Condensed Consolidating Financial Information | Note 21—Condensed Consolidating Financial Information Dynegy’s senior notes are guaranteed by certain of our wholly owned subsidiaries. Not all of Dynegy’s subsidiaries guaranteed the senior notes including Dynegy’s indirect, wholly owned subsidiary, IPH. The following condensed consolidating financial statements as of and for the year ended December 31, 2016 and 2015 present the financial information of (i) Dynegy (“Parent”), which is the parent and issuer of the senior notes, on a stand-alone, unconsolidated basis, (ii) the guarantor subsidiaries of Dynegy, (iii) the non-guarantor subsidiaries of Dynegy, and (iv) the eliminations necessary to arrive at the information for Dynegy on a consolidated basis. The condensed consolidating financial statements for the year ended December 31, 2014 present the Escrow Issuers as the finance issuer of the $5.1 billion senior notes issued in October 2014. With the close of the Acquisitions, the Escrow Issuers were merged into Dynegy. The 100 percent owned subsidiary guarantors, jointly, severally, fully, and unconditionally, guarantee the payment obligations under the senior notes. These statements should be read in conjunction with the consolidated financial statements and notes thereto of Dynegy. The supplemental condensed consolidating financial information has been prepared pursuant to the rules and regulations for condensed financial information and does not include all disclosures included in annual financial statements. On February 2, 2017, upon Genco’s emergence from bankruptcy, IPH became a guarantor to the senior notes. For purposes of the condensed consolidating financial statements, a portion of our intercompany receivable, which we do not consider to be likely of settlement, has been classified as equity as of December 31, 2016 and December 31, 2015 . Condensed Consolidating Balance Sheet for the Year Ended December 31, 2016 (amounts in millions) Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Current Assets Cash and cash equivalents $ 1,529 $ 139 $ 108 $ — $ 1,776 Restricted cash — — 62 — 62 Accounts receivable, net 141 2,539 136 (2,430 ) 386 Inventory — 236 209 — 445 Other current assets 12 275 32 (1 ) 318 Total Current Assets 1,682 3,189 547 (2,431 ) 2,987 Property, plant and equipment, net — 6,593 528 — 7,121 Investment in affiliates 12,125 — — (12,125 ) — Restricted cash — — 2,000 — 2,000 Goodwill — 799 — — 799 Other long-term assets 2 89 55 — 146 Intercompany note receivable — — 8 (8 ) — Total Assets $ 13,809 $ 10,670 $ 3,138 $ (14,564 ) $ 13,053 Current Liabilities Accounts payable $ 1,914 $ 295 $ 553 $ (2,430 ) $ 332 Other current liabilities 128 348 109 (1 ) 584 Total Current Liabilities 2,042 643 662 (2,431 ) 916 Liabilities subject to compromise — — 832 — 832 Debt, long-term portion, net 6,551 216 2,011 — 8,778 Intercompany note payable 3,042 — — (3,042 ) — Other long-term liabilities 132 235 129 (8 ) 488 Total Liabilities 11,767 1,094 3,634 (5,481 ) 11,014 Stockholders’ Equity Dynegy Stockholders’ Equity 2,042 12,618 (493 ) (12,125 ) 2,042 Intercompany note receivable — (3,042 ) — 3,042 — Total Dynegy Stockholders’ Equity 2,042 9,576 (493 ) (9,083 ) 2,042 Noncontrolling interest — — (3 ) — (3 ) Total Equity 2,042 9,576 (496 ) (9,083 ) 2,039 Total Liabilities and Equity $ 13,809 $ 10,670 $ 3,138 $ (14,564 ) $ 13,053 Condensed Consolidating Balance Sheet for the Year Ended December 31, 2015 (amounts in millions) Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Current Assets Cash and cash equivalents $ 327 $ 94 $ 84 $ — $ 505 Restricted cash — — 39 — 39 Accounts receivable, net 499 1,292 130 (1,519 ) 402 Inventory — 326 271 — 597 Other current assets 13 322 68 (14 ) 389 Total Current Assets 839 2,034 592 (1,533 ) 1,932 Property, plant and equipment, net — 7,670 677 — 8,347 Investment in affiliates 13,017 190 — (13,017 ) 190 Other long-term assets 10 133 50 — 193 Goodwill — 797 — — 797 Intercompany note receivable 17 — — (17 ) — Total Assets $ 13,883 $ 10,824 $ 1,319 $ (14,567 ) $ 11,459 Current Liabilities Accounts payable $ 1,388 $ 234 $ 189 $ (1,519 ) $ 292 Other current liabilities 92 272 167 (14 ) 517 Total Current Liabilities 1,480 506 356 (1,533 ) 809 Debt, long-term portion, net 6,293 105 731 — 7,129 Intercompany note payable 3,042 — 17 (3,059 ) — Other long-term liabilities 147 317 138 — 602 Total Liabilities 10,962 928 1,242 (4,592 ) 8,540 Stockholders’ Equity Dynegy Stockholders’ Equity 2,921 12,938 79 (13,017 ) 2,921 Intercompany note receivable — (3,042 ) — 3,042 — Total Dynegy Stockholders’ Equity 2,921 9,896 79 (9,975 ) 2,921 Noncontrolling interest — — (2 ) — (2 ) Total Equity 2,921 9,896 77 (9,975 ) 2,919 Total Liabilities and Equity $ 13,883 $ 10,824 $ 1,319 $ (14,567 ) $ 11,459 Condensed Consolidating Statements of Operations for the Year Ended December 31, 2016 (amounts in millions) Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenues $ — $ 3,317 $ 1,093 $ (92 ) $ 4,318 Cost of sales, excluding depreciation expense — (1,737 ) (636 ) 92 (2,281 ) Gross margin — 1,580 457 — 2,037 Operating and maintenance expense — (637 ) (303 ) — (940 ) Depreciation expense — (590 ) (99 ) — (689 ) Impairments — (710 ) (148 ) — (858 ) Gain on sale of assets, net (2 ) — 1 — (1 ) General and administrative expense (7 ) (117 ) (37 ) — (161 ) Acquisition and integration costs (10 ) (3 ) 2 — (11 ) Other — (1 ) (16 ) — (17 ) Operating loss (19 ) (478 ) (143 ) — (640 ) Bankruptcy reorganization items — — (96 ) — (96 ) Earnings from unconsolidated investments — 7 — — 7 Equity in losses from investments in affiliates (765 ) — — 765 — Interest expense (485 ) (10 ) (132 ) 2 (625 ) Other income and expense, net 29 20 18 (2 ) 65 Loss before income taxes (1,240 ) (461 ) (353 ) 765 (1,289 ) Income tax benefit (expense) (Note 15) — 86 (41 ) — 45 Net loss (1,240 ) (375 ) (394 ) 765 (1,244 ) Less: Net loss attributable to noncontrolling interest — — (4 ) — (4 ) Net loss attributable to Dynegy Inc. $ (1,240 ) $ (375 ) $ (390 ) $ 765 $ (1,240 ) Condensed Consolidating Statements of Operations for the Year Ended December 31, 2015 (amounts in millions) Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenues $ — $ 2,713 $ 1,161 $ (4 ) $ 3,870 Cost of sales, excluding depreciation expense — (1,322 ) (710 ) 4 (2,028 ) Gross margin — 1,391 451 — 1,842 Operating and maintenance expense — (549 ) (290 ) — (839 ) Depreciation expense — (487 ) (100 ) — (587 ) Impairments — (74 ) (25 ) — (99 ) Loss on sale of assets, net — (1 ) — — (1 ) General and administrative expense (6 ) (91 ) (31 ) — (128 ) Acquisition and integration costs — (124 ) — — (124 ) Operating income (loss) (6 ) 65 5 — 64 Earnings from unconsolidated investments — 1 — — 1 Equity in earnings from investments in affiliates 476 — — (476 ) — Interest expense (475 ) (1 ) (70 ) — (546 ) Other income and expense, net 55 (1 ) — — 54 Income (loss) before income taxes 50 64 (65 ) (476 ) (427 ) Income tax benefit (Note 15) — 471 3 — 474 Net income (loss) 50 535 (62 ) (476 ) 47 Less: Net loss attributable to noncontrolling interest — — (3 ) — (3 ) Net income (loss) attributable to Dynegy Inc. $ 50 $ 535 $ (59 ) $ (476 ) $ 50 Condensed Consolidating Statements of Operations for the Year Ended December 31, 2014 (amounts in millions) Parent Escrow Issuers Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Revenues $ — $ — $ 1,184 $ 1,313 $ — $ 2,497 Cost of sales, excluding depreciation expense — — (702 ) (959 ) — (1,661 ) Gross margin — — 482 354 — 836 Operating and maintenance expense — — (258 ) (219 ) — (477 ) Depreciation expense — — (195 ) (52 ) — (247 ) Gain on sale of assets, net — — 18 — — 18 General and administrative expense (9 ) — (60 ) (45 ) — (114 ) Acquisition and integration costs — — (19 ) (16 ) — (35 ) Operating income (loss) (9 ) — (32 ) 22 — (19 ) Bankruptcy reorganization items 3 — — — — 3 Earnings from unconsolidated investments — — 10 — — 10 Equity in losses from investments in affiliates (131 ) — — — 131 — Interest expense (89 ) (67 ) — (68 ) 1 (223 ) Other income and expense, net (39 ) — 1 — (1 ) (39 ) Loss before income taxes (265 ) (67 ) (21 ) (46 ) 131 (268 ) Income tax benefit (expense) (Note 15) (8 ) — — 9 — 1 Net loss (273 ) (67 ) (21 ) (37 ) 131 (267 ) Less: Net income attributable to noncontrolling interest — — — 6 — 6 Net loss attributable to Dynegy Inc. $ (273 ) $ (67 ) $ (21 ) $ (43 ) $ 131 $ (273 ) Condensed Consolidating Statements of Comprehensive Income (Loss) for the Year Ended December 31, 2016 (amounts in millions) Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net loss $ (1,240 ) $ (375 ) $ (394 ) $ 765 $ (1,244 ) Other comprehensive income (loss) before reclassifications: Actuarial gain (loss) and plan amendments, net of tax of $3 (4 ) 1 6 — 3 Amounts reclassified from accumulated other comprehensive income: Settlement cost, net of tax of zero — — 6 — 6 Amortization of unrecognized prior service credit, net of tax of zero (4 ) — (1 ) — (5 ) Other comprehensive income from investment in affiliates 12 — — (12 ) — Other comprehensive income, net of tax 4 1 11 (12 ) 4 Comprehensive loss (1,236 ) (374 ) (383 ) 753 (1,240 ) Less: Comprehensive income (loss) attributable to noncontrolling interest 2 — (2 ) (2 ) (2 ) Total comprehensive loss attributable to Dynegy Inc. $ (1,238 ) $ (374 ) $ (381 ) $ 755 $ (1,238 ) Condensed Consolidating Statements of Comprehensive Loss for the Year Ended December 31, 2015 (amounts in millions) Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net income (loss) $ 50 $ 535 $ (62 ) $ (476 ) $ 47 Other comprehensive income (loss) before reclassifications: Actuarial gain (loss) and plan amendments, net of tax of zero (8 ) 2 10 — 4 Amounts reclassified from accumulated other comprehensive income (loss): Amortization of unrecognized prior service credit and actuarial gain, net of tax of zero (3 ) — (1 ) — (4 ) Other comprehensive loss from investment in affiliates 11 — — (11 ) — Other comprehensive income, net of tax — 2 9 (11 ) — Comprehensive income (loss) 50 537 (53 ) (487 ) 47 Less: Comprehensive income (loss) attributable to noncontrolling interest 1 — (2 ) (1 ) (2 ) Total comprehensive income (loss) attributable to Dynegy Inc. $ 49 $ 537 $ (51 ) $ (486 ) $ 49 Condensed Consolidating Statements of Comprehensive Loss for the Year Ended December 31, 2014 (amounts in millions) Parent Escrow Issuers Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Net income (loss) $ (273 ) (67 ) $ (21 ) $ (37 ) $ 131 $ (267 ) Other comprehensive income before reclassifications: Actuarial loss and plan amendments, net of tax of zero (20 ) — — (16 ) — (36 ) Amounts reclassified from accumulated other comprehensive income (loss): Amortization of unrecognized prior service credit and actuarial gain, net of tax of zero (5 ) — — — — (5 ) Other comprehensive loss from investment in affiliates (16 ) — — — 16 — Other comprehensive loss, net of tax (41 ) — — (16 ) 16 (41 ) Comprehensive income (loss) (314 ) (67 ) (21 ) (53 ) 147 (308 ) Less: comprehensive income attributable to noncontrolling interest 3 — — 3 (3 ) 3 Total comprehensive income (loss) attributable to Dynegy Inc. $ (317 ) $ (67 ) $ (21 ) $ (56 ) $ 150 $ (311 ) Condensed Consolidating Statements of Cash Flow for the Year Ended December 31, 2016 (amounts in millions) Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES: Net cash provided by (used in) operating activities $ (425 ) $ 1,057 $ 13 $ — $ 645 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures — (215 ) (78 ) — (293 ) Distributions from unconsolidated affiliate — 14 — — 14 Proceeds from sales of assets, net 171 2 3 — 176 Net intercompany transfers 880 — — (880 ) — Other investing — 10 — — 10 Net cash provided by (used in) investing activities 1,051 (189 ) (75 ) (880 ) (93 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from long-term borrowings, net of debt issuance costs 822 198 1,994 — 3,014 Repayments of borrowings (563 ) (15 ) (11 ) — (589 ) Proceeds from issuance of equity, net of issuance costs 359 — — — 359 Preferred stock dividends paid (22 ) — — — (22 ) Interest rate swap settlement payments (17 ) — — — (17 ) Net intercompany transfers — (1,006 ) 126 880 — Other financing (3 ) — — — (3 ) Net cash provided by (used in) financing activities 576 (823 ) 2,109 880 2,742 Net increase in cash, cash equivalents, and restricted cash 1,202 45 2,047 — 3,294 Cash, cash equivalents, and restricted cash, beginning of period 327 94 123 — 544 Cash, cash equivalents, and restricted cash, end of period $ 1,529 $ 139 $ 2,170 $ — $ 3,838 Condensed Consolidating Statements of Cash Flow for the Year Ended December 31, 2015 (amounts in millions) Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES: Net cash provided by (used in) operating activities $ (432 ) $ 531 $ (5 ) $ — $ 94 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures — (235 ) (66 ) — (301 ) Acquisitions, net of cash acquired (6,207 ) 29 100 — (6,078 ) Distributions from unconsolidated affiliate — 8 — — 8 Net intercompany transfers 450 — — (450 ) — Other investing — 3 — — 3 Net cash provided by (used in) investing activities (5,757 ) (195 ) 34 (450 ) (6,368 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from long-term borrowings, net of debt issuance costs (31 ) 78 19 — 66 Repayments of borrowings (8 ) (23 ) — — (31 ) Proceeds from issuance of equity, net of issuance costs (6 ) — — — (6 ) Preferred stock dividends paid (23 ) — — — (23 ) Interest rate swap settlement payments (17 ) — — — (17 ) Repurchase of common stock (250 ) — — — (250 ) Net intercompany transfers — (351 ) (99 ) 450 — Other financing (4 ) — — — (4 ) Net cash provided by (used in) financing activities (339 ) (296 ) (80 ) 450 (265 ) Net increase in cash, cash equivalents, and restricted cash (6,528 ) 40 (51 ) — (6,539 ) Cash, cash equivalents, and restricted cash, beginning of period 6,855 54 174 — 7,083 Cash, cash equivalents, and restricted cash, end of period $ 327 $ 94 $ 123 $ — $ 544 Condensed Consolidating Statements of Cash Flow for the Year Ended December 31, 2014 (amounts in millions) Parent Escrow Issuers Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated CASH FLOWS FROM OPERATING ACTIVITIES: Net cash provided by (used in) operating activities $ (70 ) $ 3 $ 189 $ 99 $ — $ 221 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures — — (75 ) (50 ) — (125 ) Proceeds from sales of assets, net — — 18 — — 18 Net intercompany transfers 162 — — — (162 ) — Net cash provided by (used in) investing activities 162 — (57 ) (50 ) (162 ) (107 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from long-term borrowings, net of debt issuance costs (1 ) 5,044 12 — — 5,055 Repayments of borrowings (8 ) — (6 ) — — (14 ) Proceeds from issuance of equity, net of issuance costs 1,106 — — — — 1,106 Interest rate swap settlement payments (18 ) — — — — (18 ) Net intercompany transfers — 166 (238 ) (90 ) 162 — Other financing (3 ) — — — — (3 ) Net cash provided by (used in) financing activities 1,076 5,210 (232 ) (90 ) 162 6,126 Net increase in cash, cash equivalents, and restricted cash 1,168 5,213 (100 ) (41 ) — 6,240 Cash, cash equivalents, and restricted cash, beginning of period 474 — 154 215 — 843 Cash, cash equivalents, and restricted cash, end of period $ 1,642 $ 5,213 $ 54 $ 174 $ — $ 7,083 |