REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 3rd, 2010 • Rri Energy Inc • Electric services • New York
This REGISTRATION RIGHTS AGREEMENT dated October 4, 2010 (the “Agreement”) is entered into by and among RRI Energy, Inc. (the “Company,” to be renamed GenOn Energy, Inc.), a Delaware corporation, and J.P. Morgan Securities LLC (“J.P. Morgan”), Credit Suisse Securities (USA) LLC (“Credit Suisse”), Deutsche Bank Securities Inc. (“Deutsche Bank”), Goldman, Sachs & Co. (“Goldman Sachs”), Morgan Stanley & Co. Incorporated (“Morgan Stanley”), RBC Capital Markets Corporation (“RBC”) and RBS Securities Inc. (“RBS” and, together with J.P. Morgan, Credit Suisse, Deutsche Bank, Goldman Sachs, Morgan Stanley and RBC, the “Initial Purchasers”).
CREDIT AGREEMENT among RRI ENERGY, INC. (TO BE RENAMED GENON ENERGY, INC.), as a Borrower, MIRANT AMERICAS, INC. (TO BE RENAMED GENON AMERICAS, INC.), as a Borrower, The Several Lenders from Time to Time Parties Hereto, JPMORGAN CHASE BANK, N.A., as...Guarantee Agreement • November 3rd, 2010 • Rri Energy Inc • Electric services • New York
WHEREAS, concurrently with the initial funding of Loans hereunder, RRI Energy Holdings, Inc. (“Merger Sub”), a Delaware corporation and wholly-owned Subsidiary of RRI Energy, Inc. (“RRI”), a Delaware corporation, will merge (the “Merger”) with and into Mirant Corporation (“Mirant”), a Delaware corporation, as set forth in the Agreement and Plan of Merger, dated as of April 11, 2010 (the “Merger Agreement”), by and among RRI, Merger Sub and Mirant;
GenOn Escrow Corp. 9.500% Senior Notes due 2018 9.875% Senior Notes due 2020 Purchase AgreementPurchase Agreement • November 3rd, 2010 • Rri Energy Inc • Electric services • New York
We have acted as special counsel to GenOn Escrow Corp., a Delaware corporation (“Escrow Issuer”), RRI Energy, Inc., a Delaware corporation (“RRI”), and Mirant Corporation, a Delaware corporation (“Mirant”), in connection with the Purchase Agreement, dated September 20, 2010 (the “Purchase Agreement”), among you, as representative of the several initial purchasers named therein (the “Initial Purchasers”), Escrow Issuer, RRI and Mirant, relating to the sale by Escrow Issuer to the Initial Purchasers of $675,000,000 aggregate principal amount of Escrow Issuer’s 9.500% Senior Notes due 2018 and $550,000,000 aggregate principal amount of Escrow Issuer’s 9.875% Senior Notes due 2020 (collectively, the “Securities”) to be issued under the Indenture, dated as of October 4, 2010 (the “Indenture”), between Escrow Issuer and Wilmington Trust Company, as Trustee.
