	NRG Dunkirk Operations Inc.	NRG South Texas LP
Devon Power LLC	NRG El Segundo Operations Inc.	NRG Texas C&I Supply LLC
Dunkirk Power LLC	NRG Energy Efficiency-L LLC	NRG Texas Gregory LLC
Eastern Sierra Energy Company LLC	NRG Energy Labor Services LLC	NRG Texas Holding Inc.
El Segundo Power, LLC	NRG ECOKAP Holdings LLC	NRG Texas LLC
El Segundo Power II LLC	NRG Energy Services Group LLC	NRG Texas Power LLC
Energy Alternatives Wholesale, LLC	NRG Energy Services International Inc.	NRG Warranty Services LLC
Energy Choice Solutions LLC	NRG Energy Services LLC	NRG West Coast LLC
Energy Plus Holdings LLC	NRG Generation Holdings, Inc.	NRG Western Affiliate Services Inc.
Energy Plus Natural Gas LLC	NRG Greenco LLC	O'Brien Cogeneration, Inc. II
Energy Protection Insurance Company	NRG Home & Business Solutions LLC	ONSITE Energy, Inc.
Everything Energy LLC	NRG Home Services LLC	Oswego Harbor Power LLC
Forward Home Security, LLC	NRG Home Solutions LLC	Reliant Energy Northeast LLC
GCP Funding Company, LLC	NRG Home Solutions Product LLC	Reliant Energy Power Supply, LLC
Green Mountain Energy Company	NRG Homer City Services LLC	Reliant Energy Retail Holdings, LLC
Gregory Partners, LLC	NRG Huntley Operations Inc.	Reliant Energy Retail Services, LLC
Gregory Power Partners LLC	NRG HQ DG LLC	RERH Holdings, LLC
Huntley Power LLC	NRG Identity Protect LLC	Saguaro Power LLC
Independence Energy Alliance LLC	NRG Ilion Limited Partnership	Somerset Operations Inc.
Independence Energy Group LLC	NRG Ilion LP LLC	Somerset Power LLC
Independence Energy Natural Gas LLC	NRG International LLC	Texas Genco GP, LLC
Indian River Operations Inc.	NRG Maintenance Services LLC	Texas Genco Holdings, Inc.
Indian River Power LLC	NRG Mextrans Inc.	Texas Genco LP, LLC
Louisiana Generating LLC	NRG MidAtlantic Affiliate Services Inc.	Texas Genco Services, LP
Meriden Gas Turbines LLC	NRG Middletown Operations Inc.	US Retailers LLC
Middletown Power LLC	NRG Montville Operations Inc.	Vienna Operations Inc.
Montville Power LLC	NRG New Roads Holdings LLC	Vienna Power LLC
NEO Corporation	NRG North Central Operations Inc.	WCP (Generation) Holdings LLC
New Genco GP, LLC	NRG Northeast Affiliate Services Inc.	West Coast Power LLC
Norwalk Power LLC

NRG conducts much of its business through and derives much of its income from its subsidiaries. Therefore, the Company's ability to make required payments with respect to its indebtedness and other obligations depends on the financial results and condition of its subsidiaries and NRG's ability to receive funds from its subsidiaries. There are no restrictions on the ability of any of the guarantor subsidiaries to transfer funds to NRG. However, there may be restrictions for certain non-guarantor subsidiaries.

The following condensed consolidating financial information presents the financial information of NRG Energy, Inc., the guarantor subsidiaries and the non-guarantor subsidiaries in accordance with Rule 3-10 under the SEC Regulation S-X. The financial information may not necessarily be indicative of results of operations or financial position had the guarantor subsidiaries or non-guarantor subsidiaries operated as independent entities.

In this presentation, NRG Energy, Inc. consists of parent company operations. Guarantor subsidiaries and non-guarantor subsidiaries of NRG are reported on an equity basis. For companies acquired, the fair values of the assets and liabilities acquired have been presented on a push-down accounting basis.

NRG ENERGY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS

For the three months ended September 30, 2018

(Unaudited)



	Guarantor Subsidiaries			Non-Guarantor Subsidiaries			NRG Energy, Inc. (Note Issuer)			Eliminations^(a)			Consolidated
	(In millions)
Operating Revenues
Total operating revenues	$	2,618		$	445		$	—		$	(2	)	$	3,061
Operating Costs and Expenses
Cost of operations	2,005			295			9			(2		)	2,307
Depreciation and amortization	67			36			9			—			112
Impairment losses	—			—			—			—			—
Selling, general and administrative	125			21			139			(73		)	212
Reorganization costs	—			—			27			—			27
Development costs	—			(2		)	3			—			1
Total operating costs and expenses	2,197			350			187			(75		)	2,659
Gain on sale of assets	—			14			—			—			14
Operating Income/(Loss)	421			109			(187		)	73			416
Other Income/(Expense)
Equity in earnings of consolidated subsidiaries	6			—			466			(472		)	—
Equity in earnings of unconsolidated affiliates	—			20			—			—			20
Other income/(expense), net	4			8			5			—			17
Loss on debt extinguishment, net	—						(19		)	—			(19		)
Interest expense	(3		)	(8		)	(110		)	—			(121		)
Total other income/(expense)	7			20			342			(472		)	(103		)
Income from Continuing Operations Before Income Taxes	428			129			155			(399		)	313
Income tax expense/(benefit)	122			41			(156		)	—			7
Income from Continuing Operations	306			88			311			(399		)	306
Income/(loss) from discontinued operations, net of income tax	—			17			(371		)	—			(354		)
Net Income/(Loss)	306			105			(60		)	(399		)	(48		)
Less: Net (loss)/income attributable to noncontrolling interest and redeemable noncontrolling interests	—			(61		)	12			73			24
Net Income/(Loss) Attributable to NRG Energy, Inc. common stockholders	$	306		$	166		$	(72	)	$	(472	)	$	(72	)


(a)	All significant intercompany transactions have been eliminated in consolidation.

NRG ENERGY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS

For the nine months ended September 30, 2018

(Unaudited)



	Guarantor Subsidiaries			Non-Guarantor Subsidiaries			NRG Energy, Inc. (Note Issuer)			Eliminations^(a)			Consolidated
	(In millions)
Operating Revenues
Total operating revenues	$	6,736		$	1,072		$	—		$	(13	)	$	7,795
Operating Costs and Expenses
Cost of operations	5,006			719			18			(13		)	5,730
Depreciation and amortization	216			129			25			—			370
Impairment losses	—			74			—			—			74
Selling, general and administrative	337			46			282			(74		)	591
Reorganization costs	4			—			66			—			70
Development costs	—			—			10			(1		)	9
Total operating costs and expenses	5,563			968			401			(88		)	6,844
Gain on sale of assets	3			27			—			—			30
Operating Income/(Loss)	1,176			131			(401		)	75			981
Other Income/(Expense)
Equity in earnings of consolidated subsidiaries	14			—			1,156			(1,170		)	—
Equity in earnings/(losses) of unconsolidated affiliates	—			27			(1		)	—			26
Other income/(expense), net	13			(27		)	10			—			(4		)
Loss on debt extinguishment, net	—			—			(22		)	—			(22		)
Interest expense	(11		)	(42		)	(308		)	—			(361		)
Total other income/(expense)	16			(42		)	835			(1,170		)	(361		)
Income from Continuing Operations Before Income Taxes	1,192			89			434			(1,095		)	620
Income tax expense/(benefit)	343			26			(350		)	—			19
Income from Continuing Operations	849			63			784			(1,095		)	601
Income/(loss) from discontinued operations, net of income tax	—			77			(397		)	—			(320		)
Net Income	849			140			387			(1,095		)	281
Less: Net (loss)/income attributable to noncontrolling interest and redeemable noncontrolling interests	—			(181		)	107			75			1
Net Income Attributable to NRG Energy, Inc.	$	849		$	321		$	280		$	(1,170	)	$	280


(a)	All significant intercompany transactions have been eliminated in consolidation.

NRG ENERGY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME/(LOSS)

For the three months ended September 30, 2018

(Unaudited)



	Guarantor Subsidiaries			Non-Guarantor Subsidiaries			NRG Energy, Inc. (Note Issuer)			Eliminations^(a)			Consolidated
	(In millions)
Net Income	$	306		$	105		$	(60	)	$	(399	)	$	(48	)
Other Comprehensive Income/(Loss), net of tax
Unrealized gain/(loss) on derivatives, net	—			10			(13		)	7			4
Foreign currency translation adjustments, net	(2		)	(2		)	(1		)	3			(2		)
Defined benefit plans, net	—			—			(1		)	—			(1		)
Other comprehensive (loss)/income	(2		)	8			(15		)	10			1
Comprehensive Income/(Loss)	304			113			(75		)	(389		)	(47		)
Less: Comprehensive (loss)/income attributable to noncontrolling interest and redeemable noncontrolling interest	—			(58		)	11			73			26
Comprehensive Income/(Loss) Attributable to NRG Energy, Inc. common stockholders	$	304		$	171		$	(86	)	$	(462	)	$	(73	)


(a)	All significant intercompany transactions have been eliminated in consolidation.

NRG ENERGY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME

For the nine months ended September 30, 2018

(Unaudited)



	Guarantor Subsidiaries			Non-Guarantor Subsidiaries			NRG Energy, Inc. (Note Issuer)			Eliminations^(a)			Consolidated
	(In millions)
Net income	$	849		$	140		$	387		$	(1,095	)	$	281
Other comprehensive (loss)/income, net of tax
Unrealized gain on derivatives, net	—			30			9			(15		)	24
Foreign currency translation adjustments, net	(8		)	(8		)	(9		)	17			(8		)
Available-for-sale securities, net	—			—			1			—			1
Defined benefit plans, net	—			—			(3		)	—			(3		)
Other comprehensive (loss)/income	(8		)	22			(2		)	2			14
Comprehensive income	841			162			385			(1,093		)	295
Less: Comprehensive (loss)/income attributable to noncontrolling interest and redeemable noncontrolling interest	—			(167		)	107			75			15
Comprehensive income attributable to NRG Energy, Inc.	$	841		$	329		$	278		$	(1,168	)	$	280


(a)	All significant intercompany transactions have been eliminated in consolidation.

NRG ENERGY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING BALANCE SHEETS

September 30, 2018 (Unaudited)



	Guarantor Subsidiaries		Non-Guarantor Subsidiaries			NRG Energy, Inc. (Note Issuer)			Eliminations^(a)			Consolidated
ASSETS	(In millions)
Current Assets
Cash and cash equivalents	$	130	$	22		$	1,207		$	—		$	1,359
Funds deposited by counterparties	30		—			—			—			30
Restricted cash	5		15			8			—			28
Accounts receivable, net	1,151		97			49			—			1,297
Inventory	301		107			—			—			408
Derivative instruments	687		24			17			(45		)	683
Deferred income tax	38		80			(118		)	—			—
Cash collateral paid in support of energy risk management activities	194		15			—			—			209
Accounts receivable - affiliate	458		55			762			(1,256		)	19
Prepayments and other current assets	160		35			53			—			248
Current assets - discontinued operations	—		4			—			—			4
Total current assets	3,154		454			1,978			(1,301		)	4,285
Property, plant and equipment, net	2,372		1,077			150			—			3,599
Other Assets
Investment in subsidiaries	477		—			4,379			(4,856		)	—
Equity investments in affiliates	—		452			—			—			452
Notes receivable, less current portion	—		10			12			(12		)	10
Goodwill	359		180			—			—			539
Intangible assets, net	403		199			—			—			602
Nuclear decommissioning trust fund	719		—			—			—			719
Derivative instruments	357		9			36			(10		)	392
Deferred income tax	34		(149		)	126			—			11
Other non-current assets	92		70			119			—			281
Non-current assets - discontinued operations	—		560			—			—			560
Total other assets	2,441		1,331			4,672			(4,878		)	3,566
Total Assets	$	7,967	$	2,862		$	6,800		$	(6,179	)	$	11,450
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Current portion of long-term debt and capital leases	$	—	$	89		$	504		$	—		$	593
Accounts payable	705		55			64			—			824
Accounts payable — affiliate	1,610		(191		)	(148		)	(1,257		)	14
Derivative instruments	565		30			—			(45		)	550
Deferred income taxes	—		1			(1		)	—			—
Cash collateral received in support of energy risk management activities	30		—			—			—			30
Accrued expenses and other current liabilities	282		40			337			—			659
Accrued expenses and other current liabilities-affiliate	—		—			1			—			1
Current liabilities - discontinued operations	—		52			—			—			52
Total current liabilities	3,192		76			757			(1,302		)	2,723
Other Liabilities
Long-term debt and capital leases	244		244			6,182			(12		)	6,658
Nuclear decommissioning reserve	278		—			—			—			278
Nuclear decommissioning trust liability	432		—			—			—			432
Deferred income taxes	112		62			(156		)	—			18
Derivative instruments	361		6			—			(10		)	357
Out-of-market contracts, net	54		123			—			—			177
Other non-current liabilities	410		197			570			—			1,177
Non-current liabilities - discontinued operations	—		547			—			—			547
Total non-current liabilities	1,891		1,179			6,596			(22		)	9,644
Total liabilities	5,083		1,255			7,353			(1,324		)	12,367
Redeemable noncontrolling interest in subsidiaries	—		19			—			—			19
Stockholders’ Equity	2,884		1,588			(553		)	(4,855		)	(936		)
Total Liabilities and Stockholders’ Equity	$	7,967	$	2,862		$	6,800		$	(6,179	)	$	11,450


(a)	All significant intercompany transactions have been eliminated in consolidation.

NRG ENERGY, INC. AND SUBSIDIARIES CONDENSED

CONSOLIDATING STATEMENTS OF CASH FLOWS

For the nine months ended September 30, 2018

(Unaudited)



	Guarantor Subsidiaries			Non-Guarantor Subsidiaries				NRG Energy, Inc. (Note Issuer)			Eliminations^(a)			Consolidated
	(In millions)
Cash Flows from Operating Activities
Net income	$	849		$	140			$	387		$	(1,095	)	$	281
Loss from discontinued operations	—			77				(397		)	—			(320		)
Income from continuing operations	849			63				784			(1,095		)	601
Adjustments to reconcile net income to net cash provided/(used) by operating activities:
Distributions and equity in earnings of unconsolidated affiliates	—			9				1			—			10
Depreciation, amortization and accretion	240			138				25			—			403
Provision for bad debts	55			2				—			—			57
Amortization of nuclear fuel	38			—				—			—			38
Amortization of financing costs and debt discount/premiums	—			5				16			—			21
Adjustment for debt extinguishment	—			—				22			—			22
Amortization of intangibles and out-of-market contracts	15			6				—			—			21
Amortization of unearned equity compensation	—			—				36			—			36
Impairment losses	—			89				—			—			89
Changes in deferred income taxes and liability for uncertain tax benefits	343			11				(360		)	—			(6		)
Changes in nuclear decommissioning trust liability	50			—				—			—			50
Changes in derivative instruments	(38		)	40				(4		)	(15		)	(17		)
Changes in collateral deposits in support of energy risk management activities	(16		)	(14		)		—			—			(30		)
Gain on sale of emission allowances	(20		)	—				—			—			(20		)
Gain on sale of assets	(3		)	(27		)		—			—			(30		)
GenOn settlement in July 2018	—			—				(125		)	—			(125		)
Loss on deconsolidation of business	—			13				—			—			13
Changes in other working capital	(567		)	(61		)		(857		)	1,110			(375		)
Cash provided/(used) by continuing operations	946			274				(462		)	—			758
Cash provided by discontinued operations	—			324				—			—			324
Net Cash Provided/(Used) by Operating Activities	946			598				(462		)	—			1,082
Cash Flows from Investing Activities
Acquisition of business, net of cash acquired	(2		)	(207		)		—			—			(209		)
Capital expenditures	(158		)	(150		)	—	(37		)	—			(345		)
Purchases of emission allowances	(30		)	—				—			—			(30		)
Proceeds from sale of emission allowances	54			—				—			—			54
Investments in nuclear decommissioning trust fund securities	(449		)	—				—			—			(449		)
Proceeds from the sale of nuclear decommissioning trust fund securities	398			—				—			—			398
Proceeds from sale of assets, net of cash disposed and sale of discontinued operations, net of fees	10			8				1,537			—			1,555
Deconsolidation of business	—			(268		)		—			—			(268		)
Change in investments in unconsolidated affiliates	—			(62		)		—			—			(62		)
Cash (used)/provided by continuing operations	(177		)	(679		)		1,500			—			644
Cash used by discontinued operations	—			(703		)								(703		)
Net Cash (Used)/Provided by Investing Activities	(177		)	(1,382		)		1,500			—			(59		)
Cash Flows from Financing Activities
Payments (for)/from intercompany loans	(645		)	(12		)		657			—			—
Payment of dividends to common stockholders	—			—				(28		)	—			(28		)
Payment for treasury stock	—			—				(1,000		)	—			(1,000		)
Proceeds from issuance of long-term debt	—			163				832			—			995
Payments for short and long-term debt	—			(106		)		(864		)	—			(970		)
Receivable from affiliate	—			—				(26		)				(26		)
Net distributions to noncontrolling interests in subsidiaries	—			(17		)		—			—			(17		)
Payment of debt issuance costs	—			—				(19		)	—			(19		)
Other	—			(4		)		—			—			(4		)
Cash provided/(used) by continuing operations	(645		)	24				(448		)	—			(1,069		)
Cash provided by discontinued operations	—			403				—			—			403
Net Cash Provided/(Used) by Financing Activities	(645		)	427				(448		)	—			(666		)
Effect of exchange rate changes on cash and cash equivalents	—			1				—			—			1
Change in cash from discontinued operations	—			24				—			—			24
Net Increase/(Decrease) in Cash and Cash Equivalents, Funds Deposited by Counterparties and Restricted Cash	124			(380		)		590			—			334
Cash and Cash Equivalents, Funds Deposited by Counterparties and Restricted Cash at Beginning of Period	41			399				643			—			1,083
Cash and Cash Equivalents, Funds Deposited by Counterparties and Restricted Cash at End of Period	$	165		$	19			$	1,233		$	—		$	1,417


(a)	All significant intercompany transactions have been eliminated in consolidation.

NRG ENERGY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS

For the three months ended September 30, 2017

(Unaudited)



	Guarantor Subsidiaries			Non-Guarantor Subsidiaries			NRG Energy, Inc. (Note Issuer)			Eliminations^(a)			Consolidated
	(In millions)
Operating Revenues
Total operating revenues	$	2,366		$	386		$	—		$	(12	)	$	2,740
Operating Costs and Expenses
Cost of operations	1,826			239			18			(11		)	2,072
Depreciation and amortization	100			55			8			—			163
Selling, general and administrative	106			16			69			(1		)	190
Reorganization costs	2			(7		)	17			—			12
Development costs	—			1			5			—			6
Total operating costs and expenses	2,034			304			117			(12		)	2,443
Operating Income/(Loss)	332			82			(117		)	—			297
Other Income/(Expense)
Equity in earnings of consolidated subsidiaries	7			—			459			(466		)	—
Equity in earnings/(losses) of unconsolidated affiliates	—			10			(1		)	—			9
Other income, net	7			38			8			(34		)	19
Interest expense	(4		)	(21		)	(114		)	—			(139		)
Total other income/(expense)	10			27			352			(500		)	(111		)
Income from Continuing Operations Before Income Taxes	342			109			235			(500		)	186
Income tax expense	—			—			1			—			1
Income from Continuing Operations	342			109			234			(500		)	185
Income/(loss) from discontinued operations, net of income tax	—			12			(34		)	—			(22		)
Net Income	342			121			200			(500		)	163
Less: Net (loss)/income attributable to noncontrolling interest and redeemable noncontrolling interest	—			(3		)	29			(34		)	(8		)
Net Income Attributable to NRG Energy, Inc. common stockholders	$	342		$	124		$	171		$	(466	)	$	171


(a)	All significant intercompany transactions have been eliminated in consolidation.

NRG ENERGY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS

For the nine months ended September 30, 2017

(Unaudited)



	Guarantor Subsidiaries			Non-Guarantor Subsidiaries				NRG Energy, Inc. (Note Issuer)				Eliminations^(a)			Consolidated
	(In millions)
Operating Revenues
Total operating revenues	$	6,241		$	1,042			$	—			$	(37	)	$	7,246
Operating Costs and Expenses
Cost of operations	4,872			697				56				(36		)	5,589
Depreciation and amortization	299			167				24			—	—			490
Impairment losses	42			18				—				—			60
Selling, general and administrative	309			55			—	271				(1		)	634
Reorganization costs	2			(1		)		17				—			18
Development costs	—			4				14				—			18
Total operating costs and expenses	5,524			940				382				(37		)	6,809
Other income - affiliate	—			—				87				—			87
Gain on sale of assets	4			—				—				—			4
Operating Income/(Loss)	721			102				(295		)		—			528
Other Income/(Expense)
Equity in earnings of consolidated subsidiaries	20			—				738				(758		)	—
Equity in (losses) of unconsolidated affiliates	—			(17		)		(3		)		—			(20		)
Other income, net	7			82				23				(69		)	43
Interest expense	(11		)	(68		)		(353		)		—			(432		)
Total other income/(expense)	16			(3		)		405				(827		)	(409		)
Income from Continuing Operations Before Income Taxes	737			99				110				(827		)	119
Income tax (benefit)/expense	—			(7		)		10				—			3
Income from Continuing Operations	737			106				100				(827		)	116
Loss from discontinued operations, net of income tax	—			(134		)		(664		)		—			(798		)
Net Income/(Loss)	737			(28		)		(564		)		(827		)	(682		)
Less: Net (loss)/income attributable to noncontrolling interest and redeemable noncontrolling interest	—			(49		)		55				(69		)	(63		)
Net Income/(Loss) Attributable to NRG Energy, Inc.	$	737		$	21			$	(619	)		$	(758	)	$	(619	)


(a)	All significant intercompany transactions have been eliminated in consolidation.

NRG ENERGY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME

For the three months ended September 30, 2017

(Unaudited)



	Guarantor Subsidiaries		Non-Guarantor Subsidiaries			NRG Energy, Inc. (Note Issuer)			Eliminations^(a)			Consolidated
	(In millions)
Net Income	$	342	$	121		$	200		$	(500	)	$	163
Other Comprehensive Income, net of tax
Unrealized gain on derivatives, net	52		58			6			(109		)	7
Foreign currency translation adjustments, net	1		1			4			(4		)	2
Available-for-sale securities, net	—		—			1			—			1
Defined benefit plans, net	10		10			(1		)	(20		)	(1		)
Other comprehensive income	63		69			10			(133		)	9
Comprehensive Income	405		190			210			(633		)	172
Less: Comprehensive (loss)/income attributable to noncontrolling interest and redeemable noncontrolling interest	—		(3		)	32			(34		)	(5		)
Comprehensive Income Attributable to NRG Energy, Inc. common stockholders	$	405	$	193		$	178		$	(599	)	$	177


(a)	All significant intercompany transactions have been eliminated in consolidation.

NRG ENERGY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME/(LOSS)

For the nine months ended September 30, 2017

(Unaudited)



	Guarantor Subsidiaries		Non-Guarantor Subsidiaries			NRG Energy, Inc. (Note Issuer)			Eliminations^(a)			Consolidated
	(In millions)
Net income/(loss)	$	737	$	(28	)	$	(564	)	$	(827	)	$	(682	)
Other comprehensive income/(loss), net of tax
Unrealized gain on derivatives, net	52		57			7			(109		)	7
Foreign currency translation adjustments, net	6		6			10			(13		)	9
Available-for-sale securities, net	—		—			2			—			2
Defined benefit plans, net	10		39			25			(49		)	25
Other comprehensive income	68		102			44			(171		)	43
Comprehensive income/(loss)	805		74			(520		)	(998		)	(639		)
Less: Comprehensive (loss)/income attributable to noncontrolling interest and redeemable noncontrolling interest	—		(49		)	57			(69		)	(61		)
Comprehensive income/(loss) Attributable to NRG Energy, Inc.	$	805	$	123		$	(577	)	$	(929	)	$	(578	)


(a)	All significant intercompany transactions have been eliminated in consolidation.

NRG ENERGY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING BALANCE SHEETS

December 31, 2017



	Guarantor Subsidiaries			Non-Guarantor Subsidiaries				NRG Energy, Inc. (Note Issuer)			Eliminations^(a)			Consolidated^(b)
ASSETS	(In millions)
Current Assets
Cash and cash equivalents	$	—		$	124			$	643		$	—		$	767
Funds deposited by counterparties	37			—				—			—			37
Restricted cash	4			275				—			—			279
Accounts receivable, net	911			45				4			—			960
Inventory	338			148				—			—			486
Derivative instruments	646			26				9			(57		)	624
Cash collateral paid in support of energy risk management activities	170			1				—			—			171
Accounts receivable - affiliate	685			183				(148		)	(534		)	186
Prepayments and other current assets	122			30				27			—			179
Current assets held-for-sale	8			108				—			—			116
Current assets - discontinued operations	—			705				—			—			705
Total current assets	2,921			1,645				535			(591		)	4,510
Property, plant and equipment, net	2,507			3,695				237			(4		)	6,435
Other Assets
Investment in subsidiaries	266			—				7,581			(7,847		)	—
Equity investments in affiliates	—			180				2			—			182
Note receivable, less current portion	—			2			—	—			—			2
Goodwill	360			179				—			—			539
Intangible assets, net	455			55				—			(3		)	507
Nuclear decommissioning trust fund	692			—				—			—			692
Derivative instruments	126		—	2				31			—			159
Deferred income taxes	377			(135		)		(236		)	—			6
Other non-current assets	50			124				120			—			294
Non-current assets held for sale	—			43				—			—			43
Non-current assets - discontinued operations	—			10,203				—			(22		)	10,181
Total other assets	2,326			10,653				7,498			(7,872		)	12,605
Total Assets	$	7,754		$	15,993			$	8,270		$	(8,467	)	$	23,550
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Current portion of long-term debt and capital leases	$	—		$	183			$	21		$	—		$	204
Accounts payable	609			47				55			—			711
Accounts payable — affiliate	742			(332		)		181			(534		)	57
Derivative instruments	556			38				—			(57		)	537
Cash collateral received in support of energy risk management activities	37			—				—			—			37
Accrued expenses and other current liabilities	304			64				401			—			769
Accrued expenses and other current liabilities - affiliate	—			—				161			—			161
Current liabilities held-for-sale	—			72				—			—			72
Current liabilities - discontinued operations	—			859				5			—			864
Total current liabilities	2,248			931				824			(591		)	3,412
Other Liabilities
Long-term debt and capital leases	244			2,197				6,739			—			9,180
Nuclear decommissioning reserve	269			—				—			—			269
Nuclear decommissioning trust liability	415			—				—			—			415
Deferred income taxes	112			64				(155		)	—			21
Derivative instruments	136			7				—			—			143
Out-of-market contracts, net	66			129				—			—			195
Other non-current liabilities	410			201				391			—			1,002
Non-current liabilities held-for-sale	—			8				—			—			8
Non-current liabilities - discontinued operations	—			6,859				—			—			6,859
Total non-current liabilities	1,652			9,465				6,975			—			18,092
Total Liabilities	3,900			10,396				7,799			(591		)	21,504
Redeemable noncontrolling interest in subsidiaries	—			78				—			—			78
Stockholders’ Equity	3,854			5,519				471			(7,876		)	1,968
Total Liabilities and Stockholders’ Equity	$	7,754		$	15,993			$	8,270		$	(8,467	)	$	23,550


(a)	All significant intercompany transactions have been eliminated in consolidation.

NRG ENERGY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS

For the nine months ended September 30, 2017

(Unaudited)



	Guarantor Subsidiaries			Non-Guarantor Subsidiaries			NRG Energy, Inc. (Note Issuer)			Eliminations^(a)			Consolidated
	(In millions)
Cash Flows from Operating Activities
Net income/(loss)	$	737		$	(28	)	$	(564	)	$	(827	)	$	(682	)
Loss from discontinued operations	—			(134		)	(664		)	—			(798		)
Income from continuing operations	737			106			100			(827		)	116
Adjustments to reconcile net income to net cash provided/(used) by operating activities:
Distributions and equity in earnings of unconsolidated affiliates	—			(65		)	3			62			—
Depreciation, amortization and accretion	299			167			24			—			490
Provision for bad debts	42			—			15			—			57
Amortization of nuclear fuel	37			—			—			—			37
Amortization of financing costs and debt discount/premiums	—			2			13			—			15
Adjustment for debt extinguishment	—			3			—			—			3
Amortization of intangibles and out-of-market contracts	20			59			—			—			79
Amortization of unearned equity compensation	—			—			27			—			27
Impairment losses	42			18			—			—			60
Changes in deferred income taxes and liability for uncertain tax benefits	—			(7		)	6			—			(1		)
Changes in nuclear decommissioning trust liability	20			—			—			—			20
Changes in derivative instruments	(11		)	43			12			(8		)	36
Changes in collateral deposits in support of energy risk management activities	(126		)	23			—			—			(103		)
Proceeds from sale of emission allowances	21			—			—			—			21
Gain on sale of assets	(4		)	—			—			—			(4		)
Changes in other working capital	(1,035		)	(484		)	451			773			(295		)
Cash provided/(used) by continuing operations	42			(135		)	651			—			558
Cash provided by discontinued operations	—			178			—			—			178
Net Cash Provided by Operating Activities	42			43			651			—			736
Cash Flows from Investing Activities
Intercompany dividends	—			—			129			(129		)	—
Acquisition of businesses, net of cash acquired	—			(12		)	—			—			(12		)
Capital expenditures	(135		)	(18		)	(19		)	—			(172		)
Purchases of emission allowances	(47		)	—			—			—			(47		)
Proceeds from sale of emission allowances	105			(1		)	—			—			104
Investments in nuclear decommissioning trust fund securities	(402		)	—			—			—			(402		)
Proceeds from the sale of nuclear decommissioning trust fund securities	382			—			—			—			382
Proceeds from sale of assets, net of cash disposed of	36			—			273			—			309
Change in investments in unconsolidated affiliates	—			24			—			—			24
Other	30			—			—			—			30
Cash (used)/provided by continuing operations	(31		)	(7		)	383			(129		)	216
Cash used by discontinued operations	—			(638		)	—			—			(638		)
Net Cash (Used)/Provided by Investing Activities	(31		)	(645		)	383			(129		)	(422		)
Cash Flows from Financing Activities
Payments (for)/from intercompany loans	9			417			(426		)	—			—
Intercompany dividends	—			(129		)	—			129			—
Payment of dividends to common stockholders	—			—			(28		)	—			(28		)
Net receipts from settlement of acquired derivatives that include financing elements	—			—			—			—			—
Proceeds from issuance of long-term debt	—			94			214			—			308
Payments for short and long-term debt	—			(124		)	(219		)	—			(343		)
Increase in notes receivable from affiliate	—			(125		)	—			—			(125		)
Net distributions to noncontrolling interests from subsidiaries	—			(18		)	—			—			(18		)
Payments of debt issuance costs	—			(34		)	(5		)	—			(39		)
Other	—			(8		)	—			—			(8		)
Cash provided/(used) by continuing operations	9			73			(464		)	129			(253		)
Cash provided by discontinued operations	—			39			—			—			39
Net Cash Provided/(Used) by Financing Activities	9			112			(464		)	129			(214		)
Effect of exchange rate changes on cash and cash equivalents	—			(10		)	—			—			(10		)
Change in cash from discontinued operations	—			(421		)	—			—			(421		)
Net Increase/(Decrease) in Cash and Cash Equivalents, Funds Deposited by Counterparties and Restricted Cash	20			(79		)	570			—			511
Cash and Cash Equivalents, Funds Deposited by Counterparties and Restricted Cash at Beginning of Period	3			534			323			—			860
Cash and Cash Equivalents, Funds Deposited by Counterparties and Restricted Cash at End of Period	$	23		$	455		$	893		$	—		$	1,371


(a)	All significant intercompany transactions have been eliminated in consolidation.