SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported)
August 31, 2012 (August 30, 2012)
DYNEGY HOLDINGS, LLC
(Exact name of registrant as specified in its charter)
(Registrants telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events.
As previously disclosed, on November 7, 2011, Dynegy Holdings, LLC (DH) and four of its wholly-owned subsidiaries, Dynegy Northeast Generation, Inc., Hudson Power, L.L.C., Dynegy Danskammer, L.L.C. and Dynegy Roseton, L.L.C., filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code (the Bankruptcy Code) in the United States Bankruptcy Court for the Southern District of New York, Poughkeepsie Division (the Bankruptcy Court), thereby commencing cases (the DH Chapter 11 Cases) that are being jointly administered under case no. 11-38111. As also previously disclosed, on June 18, 2012, DH filed with the Bankruptcy Court a Modified Third Amended Chapter 11 Plan of Reorganization (the Plan) for DH proposed by DH and Dynegy Inc. (Dynegy, and, together with DH, the Plan Debtors) and a related disclosure statement (the Disclosure Statement) with the Bankruptcy Court. On July 3, 2012, the Bankruptcy Court entered an order approving the Disclosure Statement in the DH Chapter 11 Cases. As also previously disclosed, on July 6, 2012, Dynegy filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code in the Bankruptcy Court, thereby commencing a case (the Dynegy Chapter 11 Case) that is being administered under case no. 12-36728. On July 10, 2012, the Bankruptcy Court approved the Disclosure Statement in the Dynegy Chapter 11 Case. The orders approving the Disclosure Statement in the DH Chapter 11 Cases and the Dynegy Chapter 11 Case allowed Dynegy and DH to modify the Plan and the Disclosure Statement such that they constitute a plan of reorganization and disclosure statement for both DH and Dynegy, each as debtors thereunder, and to modify the Plan solicitation materials such that they reflect the commencement of the Dynegy Chapter 11 Case, and allowed Dynegy and DH to begin soliciting creditor votes on the Plan.
The Plan Debtors made the permitted modifications to the Plan (as amended, the Joint Plan) and Disclosure Statement (as amended, the Joint Disclosure Statement), and on July 12, 2012, the Plan Debtors filed the Joint Plan and Joint Disclosure Statement with the Bankruptcy Court in their respective Chapter 11 Cases. As previously disclosed, the creditors voted in support of the Joint Plan. The Joint Plan is subject, among other things, to confirmation by the Bankruptcy Court and the confirmation hearing is scheduled for September 5, 2012.
On August 14, 2012, and pursuant to the Joint Plan, the Plan Debtors filed with the Bankruptcy Court the forms of certain documents (the Plan Documents), including the Schedule of Assumed and Assigned Executory Contracts and Unexpired Leases, which was furnished as Exhibit 99.7 on the Current Report on Form 8-K of Dynegy Inc. and Dynegy Holdings, LCC, filed with the SEC on August 15, 2012, file number 001-33443.
On August 30, 2012, the Plan Debtors filed with the Bankruptcy Court a revised Schedule of Assumed and Assigned Executory Contracts and Unexpired Leases (the Revised Schedule), a copy of which is attached hereto as Exhibit 99.1. A copy of the Revised Schedule is also publicly available and may be accessed free of charge at the websites maintained by the Plan Debtors claims agent at http://dm.epiq11.com/DHL or http://dm.epiq11.com/DYI. The information set forth on the foregoing websites shall not be deemed to be part of or incorporated by reference into this Form 8-K.
The Plan Debtors recommend that holders of claims refer to the limitations and qualifications included in the Joint Plan and the Joint Disclosure Statement, as applicable, with respect to the information contained therein. Information contained in the Joint Plan and the Joint Disclosure Statement is subject to change, whether as a result of further amendments to the Joint Plan, actions of the Bankruptcy Court, or otherwise.
The Revised Schedule shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not otherwise subject to the liabilities of that section, and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.