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UNITED STATES
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) April 5, 2001
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NRG Energy, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 001-15891 41-1724239
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
901 Marquette Avenue, Suite 2300, Minneapolis, Minnesota 55402-3265
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (612) 373-5300
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None
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(Former name and former address, if changed since last report.)
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Item 5. Other Events.
In December 2000, NRG Energy, Inc. (the "Company") filed, pursuant to
Rule 415 under the Securities Act of 1933, a registration statement on Form S-3
(File No. 333-52508), which was declared effective on January 29, 2001. On April
5, 2001, the Company completed the offering of $350,000,000 of its 7.75% Senior
Notes due 2011 and $340,000,000 of its 8.625% Senior Notes due 2031. In this
connection, the Company is filing certain exhibits as part of this Form 8-K. See
"Item 7. Exhibits."
Item 7. Exhibits.
The following exhibits are filed with this report on Form 8-K:
Exhibit No. Description
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1.1 Underwriting Agreement, dated April 2, 2001, by and among
the Company and Banc of America Securities LLC, Salomon
Smith Barney, Inc., ABN AMRO Rothschild LLC, Deutsche Banc
Alex. Brown Inc., BNP Paribas Securities Corp., CIBC World
Markets Corp., Scotia Capital (USA) Inc. and Westdeutsche
Landesbank Girozentrale (Dusseldorf) as Representatives of
the several underwriters listed on Schedule I thereto with
respect to the issuance and sale of the common stock.
4.1 Second Supplemental Indenture, dated April 5, 2001,
by and between NRG Energy, Inc. and The Bank of New
York, a New York banking corporation, as Trustee with
a form of Note set forth therein.
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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.
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(Registrant)
Date April 10, 2001
/s/ Leonard A. Bluhm
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Name: Leonard A. Bluhm
Title: Executive Vice President
Chief Financial Officer
*Print name and title of the signing officer under this signature