Restructuring Activities

6 Months Ended

Jun. 30, 2013

Restructuring and Related Activities [Abstract]

Restructuring Activities (EME, Midwest Generation)

LSTC

EME's LSTC are summarized below:



(in millions)	June 30, 2013		December 31, 2012
Senior notes, net	$	3,700	$	3,700
Accounts payable and accrued liabilities	55		32
Interest payable	154		154
Other	72		73
Total liabilities subject to compromise	$	3,981	$	3,959

In connection with the filing of the Chapter 11 Cases, EME classified both its $3.7 billion unsecured senior notes and $154 million of accrued interest related to the unsecured senior notes as LSTC and ceased accruing interest expense. The accrued interest reclassified to LSTC primarily relates to $97 million and $38 million of interest payments that were due on November 15 and December 17, 2012, respectively, that EME did not make. Unpaid contractual interest for the period ended June 30, 2013 was $73 million.

Midwest Generation's LSTC are summarized below:



(in millions)	June 30, 2013		December 31, 2012
Accounts payable and accrued liabilities	$	45	$	29
Interest payable	13		13
Lease financing	434		434
Other	53		53
Total liabilities subject to compromise	$	545	$	529

In connection with the filing of the Chapter 11 Cases, Midwest Generation classified $13 million of accrued interest due on the Powerton and Joliet Sale Leaseback as LSTC but did not cease accruing interest expense. For further discussion, see Note 9—Commitments and Contingencies—Lease Commitments—Powerton and Joliet Sale Leaseback.

Claims

In April 2013, the Bankruptcy Court established June 17, 2013 as the bar date for filing proofs of claim against the Initial Debtors estates. The bar date for the Homer City Debtors has not yet been established.

As of the date of this filing, EME and Midwest Generation have received 1,835 and 275 proofs of claim, respectively. New and amended claims may be filed in the future, including claims amended to assign value to claims originally filed with no value. EME and Midwest Generation are in the process of reconciling such claims to the amounts listed in LSTC. LSTC have been recorded based on the expected probable claim, which is subject to judgment and could change as new information develops during the reconciliation process. Differences in liability amounts estimated and claims filed by creditors will be investigated and resolved, including the filing of objections with the Bankruptcy Court as appropriate. Through this process, EME and Midwest Generation may identify that additional liabilities need to be recorded as LSTC and the Bankruptcy Court may determine that liabilities currently estimated as part of LSTC are without merit. The claims resolution process may take considerable time to complete. The resolution of such claims could result in material adjustments to EME or Midwest Generation's financial statements. Determination of how liabilities will ultimately be treated cannot be made until the Bankruptcy Court approves a plan of reorganization. Accordingly, the ultimate amount or treatment of such liabilities is not determinable at this time.

Reorganization Items

Reorganization items represent the direct and incremental costs of bankruptcy, such as professional fees, LSTC claim adjustments, and losses related to terminated contracts that are probable and can be estimated. Professional fees primarily relate to legal and other consultants working directly on the bankruptcy filing.

EME's and Midwest Generation's significant items in reorganization charges consisted of:



	Three Months Ended June 30, 2013						Six Months Ended June 30, 2013
(in millions)	Midwest Generation		Other EME Subsidiaries		EME		Midwest Generation		Other EME Subsidiaries		EME
Provision for allowable claims	$	19	$	—	$	19	$	19	$	—	$	19
Professional fees	7		21		28		15		41		56
Reorganization items, net	$	26	$	21	$	47	$	34	$	41	$	75

Cost Reduction Activities

EME eliminated approximately 150 positions in its regional and corporate offices and generating stations in April 2013, including 120 positions at Midwest Generation. EME recorded charges of approximately $7 million, and Midwest Generation recorded its share of these charges, a total of $5 million, in administrative and general expense on their respective consolidated statements of operations in the second quarter of 2013.

- Definition

The entire disclosure for restructuring and related activities. Description of restructuring activities such as exit and disposal activities, include facts and circumstances leading to the plan, the expected plan completion date, the major types of costs associated with the plan activities, total expected costs, the accrual balance at the end of the period, and the periods over which the remaining accrual will be settled.

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