UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): October 17, 2006
(Exact Name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction of Incorporation)
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| 001-15891
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41-1724239 |
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| (Commission File Number)
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(IRS Employer Identification No.) |
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| 211 Carnegie Center
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Princeton, NJ 08540 |
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| (Address of Principal Executive Offices)
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(Zip Code) |
(Registrant’s Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c)) |
Item 7.01 Regulation FD Disclosure
NRG Energy, Inc., or NRG, is furnishing the slides included as Exhibit 99.1 to this Current Report
on Form 8-K because they are being provided to the investment community as part of NRG’s Analyst
Conference on October 17, 2006. The event, which will be webcast, will provide analysts and
investors with an overview of the Company’s “Repowering NRG” program and include presentations from
President and Chief Executive Officer, David Crane, Chief Financial Officer, Robert Flexon, and
other senior management.
Certain of the slides in Exhibit 99.1 contain 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, but are not limited to statements regarding the expected timing of the closing of the
acquisition, and can be identified by the use of words such as “will,” “would,” “expect,”
“estimate,” “anticipate,” “forecast,” “plan,” “believe,” and similar terms. Although NRG 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. NRG undertakes no obligation to
update or revise any forward-looking statements, whether as a result of new information, future
events or otherwise. Factors that could cause NRG’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’s future
results included in NRG’s filings with the Securities and Exchange Commission at
www.sec.gov.
The information contained in this Item 7.01 is not filed for purposes of the Securities Exchange
Act of 1934, as amended, and is not deemed incorporated by reference by any general statements
incorporating by reference this report or future filings into any filings under the Securities Act
of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except to the extent NRG
specifically incorporates the information by reference. By including this Item 7.01 disclosure in
the filing of this Current Report on Form 8-K and furnishing this information, we make no admission
as to the materiality of any information in this report that is required to be disclosed solely by
reason of Regulation FD.
Item 9.01 Financial Statements and Exhibits
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| Exhibit No. |
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Document |
99.1
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Slides, dated October 17, 2006 |
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