Dynegy Holdings, LLC

  • General Information
  • Key Parties
  • Frequently Asked Questions
  • Other



General Information

On November 7, 2011, Dynegy Holdings, LLC and four (4) affiliated companies (collectively, the "Debtors") filed petitions in the United States Bankruptcy Court for the Southern District of New York seeking relief under chapter 11 of the United States Bankruptcy Code. The Debtors' cases have been assigned to Judge Cecelia G. Morris. The Debtors' cases are being jointly administered for procedural purposes, meaning that all pleadings will be maintained on the case docket for Dynegy Holdings, LLC, Case No. 11-38111(the "Main Case Docket"). The Main Case Docket can be accessed through the website maintained by the United States Bankruptcy Court for the Southern District of New York http://www.nysb.uscourts.gov. An unofficial version of the docket is accessible by selecting the "Docket" link at the top of this page.



Case Information

Section 341 Meeting of Creditors

Pursuant to section 341 of the Bankruptcy Code, the United States Trustee for the Southern District of New York (the “United States Trustee”) has scheduled a meeting of creditors to be held at 10:00 a.m. (ET), on January 20, 2012 at the Office of the United States Trustee, 355 Main Street, First Floor, Poughkeepsie, New York, 12601.

Debtors

Lead Debtor:
Case No: 11-38111  Dynegy Holdings, LLC

Related Debtors:
Case No: 11-38107  Dynegy Roseton, L.L.C.
Case No: 11-38108  Dynegy Danskammer, L.L.C.
Case No: 11-38109  Hudson Power, L.L.C.
Case No: 11-38110  Dynegy Northeast Generation, Inc.

Claim Form

Proof of Claim Forms

The deadline for filing of proofs of claim against the Debtors in these cases has been set by the Bankruptcy Court as follows:

General Bar Date: February 24, 2012 at 5:00 p.m. (prevailing Eastern Time)

Governmental Units (as defined in section 101(27) of the Bankruptcy Code): May 7, 2012 at 5:00 p.m. (prevailing Eastern Time)

Completed forms can be sent to the following addresses:

If by First-Class Mail:
Dynegy Holdings, LLC Claims Processing Center
c/o Epiq Bankruptcy Solutions, LLC
FDR Station, P.O. Box 5069
New York, NY 10150-5069

If by Hand Delivery or Overnight Mail:
Dynegy Holdings, LLC Claims Processing Center
c/o Epiq Bankruptcy Solutions, LLC
757 Third Avenue, 3rd Floor
New York, NY 10017

A blank proof of claim form can be obtained here.

Key Professionals

Debtors' Counsel

Sidley Austin LLP
One South Dearborn Street
Chicago, IL 60603
http://www.sidley.com
Phone: (312) 853-7000
Fax:     (312) 853-7036
Attn: Matthew A. Clemente, Esq.
         Paul S. Caruso, Esq.
         Brian J. Lohan, Esq.

Official Committee of Unsecured Creditors Counsel

Akin Gump Strauss Hauer & Feld LLP
One Bryant Park
New York, NY 10036
http://www.akingump.com
Phone: (212) 872-1000
Fax:     (212) 872-1002
Attn: Ira S. Dizengoff
         Michael S. Stamer
         Arik Preis

Official Committee of Unsecured Creditors

Pursuant to Docket #85, the following creditors have been appointed to the Official Committee of Unsecured Creditors in these cases by the Office of the United States Trustee:

U.S. Bank National Association
60 Livingston Avenue, EP-MN-WSID
St. Paul, MN 55107-2292
Phone: (651) 495-3961
Fax:     (651) 495-8100
Attn: Pamela J. Wieder


Roseton OL, LLC
The Nemours Building
1007 Orange St, Suite 1469
Wilmington, DE 19801
Phone: (302) 472-7412
Fax:     (302) 472-7216
Attn: Scott Jennings


Central Hudson Gas & Electric Corporation
284 South Avenue
Poughkeepsie, NY 12601
Phone: (845) 486-5831
Fax:     (845) 486-5782
Attn: Paul A. Colbert


Wilmington Trust, National Association
1100 N. Market Street
Wilmington, DE 19890
Phone: (302) 651-8681
Fax:     (302) 651-8882
Attn: Steven Cimalore


Wells Fargo Bank, N.A
45 Broadway, 12th Floor
New York, NY 10006
Phone: (212) 515-5258
Fax:     (866) 524-4681
Attn: James R. Lewis



U.S. Trustee

Office of the United States Trustee, Southern District of New York
74 Chapel Street
21st Floor
Albany, NY 12207
Phone: (518) 434-4553
Fax:     (518) 434-4459

Frequently Asked Questions

General Chapter 11 FAQ

  1. What did Dynegy announce?
    Dynegy announced today that Dynegy Holdings, LLC (DH), its direct, wholly owned subsidiary, and four of DH’s wholly owned subsidiaries have filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Southern District of New York, Poughkeepsie Division (the “Court”).

    The DH subsidiaries included in the filing are Dynegy Northeast Generation, Inc., Hudson Power, L.L.C., Dynegy Danskammer, L.L.C. (Danskammer) and Dynegy Roseton, L.L.C. (Roseton).

    In addition, the Debtors announced that they were able to reach an agreement on the terms of a proposed financial restructuring with holders of an aggregate amount of approximately $1.4 billion of Dynegy Holdings’ unsecured notes. The Debtors will seek to implement the terms of the restructuring through a chapter 11 plan of reorganization.

    Not included in the filing, and not subject to the requirements of the U.S. Bankruptcy Code, are: Dynegy Inc., Dynegy Coal Holdco, LLC and its indirect, wholly owned subsidiary, Dynegy Midwest Generation, LLC, as well as numerous subsidiaries of DH, including Dynegy Power LLC and all its subsidiaries.


  2. What does Chapter 11 bankruptcy mean?
    Chapter 11 is the section of the United States Bankruptcy Code that regulates corporate reorganizations to become financially stronger. A Chapter 11 filing is a legal and financial process designed to help companies continue to operate while they develop plans to reorganize their finances. Chapter 11 permits, and even encourages, daily business operations to continue as usual.

    Filing for Chapter 11 for these select five subsidiaries enables us to address the public note debt at Dynegy Holdings, LLC, and burdensome leases at Danskammer and Roseton by working with our bondholders and other stakeholders through the Chapter 11 legal process. Chapter 11 does not mean liquidating assets, stopping operations and going out of business. With Chapter 11, the company continues to operate with little interruption to the normal course of business. Dynegy Inc. (DI) is not going out of business as a result of this filing, nor are Roseton and Danskammer stopping operations at this time. However, we have requested the bankruptcy court to allow us to reject our leases of the Roseton and Danskammer facilities, and only plan to operate them as long as necessary to comply with applicable regulatory requirements.


  3. Which entities filed for bankruptcy?
    Dynegy Holdings, LLC (DH), Dynegy Northeast Generation, Inc. (DNE), Hudson Power, L.L.C., Dynegy Danskammer, L.L.C. (Danskammer) and Dynegy Roseton, L.L.C. (Roseton) filed voluntary petitions for reorganization under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court in Poughkeepsie, New York. These are the only entities impacted by the filing. The rest of this FAQ document will use the term “Debtors” to talk about the filing entities.


  4. Does this mean that Dynegy Inc. is going out of business?
    It’s important to realize that Dynegy Inc. did not file Chapter 11. The entities that filled Chapter 11 are direct and indirect subsidiaries of Dynegy Inc. Dynegy Inc. is the entity that is listed on the New York Stock Exchange. All of Dynegy’s other plants are running in a business as usual manner and are not directly impacted by DH’s bankruptcy filing.


  5. How long will the filing entities be in Chapter 11?
    At this point it is too early to tell -- our objective is to exit bankruptcy as quickly as possible.

Post Confirmation FAQ

  1. When was the Plan of Reorganization confirmed?
    On September 10, 2012, the Bankruptcy Court entered an order confirming the Debtors’ Plan of Reorganization. The Plan will become effective once all the post-confirmation conditions have been met, which is expected to occur on or prior to October 1, 2012.


  2. When is the Effective Date?
    The Plan will become effective upon satisfaction of all outstanding closing conditions. The Company expects that the Plan will be effective soon and will publicly announce when it has filed the notice of the effective date with the Court. We expect this to happen on or prior to October 1, 2012.


  3. What happens after the Effective Date?
    After the effective date, creditors and others who are entitled to distributions under the Plan will receive their new securities and cash payments as described in the Plan.


  4. Now that the Debtors have confirmed a Plan of Reorganization, is the bankruptcy case closed?
    No. The bankruptcy cases will remain open as the Company’s professionals continue to reconcile claims in the cases and complete the Chapter 11 process. Also, the Plan does not apply to Dynegy Northeast Generation, Inc. and its subsidiaries that own the Roseton and Danskammer facilities. Those entities will remain in bankruptcy.


  5. I am a Supplier, what will my terms be going forward now that the Company is emerging out of bankruptcy?
    Terms for suppliers will remain the same as they were in bankruptcy.


  6. Will I receive a distribution on account of my claim?
    Creditors and others who are entitled to distributions under the Plan will receive their new securities and cash payments as described in the Plan.


  7. What is an Omnibus Objection?
    An Omnibus Objection is an objection to a collection of claims by the Debtors filed with the court. Some claims by Debtors may be addressed through individual Objections rather than being grouped into an Omnibus Objection. Notices of the Objection are mailed to those whose claims are being objected to 30 days prior to the Omnibus Hearing date or individual Hearing date, as the case may be. At the Hearings, the Objections can be approved. There will always be a deadline for creditors to respond to objections prior to the Hearing Date. Certain claims may have already been addressed at Hearings conducted prior to the Effective Date.


  8. What is the procedure for requesting a copy of the Omnibus Objection with all Exhibits?
    To view copies of the Omnibus Objections including all Exhibits, visit the Debtors’ restructuring website at http://dm.epiq11.com/dyi or at http://dm.epiq11.com/dhl.


  9. I have concerns about my pension. Do you have any information?
    Unfortunately, we cannot give out any information about pension plans. If you have concerns, you should contact the Pension Benefit Guaranty Corporation (the “PBGC”) at 1 800 400-7242 or the Dynegy Total Rewards Hotline at 1-800-611-4488.


  10. What about my retirement funds?
    Unfortunately, we cannot provide any legal advice. In addition, we cannot predict the future solvency of individual retirement funds.


  11. How do I change my address?
    Address changes can be requested by sending a written request to our Noticing Agent, Epiq, at 757 Third Avenue, 3rd Floor, New York, NY 10017


  12. Who are you, and who do you work for? Who pays you?
    We are an independent company that has been selected to be the Notice and Claims Agent in this Bankruptcy. Our selection was a matter of mutual agreement on the part of all parties involved in the action, and with approval of the Court. Therefore, we are an agent of the Court, and our primary function is to send out notices, and record claims. As to who actually pays our fees, we consider that information of a proprietary nature.


  13. Who will own the Company post confirmation?
    The Plan provides that DH's unsecured creditors would receive common equity representing a 99% stake in the reorganized company at emergence, and Dynegy’s stockholders receive 1.0% of the fully-diluted common stock of the reorganized company, and 5-year warrants to purchase 13.5% of the common stock of the reorganized company (on a fully-diluted basis) to be exercisable at an equity value for the reorganized company of $4 billion..


  14. When will I get my distribution?
    The Company is currently reconciling all the claims filed in the case. The process of making distributions to creditors is expected to start on the effective date.


  15. What happens to the company stock?
    The current outstanding common stock will be cancelled and new common stock will be issued. The company is in the process of obtaining necessary approvals to list the new common stock and warrants on the New York Stock Exchange (NYSE) in order to resume trading shortly after the new common stock (DYN) and warrants (DYNw) are issued.

  16. Will my brokerage accounts be automatically adjusted to show the number of new Dynegy stock plus the warrants?
    The accounts of holders of Dynegy’s old common stock who are entitled to new stock and/or warrants will be automatically exchanged for the appropriate number of shares and/ or warrants.


  17. Is the target timing for NYSE listing simultaneous with issuance of the new common stock/warrants?
    The current outstanding common stock will be cancelled and new common stock will be issued. The company is in the process of obtaining necessary approvals to list the new common stock and warrants on the New York Stock Exchange (NYSE) in order to resume trading shortly after the new common stock (DYN) and warrants (DYNw) are issued.


  18. Is there a cusip number for the new common stock/warrants?
    New Common Stock 26817R 108 and warrants 26817R 116.


  19. Will the new equity/warrants be certificated?
    No, they will be held in book entry form.


  20. Will transfers settle via DTC?
    Yes


  21. Book entry on the company’s books and records?
    Yes


  22. I hold a certain security. What will I receive?
    Click here to review what you will receive.


  23. I am Dynegy shareholder and my distribution is different than I was expecting. Why?
    Each share of Old Dynegy Common Stock as of the date of the exchange shall be entitled to receive 0.008139 shares of New Common Stock and 0.127030 Warrants, subject to the rounding provisions set forth in the Joint Plan. No distributions of fractional securities will be made. Fractional securities shall be rounded to the nearest whole unit (with any amount equal to or less than one-half security to be rounded down). As a result of the application of the above conversion rates and rounding, some holders of Old Dynegy Common Stock will not receive any Warrants and/or New Common Stock. Pursuant to the Joint Plan, this is the only distribution to be made to holders of Old Dynegy Common Stock.

    Holders of Old Dynegy Common Stock with fewer than 62 shares will not receive any shares of New Common Stock but may receive Warrants depending on the number of Old shares held.


Supplier FAQ

  1. Will suppliers continue to be paid for goods and services they provide to Dynegy Inc. and the other non-filing entities?
    Yes. Dynegy Inc. and the other non-filing entities did not file for bankruptcy and will continue to pay suppliers for goods and services provided through our normal processes.


  2. Will suppliers continue to be paid for goods and services they provide to the Debtors?
    The U.S. Bankruptcy Code gives administrative priority to claims for goods delivered and services provided after the Chapter 11 filing.

    Suppliers who provided goods or services to the Debtors prior to the Chapter 11 filing may have what are referred to as “pre-petition claims.” Under federal law, any such claims (i.e., those received before the Company filed for Chapter 11) are frozen and cannot be paid without specific authorization from the Bankruptcy Court. We regret the hardship or inconvenience that this may cause your company. If you have such pre-petition claims, you will be receiving additional information from the Company’s claims agent at a later date.


  3. I believe that I have a pre-petition claim with one of the Debtor Entities. What should I do?
    At the moment, you don’t need to do anything. Once the Bankruptcy Court has confirmed the procedures and deadlines for filing claims, you will receive a proof-of-claim form and instructions on how to file the form with the Company. We have worked and will continue to work to identify all vendors who may have claims outstanding at the time of filing and they will be notified of the claims filing process by our claims agent. You are welcome download the form now from the “Claim Form” tab on this site.


  4. I am a supplier to the Debtors. Will I need a claim form, or will I automatically be paid for the outstanding, pre-petition amount owed to me?
    The Company will make an effort to list all of its creditors in a filing with the Bankruptcy Court. Suppliers on this list will be receiving a claim form from the Company’s claims agent, with instructions about how to file a claim. A claim form is also available on the “Claim Form” tab on this site.


  5. I am a supplier to the Debtors. Why can’t the Company pay me what I am owed?
    U.S. bankruptcy law generally prohibits the payment of all unpaid invoices incurred before the Company filed for Chapter 11.


  6. I am a supplier to the Debtors. Why should I continue to provide you with goods and services if I have pre-petition claims?
    We regret the hardship or inconvenience that our Chapter 11 filing may cause you. However, it is important to understand that under U.S. bankruptcy law, suppliers are required to fulfill all contractual obligations to the filing entities. In addition, we value our relationship with you, and we think it makes good sense for us to continue to work together.

    We are permitted and fully intend to pay, under the normal terms of our relationship, for all goods and services you provide after the Chapter 11 filing. Claims for such “post-petition” goods and services receive high priority in Chapter 11 cases.


  7. I am a supplier to the Debtors. What is my current balance? What is my pre-petition balance?
    We cannot provide current balances outstanding at this point because we are in the process of reviewing all of our records and separating pre- and post-petition invoices. At this time, we are not allowed to discuss pre-petition balances. However, within the next month or two, we will be filing with the Court a “Schedule of Assets and Liabilities.” In this document, we will list balances we believe are owed to our creditors. If you have further questions about this, please contact your company’s legal advisor.


  8. I am a supplier to the Debtors. Can’t you just give me some idea of how much I will get paid on the past bills?
    Our relationship with our suppliers is key to the future success of the Company, and we greatly appreciate your business. While we cannot promise what the amount of payout will be on your claims, you can be sure that the Company will do everything it can to achieve the maximum recovery for all creditors.


  9. I am a supplier to the Debtors. Will you attempt to negotiate new terms now that you’re in Chapter 11?
    At this point in the process, no decision has been reached. We currently expect to continue to purchase goods and services under the same terms and conditions as before. However, we will continue to review our overall supplier relationships in the normal course of business.


  10. I am a supplier to the Debtors. If you can’t pay me for pre-petition invoices, what assurances can you provide that I will be paid for post-petition goods and services?
    All claims for goods and services delivered on or after the bankruptcy date are considered administrative claims under U.S. bankruptcy law. This means that the filing entities are allowed (and indeed obligated) to pay you in full and according to terms. Additionally, the filing entities believe that they have sufficient liquidity and cash to fund their operations, including payment for goods and services provided after the filing.


  11. I am a supplier to the Debtors. When will I receive payment for goods delivered after the bankruptcy date?
    All goods delivered after the bankruptcy date will be paid according to your established terms.


  12. I am a supplier to the Debtors. What if I only want to be paid cash on delivery?
    It is our intention to continue to do business under normal credit terms for goods and services provided after the filing.


  13. I am a supplier to the Debtors. Can I take back my goods?
    No. We understand your frustration, but bankruptcy law prohibits a seller from repossessing goods after a purchaser has filed for Chapter 11.


  14. I am a supplier to the Debtors. Can I raise my product prices?
    The automatic stay provision, which is associated with Chapter 11 filings, prevents you from raising your prices in an effort to recoup pre-petition claims. Should you have a business reason to raise prices other than the Company’s filing itself, you can communicate with your usual contact at Dynegy Inc. or one of the filing entities. He or she will collect the requisite information from you and determine if a price change can be approved.

Employee and Retiree FAQ

  1. I am an employee of Dynegy Northeast Generation, what happens to my retirement benefits (pension and 401(k))?

  2. U.S. federal law protects the funds in 401(k) savings plans from the claims of the company’s creditors. All individual 401(k) accounts are set up in the individual employee’s name and the assets in those accounts are held in trust. This means that the company cannot use these assets to meet its other obligations or to pay its debts.

    The status of the defined benefit pension plans administered by the company has generally not changed as a result of the Chapter 11 filing at this time. Defined benefit pension plans are not automatically terminated when an employer files for protection under Chapter 11. In fact, qualified defined benefit pension plans cannot be terminated unless they meet the standards for termination set out by U.S. federal law, and a decision to seek to terminate a defined benefit pension plan would have to comply with those standards.

    Please do note, however, that IRS rules prohibit certain forms of distribution, such as lump sums, from being made from the Dynegy Inc. Retirement Plan and the Dynegy Northeast Generation, Inc. Retirement Income Plan during the period that DNE is a debtor under Chapter 11. If you terminate employment and desire to take a distribution from one of these pension plans at that time, you will receive additional information regarding what forms of payment are available during this period.

    Further, while U.S. federal law protects qualified defined benefit pension plans from certain retroactive changes to plan benefits, it is possible that there could be changes to the defined benefit pension plans in the future. Any such changes would be announced as appropriate. Changes to plans covering union employees are subject to bargaining. The Pension Benefit Guaranty Corporation also provides protection for defined benefit pension programs.

Useful Links

Debtor's Website: http://www.dynegy.com

Website Information

An unofficial version of the docket can be accessed through this website by selecting "Docket" link at the top of this page. In addition, from time to time, certain key documents filed in this case or otherwise made available by the Debtor will be available by selecting the "Key Documents" link above. Should you have any questions relating to this website, please feel free to contact us at 646.282.2400.

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