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In re FirstEnergy Solutions Corp., et al.
Official Unsecured Creditors' Committee
Case No. 18-50757 (AMK) Jointly Administered

United States Bankruptcy Court, Northern District of Ohio
General Information:

On March 31, 2018, FirstEnergy Solutions Corp. and 6 affiliated debtors (collectively, the "Debtors") each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Northern District of Ohio. The cases are pending before the Honorable Judge Alan M. Koschik and are jointly administered under Case No. 18-50757.

On April 11, 2018, an Official Committee of Unsecured Creditors (the "Creditors' Committee") was appointed by the United States Trustee to represent the interests of the Debtors' unsecured creditors in these cases.

If you have questions or would like additional information, please contact the FirstEnergy Solutions Corp. Official Committee of Unsecured Creditors' toll-free information line at (866) 927-7076. International callers may dial (310) 751-2650. You may also click here to submit an inquiry online.

Click here to view the Debtors' Bankruptcy Information Webpage.

Global Settlement Documents

On August 26, 2018, the Official Committee of Unsecured Creditors reached a settlement with the Debtors, FirstEnergy Corp. and its non-debtor affiliates, the Ad Hoc Noteholders Group, and the Bruce Mansfield Certificateholders Group. A hearing to consider approval of the settlement is scheduled for September 25, 2018 at 10 a.m. (ET) before the U.S. Bankruptcy Court for Northern District of Ohio. Below you will find the affirmative pleadings with respect to the settlement agreement.


Motion of Debtors to Approve Settlement Among the Debtors, Non-Debtor Affiliates and Certain Other Settlement Parties Pursuant to 11 U.S.C. §§ 105, 363, 365 and 502 and Rule 9019 of the Federal Rules of Bankruptcy Procedure

Declaration of Charles M. Moore in Support of the Debtors' Motion to Approve Settlement Among the Debtors, Non-Debtor Affiliates and Certain Other Settlement Parties Pursuant to 11 U.S.C. §§ 105, 363, 365 and 502 and Rule 9019 of the Federal Rules of Bankruptcy Procedure

Hearing to be Held September 25, 2018 at 10:00 am (ET)
Notice of Motion of Debtors to Approve Settlement Among the Debtors, Non-Debtor Affiliates and Certain Other Settlement Parties Pursuant to 11 U.S.C. §§ 105, 363, 365 and 502 and Rule 9019 of the Federal Rules of Bankruptcy Procedure

Important Dates, Deadlines & Documents

December 11, 2018
(10:00 a.m. ET)

November 13, 2018
(10:00 a.m. ET)

November 7, 2018
(2:00 p.m. ET)

October 16, 2018
(1:00 p.m. ET)

October 15, 2018
(5:00 p.m. ET)

October 2, 2018
(10:00 a.m. ET)

September 21, 2018
(10:00 a.m. ET)

September 11, 2018
(10:00 a.m. ET)

August 28, 2018
(2:30 p.m. ET)

August 23, 2018
(5:00 p.m. ET)

August 13, 2018
(10:00 a.m. ET)

August 10, 2018
(9:30 a.m. ET)

August 3, 2018
(10:00 a.m. ET)

July 31, 2018
(9:30 a.m. ET)

July 13, 2018
(10:00 a.m. ET)

July 9, 2018
(3:00 p.m. ET)

July 5, 2018
(2:00 p.m. ET)

June 26, 2018
(1:30 p.m. ET)

June 8, 2018
(1:30 p.m. ET)

May 30, 2018
(1:00 PM ET)

(1) Rescheduled From August 14, 2018
(2) Rescheduled From August 21, 2018

Written Opinions

FirstEnergy Solutions Corp., et al v. Federal Energy Regulatory Commission, et al., Adv. Pro No. 18-05021, Memorandum Decision Supporting Order Granting Preliminary Injunction dated May 18, 2018 [Adv. Docket No. 125]

On May 11, 2018, Judge Koschik granted a preliminary injunction against the Federal Energy Regulatory Commission (“FERC”) at the request of debtors FirstEnergy Solutions Corp. and FirstEnergy Generation, LLC; on May 18, 2018, Judge Koschik issued a written decision explaining the reasons for the ruling. The injunction bars FERC from issuing orders that would require the debtors to continue performing under ten specified executory contracts – including power purchase agreements and a multiparty intercompany power agreement – that the debtors have asked for permission to reject in the chapter 11 cases. The debtors estimate that it would cost them nearly $765 million (on an undiscounted basis) to continue performing for the duration of the contracts’ terms, and thus sought a ruling in the bankruptcy court that FERC is prohibited from effectively depriving the debtors of the ability to reject the contracts and realize substantial savings. Judge Koschik held that the automatic bankruptcy stay bars FERC from taking regulatory action that would require performance by the debtors under the contracts in question. Judge Koschik further held that, regardless of the automatic stay, a preliminary injunction was warranted because rejection of executory contracts is an important statutory right in bankruptcy, which FERC cannot unilaterally deny the debtors. Judge Koschik recognized that if the executory contracts were rejected, the counterparties would be entitled to general unsecured claims in the chapter 11 cases for damages caused by the debtors’ breaches; but if FERC were to require the debtors to continue performing, this would “elevate the general unsecured claims created by such rejections to administrative expense priority, contrary to the priority scheme Congress established in the Bankruptcy Code.”

Meeting of Creditors

The meeting of creditors pursuant to section 341 of the Bankruptcy Code (the "Meeting of Creditors") was held on May 30, 2018 at 01:00 PM (ET) at the location listed below. Please click here to view the Notice of Chapter 11 Bankruptcy Case.

455 John F. Seiberling Federal Building
US Courthouse
2 South Main Street
Akron, OH 44308

Rule 9001(5) of the Federal Rules of Bankruptcy Procedure requires that a representative of the Debtors appear at the Meeting of Creditors for the purpose of being examined under oath by a representative of the Office of the United States Trustee and by any interested parties that attend the meeting. Creditors are welcome, but not required, to attend the meeting. The Meeting of Creditors may be continued or adjourned by notice at the meeting, without further written notice to creditors.

Parties & Addresses


United States Bankruptcy Court for the Northern District of Ohio
John F. Seiberling Federal Building Courthouse
455 U.S. Courthouse
2 South Main Street
Akron, OH 44308
T: (330) 252-6100
https://www.ohnb.uscourts.gov


FirstEnergy Solutions Corp. Claims Processing Center
c/o Prime Clerk LLC
830 3rd Avenue, 3rd Floor
New York, NY 10022
T: (855) 934-8766


Please file proof(s) of claim, if any, via US Mail or other hand delivery system. Facsimile and other electronic delivery methods are not acceptable.  You must file an originally executed proof of claim.  If you would like a copy of your claim returned to you as proof of receipt, please enclose an additional copy and a self-addressed postage-paid envelope.

Attorneys' Addresses

Dennis F. Dunne
Evan R. Fleck
Milbank, Tweed, Hadley & McCloy LLP
28 Liberty Street
New York, NY 10005
T: (212) 530-5567
F: (212) 822-5567
https://www.milbank.com


Andrew M. Leblanc
Aaron L. Renenger
Milbank, Tweed, Hadley & McCloy LLP
1850 K Street, NW, Suite 1100
Washington, DC 20006
T: (202) 835-7505
F: (202) 263-7505
https://www.milbank.com


Lawrence E. Oscar
Daniel A. DeMarco
Christopher B. Wick
Rocco I. Debitetto
Hahn Loeser & Parks LLP
200 Public Square, Suite 2800
Cleveland, OH 44114
T: (216) 621-0150
F: (216) 241-2824
https://www.hahnlaw.com


Ira Dizengoff
Lisa Beckerman
Brad Kahn
Akin Gump Strauss Hauer & Feld LLP
One Bryant Park
Bank of America Tower
New York, NY 10036
T: (212) 872-1000
F: (212) 872-1002
https://www.akingump.com


Scott Alberino
Kate Doorley
Akin Gump Strauss Hauer & Feld LLP
1333 New Hampshire Avenue, N.W.
Washington, DC 20036
T: (202) 887-4000
F: (202) 887-4288
https://www.akingump.com


Marc B. Merklin
Kate A. Bradley
Bridget A. Franklin
Brouse McDowell LPA
388 South Main Street
Suite 500
Akron, OH 44311
T: (330) 535-5711
F: (330) 253-8601
https://www.brouse.com


Ms. Tiiara Patton
Office of The United States Trustee for Region 9
Howard M. Metzenbaum U.S. Courthouse
201 Superior Avenue East, Suite 441
Cleveland, OH 44114
T: (216) 522.7800
F: (216) 522.7193
https://www.justice.gov/ust-regions-r09


Andrew Scruton
FTI Consulting
3 Times Square, 9th Floor
New York, NY 10036
T: (212) 841-9369
http://www.fticonsulting.com


Mike Genereux
PJT Partners
280 Park Avenue
New York, NY 10017
T: (212) 364-7800
https://pjtpartners.com


Chapter 11 Overview

The United States Trustee

The Office of the United States Trustee is a branch of the Department of Justice. Its duties include, among others, monitoring the chapter 11 cases, monitoring the debtor-in-possession's operation of the business, ensuring that each debtor properly files its schedules, statements, and reports, reviewing applications for compensation and reimbursement of professionals, and monitoring for abuse and other illicit behavior by debtors, creditors, or other parties participating in the cases. The United States Trustee conducts a meeting of creditors, referred to as the "Section 341" meeting. At the inception of the case, the United States Trustee appoints a committee to represent general unsecured creditors.

The Official Committee

On April 11, 2018, the United States Trustee appointed an official committee of unsecured creditors (the “Committee”) to represent the general unsecured creditors in the chapter 11 cases of FirstEnergy Solutions Corp. and its affiliate debtors. The Notice of Appointment can be viewed by clicking here, through the Court’s docket here or via Prime Clerk’s website here. The United States Trustee’s selection of members is generally based upon the size of the members’ claims as listed by the debtors on their petition for relief and, occasionally, on the United States Trustee’s desire to appoint members from multiple constituencies (e.g. vendors, customers, unions, etc.).

The Committee serves as a monitor of the Debtors' activities and an advisor to its creditor constituents. The Committee's role in the chapter 11 process is multifaceted and includes, among other responsibilities, analyzing and reviewing information about the Debtors, monitoring the Debtors' activities and financial condition, and participating in the development and negotiation of a chapter 11 plan. The Committee is authorized to hire counsel and financial advisors to assist it in fulfilling its duties. It is important to note that counsel to the Committee does not represent individual unsecured creditors.

The staff of Kurtzman Carson Consultants LLC ("KCC”) is not permitted to give legal advice. Moreover, since counsel to the Committee does not represent each unsecured creditor individually, it would not be appropriate for the Committee's counsel to provide legal advice to each individual creditor.

General Questions and Answers

Q: What is the Official Committee of Unsecured Creditors?

A: The Official Committee of Unsecured Creditors is appointed by the United States Trustee to represent the interests of unsecured creditors in Chapter 11 bankruptcy cases.

Q: What is the role of the Official Committee of Unsecured Creditors?

A: The basic function of the Official Committee of Unsecured Creditors is to act as both watchdog of the Debtors and advisor to its unsecured creditor constituents. The general duties of the Official Committee of Unsecured Creditors are set forth in Bankruptcy Code section 1102. The Official Committee of Unsecured Creditors may, inter alia, employ legal counsel or other consultants and advisors, confer with the Debtors in the administration of the bankruptcy estates, conduct investigations into the Debtors' financial affairs, participate in formation of a plan of reorganization, and generally represent the interests of unsecured creditors.

Q: Who are the members of the Official Committee of Unsecured Creditors?

A: Please see the Notice of Appointment which can be viewed by clicking here, through the Court’s docket here or via Prime Clerk’s website here.

Q: Who is the judge presiding over these Chapter 11 cases?

A: These bankruptcy cases are assigned to the Honorable Alan M. Koschik, United States Bankruptcy Judge for the Northern District of Ohio. The telephone number for the United States Bankruptcy Court for the Northern District of Ohio is (330) 252-6100. The mailing address is: United States Bankruptcy Court for the Northern District of Ohio, U.S. Bankruptcy Court, John F. Seiberling Federal Building Courthouse, 455 U.S. Courthouse, 2 South Main Street, Akron, OH 44308.

Q: Who is the United States Trustee in these Chapter 11 cases?

A: The United States Trustee for these Chapter 11 cases is Tiiara Patton. She can be contacted at (216) 522-7800.

Q: What role does the United States Trustee play in these Chapter 11 cases?

A: The United States Trustee is a public official whose general responsibility is to ensure that the public interest is being properly served in the administration of bankruptcy cases. The United States Trustee has extensive duties, including, inter alia, monitoring the bankruptcy cases, ensuring that each debtor properly files its schedules and reports, and monitoring for abuse and other illicit behavior by debtors, creditors or other parties participating in the bankruptcy cases.

Q: Why am I receiving information about these Chapter 11 cases?

A: Certain notices (the "Notices”) have been sent to all potential creditors in these Chapter 11 cases. If you received a Notice, it is most likely because you have done business with one or more of the Debtors in the past. A complete list of all the Debtors can be found can be found clicking here.
For further information, you may wish to contact the Debtors' claims agent, Prime Clerk at (855) 934-8766.

Q: Do the Debtors conduct business under any other names? What are the names of all the Debtors in these Chapter 11 cases?

A: There are seven separate debtor companies being jointly administered in these bankruptcy cases. A complete list of all the Debtors can be found here.

Q: How do I get paid on my claim?

A: In order to be paid, a creditor must generally file a "proof of claim" by the applicable "bar date" (i.e. deadline).

Q: What is the deadline for filing a proof of claim?

A: The Bankruptcy Court has ordered that all general and government proofs of claim must be filed so that they are actually received by Prime Clerk, LLC (“Prime Clerk”), the noticing and claims agent retained in these chapter 11 cases on or before October 15, 2018, at 5:00 p.m., prevailing Eastern Time (the “General Bar Date” and "Government Bar Date").

Q: Where should I send my proof of claim?

A: Proofs of Claim must be actually received by Prime Clerk by the General Bar Date and Government Bar Date via either (a) electronic submission through the interface available here or (b) non-electronic means, such as U.S. Mail or other hand delivery system, to the following address:

FirstEnergy Solutions Corp. Claims Processing Center
c/o Prime Clerk LLC
850 3rd Avenue, Suite 412
Brooklyn, NY 11232
T: (855) 934-8766


Q: Have the Debtors filed their Schedules of Assets and Liabilities and Statements of Financial Affairs?

A: The Debtors filed their Schedules of Assets and Liabilities and Statements of Financial Affairs on May 15, 2015. These can be viewed by clicking here, through the Court’s docket here. or via Prime Clerk’s website here.

Q: How can I confirm that my proof of claim has been received?

A: To determine if the Debtors' claims agent, Prime Clerk has received your claim, please click here. Click on the link titled "Claims". If you have problems locating your claim on the website please contact the Debtors' claims agent, Prime Clerk at (855) 934-8766.

Note

Kurtzman Carson Consultants LLC ("KCC”) maintains this website at the direction of Milbank, Tweed, Hadley & McCloy LLP, counsel for the FirstEnergy Solutions Corp. Official Committee of Unsecured Creditors. KCC maintains this website for the public's convenience and, while KCC makes every attempt to ensure the accuracy of the information contained herein, this website is not the website of the United States Bankruptcy Court and does not contain the complete, official record of the Bankruptcy Court. All documents filed with the Court, including lists of the Debtors' assets and liabilities, are available for inspection at the Clerk of the Bankruptcy Court, Northern District of Ohio.