ONCOR ELECTRIC DELIVERY HOLDINGS COMPANY LLC ONCOR ELECTRIC DELIVERY COMPANY LLCOncor Letter Agreement • July 7th, 2017 • Berkshire Hathaway Energy Co • Electric, gas & sanitary services • Texas
Reference is made to that certain Agreement and Plan of Merger dated July 7, 2017 (the “Merger Agreement”), by and among (i) Energy Future Holdings Corp., a Texas corporation (the “Company”), (ii) Energy Future Intermediate Holding Company LLC, a Delaware limited liability company (“EFIH”), (iii) Berkshire Hathaway Energy Company (“Parent”), (iv) O.E. Merger Sub Inc., a Delaware corporation (“EFH Merger Sub”), (v) O.E. Merger Sub II, LLC, a Delaware limited liability company (“EFIH Merger Sub”) and (vi) O.E. Merger Sub III, LLC a Delaware limited liability company (“Oncor Holdings Merger Sub” and, together with EFH Merger Sub and EFIH Merger Sub, the “Merger Subs” and the Merger Subs together with Parent, “Purchasers”), which agreement has been approved by the board of directors of the Company, the board of managers of EFIH, the board of directors of Parent and the managers of the Merger Subs and will be submitted for approval by the United States Bankruptcy Court for the District of D
AGREEMENT AND PLAN OF MERGER By and among BERKSHIRE HATHAWAY ENERGY COMPANY, ENERGY FUTURE INTERMEDIATE HOLDING COMPANY LLC, and ENERGY FUTURE HOLDINGS CORP. Dated as of July 7, 2017Merger Agreement • July 7th, 2017 • Berkshire Hathaway Energy Co • Electric, gas & sanitary services • Delaware
This AGREEMENT AND PLAN OF MERGER (as hereinafter amended, modified or changed from time to time in accordance with the terms hereof, this “Agreement”), dated as of July 7, 2017, is by and among Energy Future Holdings Corp., a Texas corporation (the “Company”), Energy Future Intermediate Holding Company LLC, a Delaware limited liability company (“EFIH”), Berkshire Hathaway Energy Company, an Iowa corporation (“Parent”), O.E. Merger Sub Inc., a Delaware corporation and direct wholly owned subsidiary of Parent (“EFH Merger Sub”), O.E. Merger Sub II, LLC, a Delaware limited liability company and direct wholly owned subsidiary of EFH Merger Sub (“EFIH Merger Sub”), and O.E. Merger Sub III, LLC, a Delaware limited liability company and direct wholly owned subsidiary of EFIH Merger Sub (“Oncor Holdings Merger Sub” and together with EFH Merger Sub and EFIH Merger Sub, the “Merger Subs”).
