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EFH Replacement Financing Order Revised

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Energy Future Holdings filed with the U.S. Bankruptcy Court a revised order in connection with the motion of Energy Future Intermediate Holdings (EFIH) and EFIH Finance for (a) post-petition replacement financing, (b) granting liens and providing super-priority administrative expense claims, (c) extending the use of cash collateral, (d) authorizing refinancing of post-petition secured debt and (e) authorizing payment of allowed EFIH first lien makewhole claim.

The notice states, “The Revised Order is the product of further discussions among the EFIH Debtors, the Objecting Parties, the EFIH First Lien DIP Agent, the Required Lenders and Next Era Energy. As a result of such productive discussions, the EFIH Debtors believe the Revised Order resolves the limited objections and that the objecting parties do not object to entry of the Revised Order.”

The revised order states, “Subject to the terms and conditions set forth in the EFIH First Lien DIP Documents, the EFIH First Lien DIP Financing, and this Order, the EFIH Debtors are hereby authorized to borrow money under the EFIH First Lien DIP Financing, and any Guarantors are hereby authorized to guarantee such borrowings, consisting of borrowings in an aggregate principal amount of up to $6,300,000,000 consisting of (a) until the DIP Termination Date, $5,475,000,000 in Term Loan Commitments and (b) until the earlier of the DIP Termination Date and the Delayed Draw Term Loan Commitment Termination Date $825,000,000 in Delayed Draw Term Loan Commitment, in up to two (2) draws occurring on or prior to the Delayed Draw Term Loan Commitment Termination Date, in each case in a minimum amount of $200,000,000; provided, that, the first draw of the Additional Borrowings shall be sufficient to pay in full (and shall be immediately borrowed to pay in full) the EFIH First Lien Pre-Payment Date Fees, the Stipulated Second Lien Adequate Protection Payments, and, subject to the conditions specified in paragraphs [13] and [15], the Incremental Second Lien Adequate Protection Payments.”

The Court scheduled a June 26, 2017 hearing to consider the revisions.

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