Sempra: Energy Future plan confirmed, acquisition agreement approved

By Caroline Salls

Pittsburgh, Feb. 27 – Energy Future Holdings Corp.’s plan of reorganization has been confirmed by the U.S. Bankruptcy Court for the District of Delaware, according to a Monday news release from Sempra Energy.

Sempra said the court also granted final approval of its agreement to acquire Energy Future and its indirect 80% ownership interest in Oncor Electric Delivery Co. LLC.

According to the release, approval by the Public Utility Commission of Texas (PUCT) is the final major regulatory milestone before the transaction can be completed.

The company said the PUCT is expected to consider an order approving Sempra’s and Oncor’s joint change-in-control application as early as March 8.

If approved by the PUCT, Sempra said it plans to close the transaction soon thereafter.

As previously reported, Sempra will pay $9.45 billion in cash to acquire Energy Future and its 80% ownership interest in Oncor. Sempra said it expects its equity ownership after the transaction will be about 60% of Energy Future.

Creditor treatment

Under Energy Future’s plan, holders of 2017 Energy Future Intermediate Holdings debtor first-lien debtor-in-possession claims will be paid in full in cash or another agreed treatment.

EFIH first-lien note claims and EFIH second-lien note claims will be paid in full in cash.

Legacy general unsecured claims against the Energy Future Holdings debtors will be reinstated.

Holders of Energy Future legacy note claims, Energy Future LBO note primary claims, Energy Future swap claims and general unsecured claims against Energy Future debtors other than Energy Future Holdings will receive a share of an unsecured creditor recovery pool.

Holders of Energy Future unexchanged note claims will receive a share of the unsecured creditor recovery pool and, if their claims constitute beneficiary claims, a share of a $5.8 million settlement distribution.

Holders of Energy Future non-qualified benefit claims will receive a share of the unsecured creditor recovery pool and, if their claims constitute beneficiary claims, a share of a $30 million settlement distribution.

Holders of general unsecured claims against Energy Future Holdings will receive a share of the unsecured creditor recovery pool and, if their claims constitute beneficiary claims, a share of a $2 million settlement distribution.

Holders of general unsecured claims against the EFIH debtors will receive a share of an unsecured creditor recovery pool.

Interests in Energy Future Holdings will be cancelled without distribution. Interests in Energy Future debtors other than the holding company will either be reinstated or cancelled without distribution.

Interests in the EFIH Finance debtor will be cancelled without distribution.

Interests in other EFIH debtors will be reinstated.

Energy Future is a Dallas-based power generation company and utility operator. The company filed for bankruptcy on April 29, 2014. The Chapter 11 case number is 14-10979.

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