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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) NOVEMBER 21, 2000
NRG ENERGY, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE
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(State or other jurisdiction of incorporation)
000-25569 41-1724239
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(Commission File Number) (IRS Employer Identification No.)
901 MARQUETTE AVENUE, SUITE 2300 MINNEAPOLIS, MN 55402
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 612-373-5300
NONE
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On November 21, 2000, NRG Energy, Inc., announced that its pending acquisition,
in conjunction with Dynegy Inc., of 1,330 MW of power generation facilities from
Sierra Pacific Resources will be accretive to earnings upon closing. The Company
believes that the impact of the acquisition increases its 2001 expected earnings
estimate of $1.20 per share to between $1.27 and $1.29 per share. The Company
expects the acquisition to close during the second quarter of 2001. Although the
Company's 2001 earnings forecast depends to a limited extent on earnings
contributions from unannounced acquisitions, Management's expectations for 2001
earnings have increased, due in part to the Company's recent success in signing
agreements to acquire LS Power's portfolio of operating projects and projects in
development and Sierra Pacific Resource's Clark and Reid Gardner generating
stations.
FORWARD-LOOKING STATEMENTS
Certain statements included in this report are forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities and Exchange Act of 1934. While the Company believes that the
expectations expressed in such forward-looking statements are reasonable, it can
give no assurances that these expectations will prove to have been correct. In
addition to any assumptions and other factors referred to specifically in
connection with such forward-looking statements, factors that could cause the
actual results to differ materially from those contemplated in any
forward-looking statements include, among others, the following:
o Economic conditions including inflation rates and monetary
fluctuations;
o Trade, monetary, fiscal, taxation, and environmental policies of
governments, agencies and similar organizations in geographic
areas where we have a financial interest;
o Customer business conditions including demand for their products
or services and supply of labor and materials used in creating
their products and services;
o Financial or regulatory accounting principles or policies imposed
by the Financial Accounting Standards Board, the Securities and
Exchange Commission, the Federal Energy Regulatory Commission and
similar entities with regulatory oversight;
o Availability or cost of capital such as changes in: interest
rates; market perceptions of the power generation industry, the
Company or any of its subsidiaries; or security ratings;
o Factors affecting power generation operations such as unusual
weather conditions; catastrophic weather-related damage;
unscheduled generation outages, maintenance or repairs;
unanticipated changes to fossil fuel, or gas supply costs or
availability due to higher demand, shortages, transportation
problems or other developments; environmental incidents; or
electric transmission or gas pipeline system constraints;
o Employee workforce factors including loss or retirement of key
executives, collective bargaining agreements with union
employees, or work stoppages;
o Increased competition in the power generation industry and the
Company's failure to identify and close new acquisitions;
o Cost and other effects of legal and administrative proceedings,
settlements, investigations and claims;
o Technological developments that result in competitive
disadvantages and create the potential for impairment of existing
assets;
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o Factors associated with various investments including conditions
of final legal closing, foreign government actions, foreign
economic and currency risks, political instability in foreign
countries, partnership actions, competition, operating risks,
dependence on certain suppliers and customers, domestic and
foreign environmental and energy regulations;
o Limitations on our ability to control the development or
operation of projects in which the Company has less than 100%
interest;
o Other business or investment considerations that may be disclosed
from time to time in the Company's Securities and Exchange
Commission filings or in other publicly disseminated written
documents, including the Company's Registration Statement No.
333-35096, as amended.
The Company 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 the Company's actual results to
differ materially from those contemplated in any forward-looking statements
included in this report should not be construed as exhaustive.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
NRG Energy, Inc.
(Registrant)
By /s/ Leonard A. Bluhm
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Leonard A. Bluhm
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)
Dated: November 22, 2000
