{"url_path":"/sec/nrg/8-k/2026-01-30/item-2-01","section_key":"item-2-01","section_title":"Item 2.01 **","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-01-30","source_url":"https://www.sec.gov/Archives/edgar/data/1013871/0001104659-26-008567-index.html","accession_number":"0001104659-26-008567","cik":"0001013871","ticker":"NRG","issuer_name":"NRG ENERGY, INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1013871/0001104659-26-008567-index.html","primary_entity_key":"0001013871","primary_entity_name":"NRG ENERGY, INC."},"word_count":242,"has_tables":true,"body_markdown":"**Item 2.01.**\n**Completion of Acquisition or Disposition of Assets.**\n\n \n\n*The information set forth\nin the Introductory Note Item and 1.01 of this Current Report on Form 8-K is incorporated herein by reference into\nthis Item 2.01.*\n\n \n\nAs discussed in the Introductory\nNote above, on the Closing Date, the Company completed the previously announced Transaction contemplated by the Purchase Agreement. As\na result of the Transaction, the Acquired Companies became indirect, wholly-owned subsidiaries of the Company.\n\n** **\n\nSubject to the terms and\nconditions of the Purchase Agreement, the purchase price for the Transaction consisted of (i) $6.4 billion in cash, subject to certain\nadjustments set forth in the Purchase Agreement (the “Cash Consideration”), (ii) an aggregate of 24,250,000 shares of common\nstock of the Company, par value $0.01 per share (the “Stock Consideration”), and (iii) the assumption of approximately $3.2\nbillion of debt of the Acquired Companies.\n\n \n\nThe Company used a portion\nof the net proceeds from the previously announced offerings of the $1.25 billion aggregate principal amount of its senior secured notes\nand $3.65 billion aggregate principal amount of its senior unsecured notes that were issued on October 8, 2025, together with proceeds\nfrom certain borrowings under the Company’s revolving credit facility, to fund the Cash Consideration.\n\n \n\nThe foregoing description\ndoes not purport to be complete and is qualified in its entirety by reference to the Purchase Agreement, a copy of which is attached\nhereto as Exhibit 2.1 and incorporated herein by reference."}