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GenOn Completes Reorganization and Emerges from Chapter 11 with New Management Team and Board of Directors

December 14, 2018

HOUSTON--(BUSINESS WIRE)--Dec 14, 2018--Effective today, GenOn Energy, Inc. (GenOn) has successfully concluded a reorganization of substantially all of its businesses. GenOn’s reorganization, initiated with a Chapter 11 filing on June 14, 2017, included a separate reorganization of its wholly owned subsidiary NRG REMA LLC (REMA), which began in October 2018, and concluded today with the simultaneous emergence of GenOn and REMA.

Through the reorganization process, GenOn satisfied over $1.8 billion of GenOn notes with a combination of (i) $790 million of cash ($190 million in connection with emergence), (ii) $400 million of corporate debt and (iii) reorganized equity, closed or announced $1.2 billion of asset sales, repaid approximately $700 million of claims related to certain notes of GenOn’s wholly owned subsidiary GenOn Americas Generation, LLC, and resolved more than 800 other general unsecured claims.

Through the REMA reorganization, the company amended the Shawville Generating Station facility lease which removed certain covenant restrictions governing REMA’s assets, and eliminated substantial and burdensome lease obligations by transferring its interests in the Keystone and Conemaugh Generating Stations and other consideration to new owners.

The newly formed company, GenOn Holdings, Inc. (new GenOn), has strong credit metrics, $400 million of corporate debt, over $85 million of cash, and a $125 million revolving credit facility to provide liquidity and letters of credit for general corporate purposes. A total of 5,000,000 of Class A and B shares are issued and outstanding, comprised initially of 1,905,902 Class A shares and 3,094,098 Class B shares. The Class B shares are linked to 3,094,098 interests in new GenOn’s subsidiary, GenOn Holdings, LLC

GenOn and REMA were each represented with respect to their reorganizations by Kirkland & Ellis LLP as lead counsel and by Rothschild & Co. as financial advisor. The ad hoc group of GenOn noteholders, which includes holders of a majority of new GenOn’s new equity, was represented by Davis Polk & Wardwell LLP as lead counsel and by Ducera Partners LLC as financial advisor.

MANAGEMENT TEAM

The new GenOn formally appointed David Freysinger as Chief Executive Officer. He is an experienced industry leader who has served as an independent consultant to power industry clients and held executive level positions at EquiPower Resources, and at GenOn and predecessor companies from 2001 to 2011.

“This is a significant day for GenOn, having accomplished a comprehensive restructuring and deleveraging of its balance sheet,” said Freysinger. “I am joining a company that is on solid financial footing, with a low-cost operating structure, and poised to deliver value in its next phase.”

Freysinger is joined on the GenOn management team by an experienced group of industry leaders, including:

Darren Olagues, Chief Financial Officer Dan McDevitt, General Counsel Eric Watts, Chief Commercial Officer Mark Gouveia, Senior Vice President, Plant Operations Jon Sacks, Senior Vice President, Strategy

BOARD OF DIRECTORS

GenOn’s new Board of Directors is:

Mark “Mac” McFarland, the Chairman of the GenOn Board; CEO of GenOn during the Company’s restructuring; Chairman of the Board of the Perot Museum of Nature and Science in Dallas; Independent Director of TerraForm Power Ari Barzideh, Director with SVP Global, a leading global investment firm Philip Brown, Partner with P. Schoenfeld Asset Management, a leading global alternative asset management firm; Director for Riviera Resources David Freysinger, Chief Executive Officer of GenOn David Geenberg, Co-Head of SVP Global’s North American investment team; Director for Chaparral Energy, SilverBow Resources and Penn Virginia, where he serves as Co-Chairman Alex Mazier, Founder and Managing Partner of E&A Capital, a financial advisory firm, and a Former Partner and Portfolio Manager at Sandell Asset Management Stephen Schaefer, formerly a Partner with Riverstone Holdings; Director for Element Markets and HB2 Energy and Chairman of the Board for Texgen Power

GENERATING ASSETS

The GenOn assets form a diverse portfolio of environmentally compliant generating facilities, with nearly 75% of the fleet powered by natural gas. The assets are primarily in the PJM and NYISO markets. GenOn Mid-Atlantic LLC (GENMA) and its assets remained outside the Chapter 11 process and have a separate legal and financing structure. Below is a list of generating assets.

ABOUT GENON

GenOn is one of the largest independent power producers in the nation delivering electricity to wholesale customers primarily in the Northeast and MidAtlantic. The company’s fleet of power plants has the ability to provide power to nearly 10 million homes. GenOn is committed to delivering safe and reliable power to the communities we serve. For more information about GenOn, its new management team and generating assets, visit www.genon.com.

Certain of the statements included in this press release constitute “forward-looking statements” intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. In particular, they include statements relating to future actions and strategies of GenOn and its subsidiaries. These forward-looking statements are based on current expectations and projections about future events. Readers are cautioned that forward-looking statements are not guarantees of future operating and financial performance or results and involve substantial risks and uncertainties that cannot be predicted or quantified, and, consequently, the actual performance of GenOn and its subsidiaries may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include factors described in new GenOn’s and GenOn’s reports previously filed with the Securities and Exchange Commission and posted to new GenOn’s website.

View source version on businesswire.com:https://www.businesswire.com/news/home/20181214005423/en/

Andy Smith,andrew.smith@genon.com

KEYWORD: UNITED STATES NORTH AMERICA TEXAS

INDUSTRY KEYWORD: ENERGY COAL OIL/GAS UTILITIES

SOURCE: GenOn Energy, Inc.

Copyright Business Wire 2018.

PUB: 12/14/2018 12:42 PM/DISC: 12/14/2018 12:41 PM

http://www.businesswire.com/news/home/20181214005423/en

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