Exhibit 99.10
Combined Pro Forma Presentation for Texas Genco LLC’s Statement of Operations for the Nine Months Ended September 30, 2005
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| | Nine Months Ended September 30, 2005 (unaudited) | |
| | Historical | | | | | | | | | | | | | | | | | | | Pro Forma | |
| | Texas Genco | | | Texas Genco | | | Pro Forma | | | | | | | | | | | Combined Texas | |
(in thousands) | | Holdings (A) | | | LLC | | | Adjustments | | | Reclassifications | | | Genco LLC | |
Operating Revenues | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
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Revenues from majority-owned operations | | $ | 61,593 | | | $ | 1,999,827 | | | $ | (61,593 | ) | | | (B | ) | | $ | — | | | | | | | $ | 1,999,827 | |
Operating Costs and Expenses | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Cost of majority-owned operations | | | — | | | | — | | | | — | | | | | | | | 1,306,275 | | | | (F | ) | | | 1,306,275 | |
Fuel and purchased power expense | | | 5,687 | | | | 912,907 | | | | (61,593 | ) | | | (C | ) | | | (857,001 | ) | | | (F | ) | | | — | |
Operations and maintenance | | | 35,026 | | | | 329,432 | | | | — | | | | | | | | (364,458 | ) | | | (F | ) | | | — | |
Depreciation and amortization | | | 5,165 | | | | 253,398 | | | | 4,757 | | | | (D | ) | | | (116,592 | ) | | | (G | ) | | | 146,728 | |
Taxes other than income taxes | | | 3,467 | | | | 34,789 | | | | — | | | | | | | | (38,256 | ) | | | (F | ) | | | — | |
General, administrative and development | | | — | | | | — | | | | — | | | | | | | | 70,032 | | | | (H | ) | | | 70,032 | |
Other charges (credits) | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net gain on sale of assets | | | — | | | | (28,356 | ) | | | — | | | | | | | | — | | | | | | | | (28,356 | ) |
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Total operating costs and expenses | | | 49,345 | | | | 1,502,170 | | | | (56,836 | ) | | | | | | | — | | | | | | | | 1,494,679 | |
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Operating Income | | | 12,248 | | | | 497,657 | | | | (4,757 | ) | | | | | | | — | | | | | | | | 505,148 | |
Other Income (Expense) | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Other income, net | | | 1,145 | | | | 3,129 | | | | — | | | | | | | | — | | | | | | | | 4,274 | |
Interest expense | | | (763 | ) | | | (134,306 | ) | | | (6,654 | ) | | | (E | ) | | | — | | | | | | | | (141,723 | ) |
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Total other expense | | | 382 | | | | (131,177 | ) | | | (6,654 | ) | | | | | | | — | | | | | | | | (137,449 | ) |
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Income From Continuing Operations | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Before Income Taxes | | | 12,630 | | | | 366,480 | | | | (11,411 | ) | | | | | | | — | | | | | | | | 367,699 | |
Income Tax Expense | | | 3,514 | | | | 20,552 | | | | — | | | | | | | | — | | | | | | | | 24,066 | |
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Income From Continuing Operations | | $ | 9,116 | | | $ | 345,928 | | | $ | (11,411 | ) | | | | | | $ | — | | | | | | | $ | 343,633 | |
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Footnotes to Pro Forma Combined Texas Genco LLC’s Statement of Operations for the nine months ended September 30, 2005
On December 15, 2004, pursuant to a Transaction Agreement dated July 21, 2004, Texas Genco LLC acquired from Texas Genco Holdings, Inc., an indirect subsidiary of CenterPoint Energy, Inc., in a merger transaction Texas Genco II, LP and Texas Genco Services, LP. These entities contained assets and liabilities which related primarily to coal, lignite, oil and natural gas fired generation and certain immaterial assets unrelated to the generation business (“Initial Acquisition”).
On April 13, 2005, a wholly owned subsidiary of Texas Genco LLC merged with and into Texas Genco Holdings, Inc. As a result of this merger, which we refer to as the “Nuclear Acquisition,” Texas Genco Holdings, Inc. became a wholly owned subsidiary of Texas Genco LLC and Texas Genco LLC thereby indirectly acquired Texas Genco Holdings, Inc.’s assets and liabilities, including its 30.8% undivided interest in STP.
For further descriptions of explanations of the transactions please see Note (1)(c) of Texas Genco LLC financial statements as of December 31, 2004 filed as Exhibit 99.03 to this current report on Form 8-K and Note 3 of Texas Genco LLC financial statements as of September 30, 2005 filed as Exhibit 99.01 to this current report on Form 8-K.
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(A) | | Reflects the results of operations for Texas Genco Holdings, Inc. for the period from January 1 through April 13, 2005. |
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(B) | | Elimination of Texas Genco Holdings, Inc. revenues of 2005 sales to Texas Genco |
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(C) | | Elimination of Texas Genco Holdings, Inc. costs of 2005 sales to Texas Genco |
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(D) | | Reflects additional depreciation expense for stepped-up basis of all depreciable assets acquired from Texas Genco Holdings, Inc of $7.8 million less Texas Genco Holding, Inc.’s actual depreciation of $5.2 million. |
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Additional depreciation expense from Texas Genco Holdings, Inc. acquisition | | $ | 7,800 | |
Amortization of STP ‘s forward sales contracts | | | 2,200 | |
Texas Genco Holding, Inc.’s actual recorded depreciation | | | (5,243 | ) |
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Total | | $ | 4,757 | |
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(E) | | Adjustments to reflect interest expense of $6.7 million on long term financing arrangements for the first 103 days before the Nuclear Acquisition on April 13, 2005. |
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(F) | | These amounts represent the reclassification of Texas Genco presentation to coincide with NRG’s presentation of its Statement of Operations. NRG includes the following expenses within its Cost of Majority Owned Operations — Fuel and purchased power expense, Operations and maintenance, Taxes other than income taxes and amortization of emission credits and contracts. Also, NRG separates its General & Administrative expense from other operating expenses. |
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(G) | | Reclassification of Texas Genco Amortization expense to coincide with NRG presentation of its Statement of Operations. |
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(H) | | Reclassification of Texas Genco General & Administrative expenses to coincide with NRG presentation of its Statement of Operations. |