Energy Future debtors seek OK of $6.3 billion in replacement financing

By Caroline Salls

Pittsburgh, June 6 – Energy Future Holdings Corp. debtors Energy Future Intermediate Holding Co. LLC and EFIH Finance Inc. requested court approval to refinance their post-bankruptcy secured debt, obtain replacement financing, extend the expiration of their cash collateral use and authorize payment of allowed first-lien make-whole claims, according to a motion filed Monday with the U.S. Bankruptcy Court for the District of Delaware.

Specifically, the EFIH debtors said they are seeking court approval to borrow up to $6.3 billion under a first-lien debtor-in-possession credit agreement consisting of a $5,475,000,000 first-lien term loan and up to $825 million in incremental term loans, $600 million of which the debtors intend to borrow upon the repayment of the existing first-lien DIP facility.

According to the motion, approval of the replacement financing would allow the debtors to refinance their obligations under the existing DIP credit agreement, repay outstanding amounts related to the EFIH first-lien make-whole claims and ensure sufficient liquidity to administer their Chapter 11 cases.

The debtors said the current first-lien DIP facility and use of cash collateral expires on June 30, subject to an allowed extension through Dec. 30, 2017.

The EFIH debtors said they are in the midst of addressing issues associated with obtaining regulatory approvals for the proposed merger transaction involving Next Era Energy, Inc., and “it is clear that the debtors will not be able to emerge from Chapter 11 by June 30.”

To the extent they are forced to go “back to the drawing board” on a new plan of reorganization and path to emergence, the debtors said they may not be able to emerge from Chapter 11 before Dec. 30, 2017.

The companies said the replacement facility increases the principal amount of the existing DIP facility by up to $825 million and extends the first-lien DIP financing maturity and cash collateral use termination date by one year to June 30, 2018, with the ability to obtain a further extension to Dec. 30, 2018.

The new facility also allows the EFIH debtors to seek approval to convert the DIP financing into a seven-year exit term facility.

Citibank, NA and Morgan Stanley Senior Funding, Inc. are the joint lead arrangers for the replacement DIP facility, and Citibank is the administrative agent.

The interest rate on the new facility is yet-to-be agreed upon, the motion said.

A hearing is scheduled for June 26.

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

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.