Financial Highlights
-
$198 million of Adjusted EBITDA for third quarter 2015
-
$132 million of Cash Available for Distribution (CAFD) for third
quarter 2015
-
$0.21 per share quarterly dividend to Class A and Class C common stock
($0.84 per share annualized) paid on September 15, 2015 to
shareholders of record as of September 1, 2015
Increasing Dividend
-
2.4% quarter over quarter increase in common stock dividend payable in
fourth quarter of 2015 to $0.215 per share ($0.86 per share
annualized), a 15% increase over fourth quarter 2014
-
Targeting $0.25 per share quarterly dividend ($1.00 per share
annualized) by the fourth quarter 2016, a 16% increase over current
rate and 67% increase since our first post-IPO dividend in the fourth
quarter 2013
Closed the Drop Down Acquisition of Wind Portfolio of Assets from NRG
-
On November 3, 2015, the Company acquired a 75% interest in an 814 net
megawatt (MW) portfolio of twelve wind facilities from NRG,
representing 611 net MW, for $210 million in total cash consideration
(subject to working capital adjustments)
Updating 2015 and Initiating 2016 Financial Guidance
-
Updating full year 2015 Financial Guidance which reflects full year
impact of the drop down acquisition1:
-
Adjusted EBITDA of $705 million from $660 million
-
CAFD of $165 million, from $160 million
-
Initiating 2016 Financial Guidance:
-
Adjusted EBITDA of $805 million
-
CAFD of $265 million
NRG Yield, Inc. (NYSE: NYLD, NYLD.A) today reported third quarter 2015
financial results including Adjusted EBITDA of $198 million and CAFD of
$132 million. Net income attributable to Class A and Class C
stockholders for the three months ended September 30, 2015 was $17
million or $0.18 per Class A and Class C common share.
“NRG Yield continues to execute by delivering strong 3rd quarter results
and again increasing our dividend for our shareholders,” said David
Crane, NRG Yield’s Chairman and Chief Executive Officer. “With the
recent closing of the latest drop down, NRG Yield continues to
demonstrate its ability to consummate transactions with its parent
company, NRG Energy, which in part allows the company to maintain its
dividend growth commitments while also continuing to have visibility
into further growth through the NRG ROFO pipeline.”
Overview of Financial and Operating Results
Note 1: In accordance with GAAP, 2014 results have been recast
to include the Drop Down Assets acquired by NRG Yield from NRG on June
30, 2014 (June 2014 Drop Down Assets) and January 2, 2015 (January 2015
Drop Down Assets) as if the combination has been in effect since the
inception of common control.
Table 1: Selected Financial Results
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
($ in millions)
|
|
|
|
9/30/15
|
|
|
9/30/14
|
|
|
9/30/15
|
|
|
9/30/14
|
Operating Revenue
|
|
|
$
|
209
|
|
$
|
184
|
|
$
|
606
|
|
$
|
497
|
Net Income
|
|
|
|
34
|
|
|
39
|
|
|
59
|
|
|
107
|
Adjusted EBITDA
|
|
|
|
198
|
|
|
166
|
|
|
507
|
|
|
399
|
Cash Available for Distribution
|
|
|
|
132
|
|
|
94
|
|
|
164
|
|
|
143
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment Results
Table 2: Adjusted EBITDA
|
|
|
|
|
|
|
($ in millions)
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
Segment
|
|
|
|
9/30/15
|
|
|
|
9/30/14
|
|
|
|
9/30/15
|
|
|
|
9/30/14
|
|
Conventional
|
|
|
$
|
80
|
|
|
$
|
83
|
|
|
$
|
223
|
|
|
$
|
214
|
|
Renewable
|
|
|
|
106
|
|
|
|
68
|
|
|
|
253
|
|
|
|
141
|
|
Thermal
|
|
|
|
16
|
|
|
|
17
|
|
|
|
41
|
|
|
|
50
|
|
Corporate
|
|
|
|
(4
|
)
|
|
|
(2
|
)
|
|
|
(10
|
)
|
|
|
(6
|
)
|
Adjusted EBITDA
|
|
|
$
|
198
|
|
|
$
|
166
|
|
|
$
|
507
|
|
|
$
|
399
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Table 3: Net Income/(Loss)
|
|
|
|
|
|
|
($ in millions)
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
Segment
|
|
|
|
9/30/15
|
|
|
|
9/30/14
|
|
|
|
9/30/15
|
|
|
|
9/30/14
|
|
Conventional
|
|
|
$
|
44
|
|
|
$
|
42
|
|
|
$
|
103
|
|
|
$
|
93
|
|
Renewable
|
|
|
|
11
|
|
|
|
11
|
|
|
|
(1
|
)
|
|
|
26
|
|
Thermal
|
|
|
|
9
|
|
|
|
9
|
|
|
|
20
|
|
|
|
28
|
|
Corporate
|
|
|
|
(30
|
)
|
|
|
(23
|
)
|
|
|
(63
|
)
|
|
|
(40
|
)
|
Net Income
|
|
|
$
|
34
|
|
|
$
|
39
|
|
|
$
|
59
|
|
|
$
|
107
|
|
|
|
|
|
|
|
|
|
|
|
For the quarter ended September 30, 2015, NRG Yield reported Net Income
of $34 million, Adjusted EBITDA of $198 million, and CAFD of $132
million. Third quarter Adjusted EBITDA was higher than the same period
in 2014 by $32 million primarily as a result of the acquisition of
Desert Sunlight in the second quarter of 2015, and the Alta Wind
portfolio in August 2014. CAFD was higher primarily as a result of the
acquisitions of Desert Sunlight, Alta Wind portfolio, as well as June
2014 and January 2015 Drop Down Assets.
Operational Performance
Table 4: Selected Operating Results
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
(MWh and MWht in thousands)
|
|
|
9/30/15
|
|
9/30/14
|
|
9/30/15
|
|
9/30/14
|
Equivalent Availability Factor (Conventional)
|
|
|
99.6 %
|
|
99.4 %
|
|
92.8 %
|
|
95.0 %
|
Renewable Generation Sold (MWh)
|
|
|
954
|
|
680
|
|
2,858
|
|
1,454
|
Thermal Generation Sold (MWht)1
|
|
|
560
|
|
532
|
|
1,738
|
|
1,765
|
1 Also includes Thermal MWh sold
|
|
|
|
|
|
|
|
|
|
|
For the third quarter 2015, NRG Yield maintained strong safety
performance with a 0.65 incident rate. Generation in the renewable
segment was 40% higher in the third quarter versus the same period in
2014 as a result of the Alta Wind portfolio acquisition.
Liquidity and Capital Resources
Table 5: Liquidity
|
|
($ in millions)
|
|
|
|
9/30/15
|
|
|
|
6/30/15
|
|
|
12/31/14
|
Cash and Cash Equivalents
|
|
|
$
|
125
|
|
|
$
|
281
|
|
$
|
406
|
Restricted Cash
|
|
|
|
69
|
|
|
|
38
|
|
|
45
|
Total Cash
|
|
|
$
|
194
|
|
|
$
|
319
|
|
$
|
451
|
Revolver Availability
|
|
|
|
378
|
|
|
|
196
|
|
|
412
|
Total Liquidity
|
|
|
$
|
572
|
|
|
$
|
515
|
|
$
|
863
|
Less: Acquisition of NRG Wind TE Holdco LLC (November 2015
Drop Down)
|
|
|
|
(210
|
)
|
|
|
|
|
Pro Forma Liquidity
|
|
|
$
|
362
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liquidity as of September 30, 2015 was $572 million, a decrease of
$291 million from December 31, 2014. This reflects a decrease in
revolver availability of $34 million and a decrease in cash of $257
million primarily used to fund the acquisition of the January 2015 Drop
Down Assets.2
Completed Acquisition of 75% Interest in Wind Portfolio from NRG
On November 3, 2015, the Company acquired a 75% interest in an 814 net
megawatt (MW) portfolio of twelve wind facilities from NRG, representing
611 net MW, for total cash consideration of $210 million, subject to
working capital adjustments. The Company will be responsible for its
pro-rata share of non-recourse project debt of $193 million and
noncontrolling interest associated with a tax equity structure of $165
million (as of September 30, 2015). These assets were offered to NRG
Yield by NRG pursuant to the Right of First Offer Agreement. The wind
assets included in the portfolio are:
-
Elkhorn Ridge – 54 MW wind facility located in Bloomfield, NE
-
San Juan Mesa – 90 MW wind facility located in Elida, NM
-
Wildorado – 161 MW wind facility located in Vega, TX
-
Crosswinds – 21 MW wind facility located in Ayrshire, IA
-
Forward – 29 MW wind facility located in Berlin, PA
-
Hardin – 15 MW wind facility located in Jefferson, IA
-
Odin – 20 MW wind facility located in Odin, MN
-
Sleeping Bear – 95 MW wind facility located in Woodward, OK
-
Spanish Fork – 19 MW wind facility located in Spanish Fork, UT
-
Lookout – 38 MW wind facility located in Berlin, PA
-
Goat Wind – 150 MW wind facility located in Sterling City, TX
-
Elbow Creek – 122 MW wind facility located in Howard County, TX
The acquisition results in an increase of 611 net MW of operating wind
capacity owned by NRG Yield, diversifying the portfolio offtakers as
well as the geography of the renewable resources across the United
States.
Quarterly Dividend Updates
On August 4, 2015, the Company announced the declaration of a quarterly
dividend on each of the Company’s Class A and Class C common stock of
$0.21 per share ($0.84 per share annualized) paid on September 15, 2015
to stockholders of record as of September 1, 2015. This equated to a 5%
increase over the prior quarter.
On November 4, 2015, the Company announced the declaration of a
quarterly dividend on Class A and Class C common stock of $0.215 per
share ($0.86 per share annualized) payable on December 15, 2015 to
stockholders of record as of December 1, 2015. This equates to a 2.4%
increase over the prior quarter.
Seasonality
NRG Yield’s quarterly operating results continue to be impacted by
seasonal factors. The majority of NRG Yield’s revenues are generated
from the months of May and September, as contracted pricing and
renewable resources are at their highest levels in the Company’s core
markets. The factors driving the fluctuation in Adjusted EBITDA and CAFD
include the following:
-
Higher summer capacity prices from conventional assets;
-
Higher solar intensity during the summer months;
-
Debt service payments which are made either quarterly or
semi-annually; and
-
Timing of maintenance capital expenditures
The Company takes into consideration the timing of these factors to
ensure sufficient funds are available for distribution on a quarterly
basis.
Updating 2015 Financial Guidance and Initiating 2016 Guidance
As a result of the acquisition of the November 2015 Drop Down Assets,
NRG Yield is updating its full year 2015 guidance3 for
Adjusted EBITDA to $705 million, from $660 million, and CAFD to $165
million, from $160 million, although actual results may vary depending
on the operating performance of the assets.
The Company is initiating 2016 Full Year guidance of $805 million of
Adjusted EBITDA and $265 million of CAFD.
NRG Yield’s anticipated operations and CAFD guidance for renewable
assets are based on internal expectations for renewable resource
availability using wind and solar studies conducted on-site, historical
conditions at existing facilities, and actual results during the
ownership of these assets. Results may be impacted by renewable resource
volatility occurring from meteorological events which are out of the
Company’s control. For example, a 5% increase or decrease in MWh
production across the wind and solar portfolios could change CAFD by
approximately $20 million and $6 million, respectively.
The Company is targeting a quarterly dividend of $0.25 per share ($1.00
per share annualized) on each of the Company’s Class A and Class C
common stock by the 4th quarter of 2016. This represents a
16% increase over the current annualized dividend.
Table 6: Adjusted EBITDA and Cash Available for Distribution
Guidance4
|
|
|
|
|
|
|
|
|
($ in millions)
|
|
|
Prior 2015 Guidance (8/4/2015)
|
|
Updated 2015 Guidance
|
|
2016 Guidance
|
Income before Income Taxes
|
|
|
|
150
|
|
|
|
140
|
|
|
|
275
|
|
Interest Expense, net
|
|
|
|
250
|
|
|
|
260
|
|
|
|
270
|
|
Depreciation, Amortization, Contract Amortization, and ARO
Expense
|
|
|
|
260
|
|
|
|
305
|
|
|
|
260
|
|
Adjusted EBITDA
|
|
|
$
|
660
|
|
|
$
|
705
|
|
|
$
|
805
|
|
Pro-rata Adjusted EBITDA from unconsolidated affiliates
|
|
|
|
(101
|
)
|
|
|
(115
|
)
|
|
|
(122
|
)
|
Cash distributions from unconsolidated affiliates
|
|
|
|
82
|
|
|
|
86
|
|
|
|
87
|
|
Cash distributions to non-controlling interest
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(13
|
)
|
Cash distribution to non-controlling interest prior to Drop
Down (NRG)5
|
|
|
|
-
|
|
|
|
(15
|
)
|
|
|
-
|
|
Tax Equity Proceeds
|
|
|
|
-
|
|
|
|
-
|
|
|
|
14
|
|
Cash interest paid
|
|
|
|
(241
|
)
|
|
|
(254
|
)
|
|
|
(235
|
)
|
Maintenance capital expenditures
|
|
|
|
(15
|
)
|
|
|
(17
|
)
|
|
|
(25
|
)
|
Change in other assets
|
|
|
|
(12
|
)
|
|
|
(12
|
)
|
|
|
(8
|
)
|
Principal amortization of indebtedness
|
|
|
|
(213
|
)
|
|
|
(213
|
)
|
|
|
(238
|
)
|
Estimated Cash Available for Distribution
|
|
|
$
|
160
|
|
|
$
|
165
|
|
|
$
|
265
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings Conference Call
On November 4, 2015, NRG Yield will host a conference call at 10:30 a.m.
Eastern to discuss these results. Investors, the news media and others
may access the live webcast of the conference call and accompanying
presentation materials by logging on to NRG Yield’s website at http://www.nrgyield.com
and clicking on “Presentations & Webcasts.”
About NRG Yield
NRG Yield owns a diversified portfolio of contracted renewable and
conventional generation and thermal infrastructure assets in the United
States, including fossil fuel, solar and wind power generation
facilities that provide the capacity to support more than two million
American homes and businesses. Our thermal infrastructure assets provide
steam, hot water and/or chilled water, and in some instances
electricity, to commercial businesses, universities, hospitals and
governmental units in multiple locations. NRG Yield’s Class C and Class
A common stock are traded on the New York Stock Exchange under the
symbols NYLD and NYLD.A, respectively. Visit nrgyield.com for more
information.
Safe Harbor Disclosure
This news release contains forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Such forward-looking statements are
subject to certain risks, uncertainties and assumptions and include our
Adjusted EBITDA, cash available for distribution, expected earnings,
future growth and financial performance, and typically can be identified
by the use of words such as “expect,” “estimate,” “anticipate,”
“forecast,” “plan,” “believe” and similar terms. Although NRG Yield
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,
general economic conditions, hazards customary in the power industry,
weather conditions, competition in wholesale power markets, the
volatility of energy and fuel prices, failure of customers to perform
under contracts, changes in the wholesale power markets, changes in
government regulation, the condition of capital markets generally, our
ability to access capital markets, unanticipated outages at our
generation facilities, adverse results in current and future litigation,
failure to identify or successfully execute acquisitions, our ability to
enter into new contracts as existing contracts expire, our ability to
acquire assets from NRG Energy, Inc. or third parties, our ability to
maintain or create successful partnering relationships with NRG Energy
and other third parties, our ability to close drop-down transactions,
and our ability to maintain and grow our quarterly dividends.
Furthermore, any dividends are subject to available capital, market
conditions, and compliance with associated laws and regulations.
NRG Yield undertakes no obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise. The Adjusted EBITDA and cash available for
distribution are estimates as of today’s date, November 4, 2015, and are
based on assumptions believed to be reasonable as of this date. NRG
Yield expressly disclaims any current intention to update such guidance.
The foregoing review of factors that could cause NRG Yield’s actual
results to differ materially from those contemplated in the
forward-looking statements included in this news release should be
considered in connection with information regarding risks and
uncertainties that may affect NRG Yield’s future results included in NRG
Yield’s filings with the Securities and Exchange Commission at www.sec.gov.
In addition, NRG Yield makes available free of charge at www.nrgyield.com,
copies of materials it files with, or furnish to, the SEC.
ITEM 1 — FINANCIAL STATEMENTS
NRG YIELD, INC.
CONSOLIDATED STATEMENTS OF INCOME
|
|
|
|
|
|
|
|
|
|
Three months ended September 30,
|
|
Nine months ended September 30,
|
(In millions, except per share amounts)
|
|
|
2015
|
|
2014 (a)
|
|
2015
|
|
2014 (a)
|
Operating Revenues
|
|
|
|
|
|
|
|
|
|
Total operating revenues
|
|
|
$
|
209
|
|
|
$
|
184
|
|
|
$
|
606
|
|
|
$
|
497
|
|
Operating Costs and Expenses
|
|
|
|
|
|
|
|
|
|
Cost of operations
|
|
|
69
|
|
|
60
|
|
|
211
|
|
|
173
|
|
Depreciation and amortization
|
|
|
50
|
|
|
34
|
|
|
163
|
|
|
112
|
|
General and administrative — affiliate
|
|
|
3
|
|
|
3
|
|
|
9
|
|
|
7
|
|
Acquisition-related transaction and integration costs
|
|
|
1
|
|
|
2
|
|
|
2
|
|
|
2
|
|
Total operating costs and expenses
|
|
|
123
|
|
|
99
|
|
|
385
|
|
|
294
|
|
Operating Income
|
|
|
86
|
|
|
85
|
|
|
221
|
|
|
203
|
|
Other Income (Expense)
|
|
|
|
|
|
|
|
|
|
Equity in earnings of unconsolidated affiliates
|
|
|
19
|
|
|
11
|
|
|
29
|
|
|
26
|
|
Other income, net
|
|
|
1
|
|
|
1
|
|
|
2
|
|
|
2
|
|
Loss on debt extinguishment
|
|
|
(2
|
)
|
|
—
|
|
|
(9
|
)
|
|
—
|
|
Interest expense
|
|
|
(62
|
)
|
|
(48
|
)
|
|
(176
|
)
|
|
(109
|
)
|
Total other expense, net
|
|
|
(44
|
)
|
|
(36
|
)
|
|
(154
|
)
|
|
(81
|
)
|
Income Before Income Taxes
|
|
|
42
|
|
|
49
|
|
|
67
|
|
|
122
|
|
Income tax expense
|
|
|
8
|
|
|
10
|
|
|
8
|
|
|
15
|
|
Net Income
|
|
|
34
|
|
|
39
|
|
|
59
|
|
|
107
|
|
Less: Pre-acquisition net income of Drop Down Assets
|
|
|
—
|
|
|
8
|
|
|
—
|
|
|
33
|
|
Net Income Excluding Pre-acquisition Net Income of Drop
Down Assets
|
|
|
34
|
|
|
31
|
|
|
59
|
|
|
74
|
|
Less: Net income attributable to noncontrolling interests
|
|
|
17
|
|
|
25
|
|
|
37
|
|
|
58
|
|
Net Income Attributable to NRG Yield, Inc.
|
|
|
$
|
17
|
|
|
$
|
6
|
|
|
$
|
22
|
|
|
$
|
16
|
|
Earnings Per Share Attributable to NRG Yield, Inc. Class
A and Class C Common Stockholders
|
|
|
|
|
|
|
|
|
|
Weighted average number of Class A common shares outstanding
- basic and diluted
|
|
|
35
|
|
|
31
|
|
|
35
|
|
|
25
|
|
Weighted average number of Class C common shares outstanding
- basic and diluted
|
|
|
63
|
|
|
31
|
|
|
44
|
|
|
25
|
|
Earnings per Weighted Average Class A and Class C Common
Share - Basic and Diluted
|
|
|
0.18
|
|
|
0.10
|
|
|
0.28
|
|
|
0.31
|
|
Dividends Per Class A Common Share
|
|
|
$
|
0.21
|
|
|
$
|
0.365
|
|
|
$
|
0.80
|
|
|
$
|
1.045
|
|
Dividends Per Class C Common Share
|
|
|
$
|
0.21
|
|
|
N/A
|
|
$
|
0.41
|
|
|
N/A
|
(a)
|
|
Retrospectively adjusted as discussed in Note 1, Nature of Business.
|
|
|
|
See accompanying notes to consolidated financial statements.
NRG YIELD, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
|
|
|
|
|
|
|
|
|
|
Three months ended September 30,
|
|
Nine months ended September 30,
|
(In millions)
|
|
|
2015
|
|
2014 (a)
|
|
2015
|
|
2014 (a)
|
Net Income
|
|
|
$
|
34
|
|
|
$
|
39
|
|
|
$
|
59
|
|
|
$
|
107
|
|
Other Comprehensive Income (Loss), net of tax
|
|
|
|
|
|
|
|
|
|
Unrealized (loss) gain on derivatives, net of income tax benefit
of $9, $2, $13 and $2
|
|
|
(29
|
)
|
|
6
|
|
|
(25
|
)
|
|
(28
|
)
|
Other comprehensive (loss) income
|
|
|
(29
|
)
|
|
6
|
|
|
(25
|
)
|
|
(28
|
)
|
Comprehensive Income
|
|
|
5
|
|
|
45
|
|
|
34
|
|
|
79
|
|
Less: Pre-acquisition net income of Drop Down Assets
|
|
|
—
|
|
|
8
|
|
|
—
|
|
|
33
|
|
Less: Comprehensive income attributable to noncontrolling
interests
|
|
|
4
|
|
|
29
|
|
|
35
|
|
|
37
|
|
Comprehensive Income (Loss) Attributable to NRG Yield, Inc.
|
|
|
$
|
1
|
|
|
$
|
8
|
|
|
$
|
(1
|
)
|
|
$
|
9
|
|
(a)
|
|
Retrospectively adjusted as discussed in Note 1, Nature of Business.
|
|
|
|
See accompanying notes to consolidated financial statements.
NRG YIELD, INC.
CONSOLIDATED BALANCE SHEETS
|
|
|
|
|
|
|
|
|
|
September 30, 2015
|
|
December 31, 2014 (a)
|
ASSETS
|
|
|
(In millions)
|
Current Assets
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
$
|
125
|
|
|
$
|
406
|
|
Restricted cash
|
|
|
69
|
|
|
45
|
|
Accounts receivable — trade
|
|
|
104
|
|
|
85
|
|
Accounts receivable — affiliate
|
|
|
1
|
|
|
—
|
|
Inventory
|
|
|
30
|
|
|
27
|
|
Derivative instruments — affiliate
|
|
|
3
|
|
|
—
|
|
Notes receivable
|
|
|
7
|
|
|
6
|
|
Deferred income taxes
|
|
|
12
|
|
|
16
|
|
Prepayments and other current assets
|
|
|
25
|
|
|
21
|
|
Total current assets
|
|
|
376
|
|
|
606
|
|
Property, plant and equipment
|
|
|
|
|
|
In service
|
|
|
4,929
|
|
|
4,796
|
|
Under construction
|
|
|
4
|
|
|
8
|
|
Total property, plant and equipment
|
|
|
4,933
|
|
|
4,804
|
|
Less accumulated depreciation
|
|
|
(499
|
)
|
|
(338
|
)
|
Net property, plant and equipment
|
|
|
4,434
|
|
|
4,466
|
|
Other Assets
|
|
|
|
|
|
Equity investments in affiliates
|
|
|
553
|
|
|
227
|
|
Notes receivable
|
|
|
11
|
|
|
15
|
|
Intangible assets, net of accumulated amortization of $80 and $36
|
|
|
1,377
|
|
|
1,423
|
|
Derivative instruments
|
|
|
—
|
|
|
2
|
|
Deferred income taxes
|
|
|
124
|
|
|
118
|
|
Other non-current assets
|
|
|
114
|
|
|
108
|
|
Total other assets
|
|
|
2,179
|
|
|
1,893
|
|
Total Assets
|
|
|
$
|
6,989
|
|
|
$
|
6,965
|
|
(a)
|
|
Retrospectively adjusted as discussed in Note 1, Nature of Business.
|
|
|
|
See accompanying notes to consolidated financial statements.
NRG YIELD, INC.
CONSOLIDATED BALANCE SHEETS (Continued)
|
|
|
|
|
|
|
|
|
|
September 30, 2015
|
|
December 31, 2014 (a)
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
(In millions, except share information)
|
Current Liabilities
|
|
|
|
|
|
Current portion of long-term debt
|
|
|
$
|
224
|
|
|
$
|
214
|
|
Accounts payable — trade
|
|
|
22
|
|
|
20
|
|
Accounts payable — affiliate
|
|
|
58
|
|
|
46
|
|
Derivative instruments
|
|
|
42
|
|
|
48
|
|
Accrued expenses and other current liabilities
|
|
|
79
|
|
|
61
|
|
Total current liabilities
|
|
|
425
|
|
|
389
|
|
Other Liabilities
|
|
|
|
|
|
Long-term debt
|
|
|
4,285
|
|
|
4,573
|
|
Derivative instruments
|
|
|
74
|
|
|
69
|
|
Other non-current liabilities
|
|
|
53
|
|
|
49
|
|
Total non-current liabilities
|
|
|
4,412
|
|
|
4,691
|
|
Total Liabilities
|
|
|
4,837
|
|
|
5,080
|
|
Commitments and Contingencies
|
|
|
|
|
|
Stockholders' Equity
|
|
|
|
|
|
Preferred stock, $0.01 par value; 10,000,000 shares authorized; none
issued
|
|
|
—
|
|
|
—
|
|
Class A, Class B, Class C and Class D common stock, $0.01 par
value; 3,000,000,000 shares authorized (Class A 500,000,000,
Class B 500,000,000, Class C 1,000,000,000, Class D
1,000,000,000); 182,848,000 shares issued and outstanding
(Class A 34,586,250, Class B 42,738,750, Class C 62,784,250,
Class D 42,738,750) and 154,650,000 shares issued and
outstanding (Class A 34,586,250, Class B 42,738,750, Class C 34,586,250,
Class D 42,738,750) at September 30, 2015 and December 31,
2014, respectively
|
|
|
1
|
|
|
—
|
|
Additional paid-in capital
|
|
|
1,820
|
|
|
1,240
|
|
Retained earnings
|
|
|
15
|
|
|
3
|
|
Accumulated other comprehensive loss
|
|
|
(32
|
)
|
|
(9
|
)
|
Noncontrolling interest
|
|
|
348
|
|
|
651
|
|
Total Stockholders' Equity
|
|
|
2,152
|
|
|
1,885
|
|
Total Liabilities and Stockholders' Equity
|
|
|
$
|
6,989
|
|
|
$
|
6,965
|
|
(a)
|
|
Retrospectively adjusted as discussed in Note 1, Nature of Business.
|
|
|
|
See accompanying notes to consolidated financial statements.
NRG YIELD, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
|
|
|
|
|
|
Nine months ended September 30,
|
|
|
|
2015
|
|
2014 (a)
|
|
|
|
(In millions)
|
Cash Flows from Operating Activities
|
|
|
|
|
|
Net income
|
|
|
$
|
59
|
|
|
$
|
107
|
|
Adjustments to reconcile net income to net cash provided by
operating activities:
|
|
|
|
|
|
Distributions in excess of equity in earnings of unconsolidated
affiliates
|
|
|
25
|
|
|
17
|
|
Depreciation and amortization
|
|
|
163
|
|
|
112
|
|
Amortization of financing costs and debt discount/premiums
|
|
|
11
|
|
|
8
|
|
Amortization of intangibles and out-of-market contracts
|
|
|
41
|
|
|
21
|
|
Adjustment for debt extinguishment
|
|
|
9
|
|
|
—
|
|
Changes in deferred income taxes
|
|
|
8
|
|
|
15
|
|
Changes in derivative instruments
|
|
|
(36
|
)
|
|
(14
|
)
|
Changes in other working capital
|
|
|
(11
|
)
|
|
(17
|
)
|
Net Cash Provided by Operating Activities
|
|
|
269
|
|
|
249
|
|
Cash Flows from Investing Activities
|
|
|
|
|
|
Acquisition of businesses, net of cash acquired
|
|
|
(37
|
)
|
|
(901
|
)
|
Acquisition of Drop Down Assets, net of cash acquired
|
|
|
(489
|
)
|
|
(336
|
)
|
Capital expenditures
|
|
|
(16
|
)
|
|
(28
|
)
|
(Increase) decrease in restricted cash
|
|
|
(24
|
)
|
|
20
|
|
Decrease in notes receivable
|
|
|
5
|
|
|
6
|
|
Proceeds from renewable energy grants
|
|
|
—
|
|
|
137
|
|
Net investments in unconsolidated affiliates
|
|
|
(335
|
)
|
|
(17
|
)
|
Other
|
|
|
—
|
|
|
11
|
|
Net Cash Used in Investing Activities
|
|
|
(896
|
)
|
|
(1,108
|
)
|
Cash Flows from Financing Activities
|
|
|
|
|
|
Contributions from noncontrolling interests
|
|
|
119
|
|
|
—
|
|
Capital contributions from NRG
|
|
|
—
|
|
|
2
|
|
Distributions and return of capital to NRG
|
|
|
—
|
|
|
(45
|
)
|
Proceeds from the issuance of common stock
|
|
|
599
|
|
|
630
|
|
Payment of dividends and distributions to shareholders
|
|
|
(99
|
)
|
|
(72
|
)
|
Proceeds from issuance of long-term debt
|
|
|
589
|
|
|
924
|
|
Payment of debt issuance costs
|
|
|
(13
|
)
|
|
(26
|
)
|
Payments for long-term debt
|
|
|
(849
|
)
|
|
(220
|
)
|
Net Cash Provided by Financing Activities
|
|
|
346
|
|
|
1,193
|
|
Net (Decrease) Increase in Cash and Cash Equivalents
|
|
|
(281
|
)
|
|
334
|
|
Cash and Cash Equivalents at Beginning of Period
|
|
|
406
|
|
|
59
|
|
Cash and Cash Equivalents at End of Period
|
|
|
$
|
125
|
|
|
$
|
393
|
|
(a)
|
|
Retrospectively adjusted as discussed in Note 1, Nature of Business.
|
|
|
|
See accompanying notes to consolidated financial statements.
Appendix Table A-1: Third Quarter 2015 Segment Adjusted EBITDA
Reconciliation
|
The following table summarizes the calculation of Adjusted EBITDA
and provides a reconciliation to Net Income/(Loss):
|
|
|
|
|
|
|
|
|
($ in millions)
|
|
|
Conventional
|
Renewable
|
Thermal
|
Corporate
|
Total
|
Net Income/(Loss)
|
|
|
44
|
11
|
9
|
(30)
|
34
|
Plus:
|
|
|
|
|
|
|
|
Income Tax Expense
|
|
|
—
|
—
|
—
|
8
|
8
|
Interest Expense, net
|
|
|
11
|
32
|
1
|
17
|
61
|
Depreciation, Amortization, and ARO Expense
|
|
|
20
|
27
|
5
|
—
|
52
|
Contract Amortization
|
|
|
2
|
12
|
1
|
—
|
15
|
Loss on Debt Extinguishment
|
|
|
—
|
2
|
—
|
—
|
2
|
Merger and Transaction Costs
|
|
|
—
|
—
|
—
|
1
|
1
|
Mark to Market (MtM) Losses/(Gains) on economic hedges
|
|
|
—
|
1
|
—
|
—
|
1
|
Adjustments to reflect Yield’s pro-rata share of Adjusted
EBITDA from Unconsolidated Affiliates
|
|
|
3
|
21
|
—
|
—
|
24
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
|
|
80
|
106
|
16
|
(4)
|
198
|
Appendix Table A-2: Third Quarter 2014 Segment Adjusted EBITDA
Reconciliation
|
The following table summarizes the calculation of Adjusted EBITDA
and provides a reconciliation to Net Income/(Loss):
|
|
|
|
|
|
|
|
|
($ in millions)
|
|
|
Conventional
|
Renewable
|
Thermal
|
Corporate
|
Total
|
Net Income/(Loss)
|
|
|
42
|
11
|
9
|
(23)
|
39
|
Plus:
|
|
|
|
|
|
|
|
Income Tax Expense
|
|
|
—
|
—
|
—
|
10
|
10
|
Interest Expense, net
|
|
|
13
|
22
|
2
|
9
|
46
|
Depreciation, Amortization, and ARO Expense
|
|
|
14
|
16
|
5
|
—
|
35
|
Contract Amortization
|
|
|
10
|
8
|
1
|
—
|
19
|
Merger and Transaction Costs
|
|
|
—
|
—
|
—
|
2
|
2
|
Adjustments to reflect Yield’s pro-rata share of Adjusted
EBITDA from Unconsolidated Affiliates
|
|
|
4
|
11
|
—
|
—
|
15
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
|
|
83
|
68
|
17
|
(2)
|
166
|
Appendix Table A-3: YTD September 30, 2015 Segment Adjusted
EBITDA Reconciliation
|
The following table summarizes the calculation of Adjusted EBITDA
and provides a reconciliation to Net Income/(Loss):
|
|
|
|
|
|
|
|
|
($ in millions)
|
|
|
Conventional
|
Renewable
|
Thermal
|
Corporate
|
Total
|
Net Income/(Loss)
|
|
|
103
|
(1)
|
20
|
(63)
|
59
|
Plus:
|
|
|
|
|
|
|
|
Income Tax Expense
|
|
|
—
|
—
|
—
|
8
|
8
|
Interest Expense, net
|
|
|
36
|
91
|
5
|
43
|
175
|
Depreciation, Amortization, and ARO Expense
|
|
|
62
|
89
|
14
|
—
|
165
|
Contract Amortization
|
|
|
4
|
35
|
2
|
—
|
41
|
Loss on Debt Extinguishment
|
|
|
7
|
2
|
—
|
—
|
9
|
Merger and Transaction Costs
|
|
|
—
|
—
|
—
|
2
|
2
|
Mark to Market (MtM) Losses/(Gains)
on economic hedges
|
|
|
—
|
(2)
|
—
|
—
|
(2)
|
Adjustments to reflect Yield’s pro-rata share of Adjusted
EBITDA from Unconsolidated Affiliates
|
|
|
11
|
39
|
—
|
—
|
50
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
|
|
223
|
253
|
41
|
(10)
|
507
|
Appendix Table A-4: YTD September 30, 2014 Segment Adjusted
EBITDA Reconciliation
|
The following table summarizes the calculation of Adjusted EBITDA
and provides a reconciliation to Net Income/(Loss):
|
|
|
|
|
|
|
|
|
($ in millions)
|
|
|
Conventional
|
Renewable
|
Thermal
|
Corporate
|
Total
|
Net Income/(Loss)
|
|
|
93
|
26
|
28
|
(40)
|
107
|
Plus:
|
|
|
|
|
|
|
|
Income Tax Expense
|
|
|
—
|
—
|
—
|
15
|
15
|
Interest Expense, net
|
|
|
39
|
45
|
6
|
17
|
107
|
Depreciation, Amortization, and ARO Expense
|
|
|
61
|
38
|
14
|
—
|
113
|
Contract Amortization
|
|
|
10
|
8
|
2
|
—
|
20
|
Merger and Transaction Costs
|
|
|
—
|
—
|
—
|
2
|
2
|
Adjustments to reflect Yield’s pro-rata share of Adjusted
EBITDA from Unconsolidated Affiliates
|
|
|
11
|
24
|
—
|
—
|
35
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
|
|
214
|
141
|
50
|
(6)
|
399
|
Appendix Table A-5: Cash Available for Distribution
Reconciliation
|
The following table summarizes the calculation of Cash Available
for Distribution and provides a reconciliation to adjusted
EBITDA:
|
|
|
|
|
|
|
|
|
Three Months Ended
|
Nine Months Ended
|
($ in millions)
|
|
|
9/30/15
|
9/30/14
|
9/30/15
|
9/30/14
|
Adjusted EBITDA
|
|
|
198
|
166
|
507
|
399
|
Pro-rata Adjusted EBITDA from unconsolidated affiliates
|
|
|
(43)
|
(27)
|
(78)
|
(61)
|
Cash distributions from unconsolidated affiliates
|
|
|
27
|
28
|
70
|
38
|
Cash distributions to non-controlling interest prior to Drop
Down (NRG)
|
|
|
-
|
(31)
|
-
|
(30)
|
Cash interest paid
|
|
|
(53)
|
(43)
|
(175)
|
(98)
|
Maintenance Capital expenditures
|
|
|
(1)
|
2
|
(7)
|
(3)
|
Change in other assets
|
|
|
66
|
64
|
-
|
12
|
Principal amortization of indebtedness
|
|
|
(62)
|
(65)
|
(153)
|
(114)
|
Cash Available for Distribution
|
|
|
132
|
94
|
164
|
143
|
Appendix Table A-6: YTD Third Quarter 2015 Sources and Uses of
Liquidity
|
The following table summarizes the sources and uses of liquidity
in the first nine months of 2015.
|
|
|
|
|
($ in millions)
|
|
|
Nine months ended
September 30, 2015
|
Sources:
|
|
|
|
Proceeds from Issuance of Class C Shares, net of expenses
|
|
|
$
|
599
|
|
Proceeds from Convertible Debt, net of expenses
|
|
|
|
281
|
|
Net cash Provided by Operating Activities
|
|
|
|
269
|
|
Proceeds from Alta X/XI Tax Equity, net of expenses
|
|
|
|
119
|
|
Proceeds from Revolver, net of payments
|
|
|
|
92
|
|
Uses:
|
|
|
|
Acquisition of Businesses, net of cash acquired
|
|
|
|
526
|
|
Payments for Alta X/XI Long-Term Debt
|
|
|
|
491
|
|
Net Investments in unconsolidated affiliates
|
|
|
|
335
|
|
Payments for Long-Term Debt
|
|
|
|
153
|
|
|
|
|
|
99
|
|
Dividends and Distributions to NRG Yield’s Shareholders and NRG
Energy
|
|
|
|
|
|
Other Cash Outflows
|
|
|
|
21
|
|
Capital Expenditures
|
|
|
|
16
|
|
|
|
|
|
Change in Cash and Cash Equivalents
|
|
|
|
($ 281
|
)
|
|
|
|
|
EBITDA and Adjusted EBITDA are non-GAAP financial measures. These
measurements are not recognized in accordance with GAAP and should not
be viewed as an alternative to GAAP measures of performance. The
presentation of Adjusted EBITDA should not be construed as an inference
that NRG Yield’s future results will be unaffected by unusual or
non-recurring items.
EBITDA represents net income before interest (including loss on debt
extinguishment), taxes, depreciation and amortization. EBITDA is
presented because NRG Yield considers it an important supplemental
measure of its performance and believes debt-holders frequently use
EBITDA to analyze operating performance and debt service capacity.
EBITDA has limitations as an analytical tool, and you should not
consider it in isolation, or as a substitute for analysis of our
operating results as reported under GAAP. Some of these limitations are:
-
EBITDA does not reflect cash expenditures, or future requirements for
capital expenditures, or contractual commitments;
-
EBITDA does not reflect changes in, or cash requirements for, working
capital needs;
-
EBITDA does not reflect the significant interest expense, or the cash
requirements necessary to service interest or principal payments, on
debt or cash income tax payments;
-
Although depreciation and amortization are non-cash charges, the
assets being depreciated and amortized will often have to be replaced
in the future, and EBITDA does not reflect any cash requirements for
such replacements; and
-
Other companies in this industry may calculate EBITDA differently than
NRG Yield does, limiting its usefulness as a comparative measure.
Because of these limitations, EBITDA should not be considered as a
measure of discretionary cash available to use to invest in the growth
of NRG Yield’s business. NRG Yield compensates for these limitations by
relying primarily on our GAAP results and using EBITDA and Adjusted
EBITDA only supplementally. See the statements of cash flow included in
the financial statements that are a part of this news release.
Adjusted EBITDA is presented as a further supplemental measure of
operating performance. Adjusted EBITDA represents EBITDA adjusted for
mark-to-market gains or losses, asset write offs and impairments; and
factors which we do not consider indicative of future operating
performance. The reader is encouraged to evaluate each adjustment and
the reasons NRG Yield considers it appropriate for supplemental
analysis. As an analytical tool, Adjusted EBITDA is subject to all of
the limitations applicable to EBITDA. In addition, in evaluating
Adjusted EBITDA, the reader should be aware that in the future NRG Yield
may incur expenses similar to the adjustments in this news release.
Cash Available for Distribution (CAFD) is adjusted EBITDA plus cash
dividends from unconsolidated affiliates, less maintenance capital
expenditures, pro-rata adjusted EBITDA from unconsolidated affiliates,
cash interest paid, income taxes paid, principal amortization of
indebtedness and changes in others assets. Management believes cash
available for distribution is a relevant supplemental measure of the
Company’s ability to earn and distribute cash returns to investors.
1
|
|
In accordance with GAAP, Adjusted EBITDA results reflect the full
year impact of the drop down as if the combination has been in
effect since the inception of common control which represents the
entirety of the change vs. previous 2015 Guidance. Updated 2015 CAFD
excludes CAFD from the November 3rd drop down through the
closing date
|
2
|
|
See Appendix A-6 for Nine Months Ended 2015 Sources and Uses of Cash
and Cash Equivalents detail
|
3
|
|
In accordance with GAAP, Adjusted EBITDA results include the full
year impact of the drop down as if the combination has been in
effect since the inception of common control which represents the
entirety of the change vs. previous 2015 Guidance. Updated 2015 CAFD
excludes CAFD from the November 3rd drop down through the closing
date
|
4
|
|
Guidance excludes the impact of interest on cash drawn on NRG
Yield’s revolving credit facility as of November 3rd, 2015 which
equates to $7 million on an annualized basis, subject to change
|
5
|
|
Cash Distribution reflects NRG Energy ownership of the November 2015
Drop Down Assets from January 1, 2015 through November 3rd, 2015
|
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