NRG subsidiary launches tender offer for $1.5 billion Lightning notes

NRG Energy Inc. (NYSE: NRG) announced that its subsidiary Lightning Power LLC commenced a cash tender offer for all outstanding $1.5 billion of its 7.250% senior secured notes due 2032.

The tender offer provides $1,063.75 per $1,000 principal amount for notes tendered by the early deadline of April 27, 2026, including a $50 early tender payment. Notes tendered after that date but before the May 12, 2026 expiration will receive $1,013.75 per $1,000 principal amount.

Lightning is simultaneously soliciting consents to amend the note indenture to eliminate restrictive covenants and release guarantees and collateral. The covenant amendments require majority holder consent, while the guarantee and collateral release requires approval from holders of at least 66.67% of outstanding notes.

Lightning also plans to exercise its right to redeem up to 10% of the initial principal amount in two separate redemptions at 103% of principal plus accrued interest, though no assurance was provided that any redemption will occur.

The tender offer is subject to various conditions including a financing condition. Lightning reserves the right to amend or terminate the offer and is not required to accept any minimum amount of notes.

Citigroup Global Markets Inc. and Santander US Capital Markets LLC serve as lead dealer managers for the transaction. D.F. King & Co. Inc. acts as tender agent and information agent.

Settlement for early tendered notes is expected within three business days of the April 27 deadline, while final settlement for other accepted notes will occur within three business days of the May 12 expiration.

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