Buffett’s Oncor deal faces possible Elliott bid

Bloomberg

Berkshire Hathaway Inc. may face a challenge from bondholders led by Elliott Management Corp. to its $9 billion all-cash deal for Texas utility Oncor Electric Delivery Co.
Billionaire investor Paul Singer’s Elliott, the biggest creditor of Oncor’s bankrupt parent Energy Future Holdings Corp., may seek to put together a rival bid, according to a person with knowledge of the matter. The hedge fund is considering joining with some existing creditors and other strategic infrastructure funds for a counteroffer. Elliott’s plan may entail converting debt in the company to equity, said the person, who asked not to be identified because the discussions are private.
“Elliott might try to woo creditors with better recovery terms than Berkshire, but investors may just want closure as this process has dragged on for quite some time,” Bloomberg Intelligence analyst Stacy Nemeroff said.
A representative for Elliott declined to comment on the potential offer. Berkshire Hathaway Energy declined to comment on whether it had held any discussions with Elliott. Oncor also declined to comment.
The energy unit of Warren Buffett’s Berkshire Hathaway became the third company to try to buy Oncor, a takeover that’s key to ending the bankruptcy of Energy Future, which began in April 2014. Just a week ago, Texas regulators rejected NextEra Energy Inc.’s $18.4 billion bid to buy Oncor for a third time. Last year, it quashed an offer from Hunt Consolidated Inc.
Unsecured creditors are getting a raw deal in the Berkshire Hathaway proposal compared with the previous offer from NextEra, according to CreditSights analyst Andy DeVries. “Buffett may meet with the unsecured creditors and hear them out,” DeVries said. “But there’s no way they’ll get a deal that pays them as much as NextEra was willing to pay.”
Last month, Elliott’s bid to pursue a reorganization plan for Energy Future appeared to stall when the company rejected the hedge fund’s attempt to help refinance $5.5 billion in debt that matured at the end of June. Instead Energy Future won court permission to pay fees to extend the maturity of that debt.
Elliott had sued Energy Future in May seeking court rulings that would make it easier for the firm to negotiate a takeover of Oncor.
Key court hearings related to that lawsuit were put off, preventing Elliott from pressing its case for a quick ruling. Not initially an investor in the company’s debt, according to its bankruptcy filings, Elliott accused it of failing to pursue restructuring alternatives even as its deal with NextEra fell through.
Elliott holds around $782 million in first lien notes, $921 million in second lien notes, and $1.16 billion in PIK notes, according to a May 11 court filing.