Debtor-In-Possession Borrowing Facility and Long-Term Debt Not Subject to Compromise (Tables)

9 Months Ended

Sep. 30, 2015

Debtor-In-Possession Borrowing Facilities [Abstract]

Schedule of Line of Credit Facilities

The TCEH DIP Facility and related available capacity at September 30, 2015 are presented below. Borrowings are reported in the condensed consolidated balance sheets as borrowings under debtor-in-possession credit facilities. In the September 30, 2015 condensed consolidated balance sheet the borrowings under the TCEH DIP Facility are reported as current liabilities since the maturity date of the facility was May 2016 as of such date. In October 2015, the TCEH Debtors paid an $8 million extension fee and extended the maturity date of the TCEH DIP Facility to the earlier of (a) November 2016 or (b) the effective date of any reorganization plan of TCEH. The terms of the facility were otherwise unchanged by the extension. In September 2015, the TCEH Debtors extended their use of cash collateral to the earlier of (a) the effective date of a plan of reorganization or (b) 60 days following termination of the Debtors' Plan Support Agreement, provided that the TCEH Debtors do not otherwise cause an event of default under the cash collateral order.

	September 30, 2015
TCEH DIP Facility	Facility Limit		Available Cash Borrowing Capacity		Available Letter of Credit Capacity
TCEH DIP Revolving Credit Facility (a)	$	1,950	$	1,950	$	—
TCEH DIP Term Loan Facility (b)	1,425		—		436
Total TCEH DIP Facility	$	3,375	$	1,950	$	436

___________

(a) Facility used for general corporate purposes. No amounts were borrowed at September 30, 2015. Pursuant to an order of the Bankruptcy Court, the TCEH Debtors may not have more than $1.650 billion of TCEH DIP Revolving Credit Facility cash borrowings outstanding without written consent of the TCEH committee of unsecured creditors and the ad hoc group of TCEH unsecured noteholders or further order of the Bankruptcy Court.

(b) Facility used for general corporate purposes, including but not limited to, $800 million for issuing letters of credit.

Schedule of Long-term Debt Instruments

Long-Term Debt Not Subject to Compromise — Amounts presented in the table below represent pre-petition liabilities that are not subject to compromise due to the debt being fully collateralized or specific orders from the Bankruptcy Court approving repayment of the debt.

	September 30, 2015			December 31, 2014
EFCH
9.58% Fixed Notes due in annual installments through December 4, 2019 (a)	$	21		$	21
8.254% Fixed Notes due in quarterly installments through December 31, 2021 (a)	25			29
Unamortized fair value discount (b)	(2		)	(3		)
Total EFCH	44			47
TCEH
7.48% Fixed Secured Facility Bonds with amortizing payments through January 2017 (c)	13			25
7.46% Fixed Secured Facility Bonds with amortizing payments through January 2015 (c)	—			4
Capital lease obligations	40			44
Other	2			2
Unamortized discount	(1		)	(2		)
Total TCEH	54			73
Total EFCH consolidated	98			120
Less amounts due currently	(32		)	(35		)
Total long-term debt not subject to compromise	$	66		$	85

____________

(a) Approved by the Bankruptcy Court for repayment.

(b) Amount represents unamortized fair value adjustments recorded under purchase accounting.

(c) Debt issued by trust and secured by assets held by the trust.

	September 30, 2015			December 31, 2014
TCEH
Senior Secured Facilities:
TCEH Floating Rate Term Loan Facilities due October 10, 2014	$	3,809		$	3,809
TCEH Floating Rate Letter of Credit Facility due October 10, 2014	42			42
TCEH Floating Rate Revolving Credit Facility due October 10, 2016	2,054			2,054
TCEH Floating Rate Term Loan Facilities due October 10, 2017 (a)	15,710			15,710
TCEH Floating Rate Letter of Credit Facility due October 10, 2017	1,020			1,020
11.5% Fixed Senior Secured Notes due October 1, 2020	1,750			1,750
15% Fixed Senior Secured Second Lien Notes due April 1, 2021	336			336
15% Fixed Senior Secured Second Lien Notes due April 1, 2021, Series B	1,235			1,235
10.25% Fixed Senior Notes due November 1, 2015 (a)	2,046			2,046
10.25% Fixed Senior Notes due November 1, 2015, Series B (a)	1,442			1,442
10.50% /11.25% Senior Toggle Notes due November 1, 2016	1,749			1,749
Pollution Control Revenue Bonds:
Brazos River Authority:
5.40% Fixed Series 1994A due May 1, 2029	39			39
7.70% Fixed Series 1999A due April 1, 2033	111			111
7.70% Fixed Series 1999C due March 1, 2032	50			50
8.25% Fixed Series 2001A due October 1, 2030	71			71
8.25% Fixed Series 2001D-1 due May 1, 2033	171			171
6.30% Fixed Series 2003B due July 1, 2032	39			39
6.75% Fixed Series 2003C due October 1, 2038	52			52
5.40% Fixed Series 2003D due October 1, 2029	31			31
5.00% Fixed Series 2006 due March 1, 2041	100			100
Sabine River Authority of Texas:
6.45% Fixed Series 2000A due June 1, 2021	51			51
5.20% Fixed Series 2001C due May 1, 2028	70			70
5.80% Fixed Series 2003A due July 1, 2022	12			12
6.15% Fixed Series 2003B due August 1, 2022	45			45
Trinity River Authority of Texas:
6.25% Fixed Series 2000A due May 1, 2028	14			14
Unamortized fair value discount related to pollution control revenue bonds (b)	(103		)	(103		)
Other:
Other	1			1
Unamortized discount	(91		)	(91		)
Total TCEH	31,856			31,856
EFCH (parent entity)
Floating Rate Junior Subordinated Debentures, Series D due January 30, 2037	1			1
8.175% Fixed Junior Subordinated Debentures, Series E due January 30, 2037	8			8
Unamortized fair value discount (b)	(1		)	(1		)
Subtotal	8			8

	September 30, 2015			December 31, 2014
EFH Corp. pre-petition debt pushed down (c)
10.875% Fixed Senior Notes due November 1, 2017	16			16
11.25%/12.00% Senior Toggle Notes due November 1, 2017	14			14
Subtotal — EFH Corp. debt pushed down	30			30
Total EFCH (parent entity)	38			38
Deferred debt issuance and extension costs	(702		)	(702		)
Total EFCH consolidated notes, loans and other debt	$	31,192		$	31,192

____________

(a) As discussed below and in Note 14, principal amounts of notes/term loans totaling $382 million at both September 30, 2015 and December 31, 2014 were held by EFH Corp. and EFIH.

(b) Amount represents unamortized fair value adjustments recorded under purchase accounting.

(c) Represents 50% of the amount of these EFH Corp. securities guaranteed by, and pushed down to (pushed-down debt), EFCH (parent entity) per the discussion below under "Guarantees and Push Down of EFH Corp. Pre-Petition Debt."