NEXTERA ENERGY INC acquires Oncor Electric Delivery (via reorganized Energy Future Holdings / EFIH)

NEXTERA ENERGY INC acquired Oncor Electric Delivery (via reorganized Energy Future Holdings / EFIH) for approximately $9.496 billion of NextEra-funded consideration (primarily cash, balance in NEE stock) for the ~80.03% indirect interest; transaction enterprise value reported around $18.7 billion, a transaction announced in July 2016, structured as combination. The deal was a Merger.

Oncor Electric Delivery (via reorganized Energy Future Holdings / EFIH) operates in Regulated electric transmission & distribution (Texas), is based in Texas (Oncor service territory). NextEra agreed to acquire 100% of the equity of reorganized Energy Future Holdings (EFH) and Energy Future Intermediate Holding Company (EFIH) — the indirect owner of about 80.03% of Oncor Electric Delivery Company, the largest regulated electric distribution and transmission system in Texas — as part of EFH's Chapter 11 plan of reorganization. NextEra later raised its commitment to acquire additional minority Oncor interests (see Texas Transmission Holdings). The deal was ultimately rejected by the Public Utility Commission of Texas in 2017 and abandoned.

The merger agreement provides that the consideration for the transaction funded by NEE will be $9.496 billion, which will be paid primarily in cash, with the balance in shares of NEE common stock; structured to extinguish all debt residing above Oncor at EFH and EFIH and provide certainty of value for EFH's creditors.

Oncor is the largest regulated electric T&D system in Texas — a large, stable, rate-regulated asset base; acquiring it out of bankruptcy offered a path to certainty of value for creditors. Extinguishment of all debt above Oncor at EFH/EFIH; financial strength for Oncor and its customers. Oncor would have operated as a NextEra-owned regulated utility in Texas (ring-fenced per PUCT requirements).

Advisory firms were not disclosed for this transaction.