NEW YORK--(BUSINESS WIRE)--Pursuant to the terms of Confidentiality Agreements (the “Confidentiality Agreements”) among Energy Future Holdings Corp, Energy Future Competitive Holdings Company LLC, Texas Competitive Electric Holdings Company LLC and Energy Future Intermediate Holding Company LLC (collectively, the “Company Parties”), on the one hand, and, individually, certain holders of EFIH Second Lien Notes (the “Disclosing EFIH Second Lien Noteholders”), on the other hand, the Disclosing EFIH Second Lien Noteholders today are disclosing certain information received pursuant to the Confidentiality Agreements.
The Confidentiality Agreements provide that, upon the earliest of several events, including August 1, 2015, the Company Parties will publicly disclose certain cleansing materials, and that if, following the disclosure, the EFIH Second Lien Noteholders believe the information is insufficient, they may file their own materials. On August 3, 2015, the Company Parties disclosed certain information, including financial information about Oncor and a joint proposal supported by the ad hoc group of EFIH Second Lien Noteholders and the ad hoc group of EFIH Unsecured Noteholders. However, the Disclosing EFIH Second Lien Noteholders believe in good faith that certain additional information, as set for the below, needs to be disclosed to avoid imposition of material risk of trading restrictions on the Disclosing Second Lien Noteholders, and are therefore issuing this press release.
The Disclosing EFIH Second Lien Noteholders understand that an ad hoc group of TCEH First Lien Creditors (the “TCEH First Lien Group”) and an ad hoc group of TCEH Unsecured Creditors (the “TCEH Ad Hoc Unsecured Group”) are working on a joint plan proposal. The Disclosing EFIH Second Lien Noteholders do not have copies of the latest proposals from the TCEH Ad Hoc Unsecured Group or the TCEH First Lien Group. However, on July 15, 2015, advisors to the Disclosing EFIH Second Lien Noteholders were informed that, at that point, the joint proposal included a construct where the TCEH Ad Hoc Unsecured Group would only have until April 30, 2016 (which such date may be subject to some fluctuation) to implement a REIT Reorganization and therefore consummate a plan of reorganization under the Merger Scenario. During that meeting and subsequent conversations, it was discussed that if the Merger and the REIT Reorganization do not occur by April 30, 2016, the TCEH First Lien Group may be able to proceed with a taxable transaction. (The terms “REIT Reorganization,” “Merger Scenario” and “Merger” are defined in the Second Amended Plan of Reorganization of Energy Future Holdings Corp., et al., filed with the bankruptcy court on August 3, 2015.) This information was communicated to the Disclosing EFIH Second Lien Noteholders. Counsel to the TCEH Ad Hoc Unsecured Group has confirmed that, as of today, they do not have a signed agreement with the Company Parties or the Steering Committee of the TCEH First Lien Group.
The Disclosing EFIH Second Lien Noteholders and their advisors make no representations or warranties as to the factual accuracy or reliability of any of the information disclosed in this press release or of its materiality for any purpose.