Restructuring Update

Tuesday, November 20, 2018

We want to share an important update regarding our efforts to obtain court authorization to implement a key employee retention plan that would allow us to provide certain payments to a significant number of FENOC employees as we proceed toward decommissioning and shutting down our nuclear facilities, absent legislative relief.

We are pleased to report that we have filed an amended motion with the court for the 2018 KERP (KERP II) with additional justification based on the previous response from the court and with our latest proposal to the union for retention of some union employees. The amended motion included substantially all of the elements of the previously proposed plan with the addition of including a proposal to the unions that 414 represented employees be eligible for retention payments.

If granted and if the unions ratify proposed agreements attached to the filing, this would make 1,386 employees, more than 62% of FENOC workforce, eligible for payments under the plan. The maximum amount that would be paid to employees under the proposed plan is approximately $118.3 million. This filing both increases the number of employees eligible to participate in the key employee retention program and the aggregate amount of money available to make those payments.

We believe it is absolutely critical that the court authorize the company to implement the key employee retention program. As we informed the court, we believe the payments are necessary to ensure the key employees needed to support continued safe operation while preparing for decommissioning and shutdown of the facilities remain with the company during this highly important time.

We have done our best to try and achieve a truly consensual agreement on the revised plan with all of our major constituencies and are pleased to report that the Official Committee of Unsecured Creditors in the Chapter 11 case is supportive of the revised plan.

Because of applicable law, absent some kind of agreement with the unions, no represented employee would be allowed to participate in our plan, even if it gets approved by the court.

We have communicated our desire to reach an agreement with the unions directly and are hopeful they will approve our latest proposal or engage in further discussions.

The court is scheduled to consider our request at a hearing on November 30. Again, it is our hope that at that time, all parties will be supportive of our request that would allow the company to make retention payments to almost two-thirds of the FENOC workforce.

Thank you for your continued hard work and commitment. We will update you once there is news to report.