Clearway Energy LLC Files 8-K for Material Definitive Agreement
| Field | Detail |
|---|---|
| Company | Clearway Energy LLC |
| Form Type | 8-K |
| Filed Date | Dec 2, 2025 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $45.7 million, $47.2 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-definitive-agreement, filing, corporate-action
TL;DR
Clearway Energy LLC signed a big deal on Nov 24, 2025. 8-K filed.
AI Summary
On November 24, 2025, Clearway Energy LLC entered into a material definitive agreement. The filing also includes financial statements and exhibits related to this agreement. The company is incorporated in Delaware and headquartered in Princeton, New Jersey.
Why It Matters
This filing indicates a significant new contract or transaction for Clearway Energy LLC, which could impact its future financial performance and operations.
Risk Assessment
Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that are not yet fully understood by the market.
Key Players & Entities
- Clearway Energy LLC (company) — Registrant
- November 24, 2025 (date) — Date of earliest event reported
- Delaware (jurisdiction) — State of incorporation
- Princeton, New Jersey (location) — Address of principal executive offices
FAQ
What type of material definitive agreement did Clearway Energy LLC enter into?
The filing does not specify the exact nature of the material definitive agreement, only that one was entered into on November 24, 2025.
What is the primary business of Clearway Energy LLC?
Clearway Energy LLC is in the ELECTRIC SERVICES industry, as indicated by its SIC code 4911.
When was the report filed with the SEC?
The report was filed as of December 2, 2025.
What is Clearway Energy LLC's fiscal year end?
Clearway Energy LLC's fiscal year ends on December 31.
Has Clearway Energy LLC undergone any previous name changes?
Yes, Clearway Energy LLC was formerly known as Clear Energy LLC (name change effective 20180904) and prior to that, NRG YIELD LLC (name change effective 20150325).
Filing Stats: 897 words · 4 min read · ~3 pages · Grade level 13.7 · Accepted 2025-12-02 06:04:23
Key Financial Figures
- $45.7 million — a base purchase price of approximately $45.7 million with respect to Spindle Battery and app
- $47.2 million — ct to Spindle Battery and approximately $47.2 million with respect to Golden Fields Solar VI,
Filing Documents
- tm2532506d1_8k.htm (8-K) — 28KB
- tm2532506d1_ex10-1.htm (EX-10.1) — 406KB
- 0001104659-25-117484.txt ( ) — 673KB
- cwen-20251124.xsd (EX-101.SCH) — 3KB
- cwen-20251124_lab.xml (EX-101.LAB) — 33KB
- cwen-20251124_pre.xml (EX-101.PRE) — 22KB
- tm2532506d1_8k_htm.xml (XML) — 3KB
01 Entry Into a Material Definitive Agreement
Item 1.01 Entry Into a Material Definitive Agreement. On November 24, 2025, RS2-Spindle Purchaser LLC (" Purchaser "), a subsidiary of Clearway Energy LLC (the " Company "), entered into a Membership Interest Purchase Agreement (the " Purchase Agreement ") with RS2-Spindle CE Seller LLC (" Seller "), an affiliate of Clearway Energy Group LLC. Pursuant to the terms of the Purchase Agreement, Purchaser will acquire from Seller certain limited liability company membership interests in RS2-Spindle TargetCo LLC (" Target Company "), which, subject to certain terms and conditions referenced in the Purchase Agreement, will become the indirect owner of all of the limited liability company interests in Spindle Battery LLC (" Spindle Battery ") and Golden Fields Solar VI, LLC (" Golden Fields Solar VI "), for a base purchase price of approximately $45.7 million with respect to Spindle Battery and approximately $47.2 million with respect to Golden Fields Solar VI, in each case, in cash and subject to customary working capital adjustments (the " Transaction "). Spindle Battery is developing and constructing an approximately 199 megawatt battery energy storage system facility in Weld County, Colorado. Golden Fields Solar VI is developing an approximately 92 megawatt battery energy storage system facility in Kern County, California. At the closing of the Transaction, Purchaser will acquire 999 units of the Target Company, which will represent 100% of the class A units of the Target Company, and Seller will distribute the remaining one unit to Clearway Renew LLC, with such unit being converted into 100% of the class C units of the Target Company. The Purchase Agreement contains customary representations and warranties and covenants made by each of the parties. Each of Purchaser and Seller are obligated, subject to certain limitations, to indemnify the other for certain customary and other specified matters, including breaches of representations and warranties, nonfulfillment or
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit No. Document 10.1* Membership Interest Purchase Agreement, dated as of November 24, 2025, by and between RS2-Spindle CE Seller LLC and RS2-Spindle Purchaser LLC. 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. Schedules and similar attachments to this Exhibit have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted schedule or exhibit to the U.S. Securities and Exchange Commission (the " SEC ") upon request. * Certain portions of this Exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K. The omitted information is (i) not material and (ii) would likely cause competitive harm to the Company if publicly disclosed. The Company agrees to furnish supplementally an unredacted copy of this Exhibit to the SEC upon request.
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Clearway Energy LLC By: /s/ Kevin P. Malcarney Kevin P. Malcarney General Counsel and Corporate Secretary Date: December 2, 2025