GenOn Energy, Inc., a wholly-owned subsidiary of NRG Energy, Inc. (NYSE:NRG), commenced an offering of $540 million senior secured first lien notes due 2022. The New Notes will be senior first-priority secured obligations of GenOn and will be guaranteed by its existing and future restricted subsidiaries that guarantee GenOn’s existing revolving credit facility. The New Notes will be initially issued by a special purpose limited liability company which will not be an affiliate of GenOn, and the proceeds of the offering will be deposited in a segregated escrow account until the date on which certain escrow conditions are satisfied and the escrow proceeds are released. Concurrent with the satisfaction of the Escrow Conditions, the Escrow Issuer will merge with and into GenOn and GenOn will be the surviving entity and assume all of the obligations of the Escrow Issuer under the notes and the indenture governing the notes by operation of law. Upon the consummation of the Merger, GenOn will use the net proceeds from the offering, together with cash on hand, to redeem or discharge its outstanding 7.875% senior notes due 2017 in accordance with their terms and to pay fees and expenses related to the offering of the New Notes. The New Notes will be subject to a special mandatory redemption if the Escrow Conditions are not satisfied or if GenOn, in its sole discretion, otherwise determines to redeem the New Notes on or prior to June 14, 2017.