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Subject:Updates on Enron / Dynegy Merger, SCE Rescue Plan
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Date:Tue, 13 Nov 2001 09:26:15 -0800 (PST)

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November 13, 2001



Updates on Enron / Dynegy Merger, SCE Rescue Plan and Muni Vote in San Fran=
cisco


By Will McNamara
Director, Electric Industry Analysis


[Today's column includes analysis on three separate news items.]=20

EnronOnline and Dynegydirect to Merge=20

[News item from Energy Info Source] Online energy trading EnronOnline will =
merge with smaller rival Dynegydirect after its parent company Enron Corp. =
agreed to a $9-billion takeover by Dynegy Inc. The integration of the two p=
latforms will take about six to nine months, Dynegy said. In the meantime, =
the two will continue to operate separately. On both EnronOnline and Dynegy=
direct, traders can only deal with Enron and Dynegy, respectively.=20

Analysis: This is the first step in what may ultimately be a challenging in=
tegration of the various businesses between Dynegy and Enron. Although the =
merger makes sense for both companies, especially considering Enron's finan=
cial instability and its limited options at this juncture, it must be ackno=
wledged that the two companies have very different corporate cultures, and =
the process of conjoining those different cultures may be a major task. The=
companies have developed two distinct approaches to online trading, as ill=
ustrated by their independent electronic exchanges. Although it will be int=
eresting to see how the separate exchanges become conjoined and assimilate =
their two separate customer accounts, one thing that EnronOnline and Dynegy=
direct have in common is that they rely on principal-based transactions.=20

It is important to note that Enron gained the first-strike advantage when i=
t developed EnronOnline, the first electronic-trading exchange, well ahead =
of its competitors. Dynegy later followed this trend and created Dynegydire=
ct about a year later. The latest available information indicates that Enro=
nOnline has recorded transactions that exceed $590 billion in notional valu=
e. Since its inception in November 2000, Dynegydirect has recorded $33 bill=
ion in notional transactions. Enron trades various commodities on EnronOnli=
ne, led by electricity and natural gas, but also including bandwidth and pa=
per. EnronOnline is a proprietary trading exchange. In other words, in ever=
y transaction that takes place on EnronOnline, Enron participates as either=
a buyer or a seller.=20

Dynegydirect was launched in October 2000, a year after EnronOnline became =
operational. Dynegydirect is much smaller than EnronOnline, although it is =
growing. The exchange recorded nearly $10 billion in transactions in the th=
ird quarter. Like EnronOnline, Dynegydirect is also principal-based. In oth=
er words, Dynegy is a participant in all of the transactions, either as a b=
uyer or a seller. Unlike EnronOnline, which is completely online, Dynegydir=
ect allows customers to conduct their transactions with Dynegy over the tel=
ephone. It is important to note that Dynegy strategically became involved i=
n two different kinds of online trading. The first is the proprietary, one-=
to-many format on Dynegydirect, in which Dynegy participates in all transac=
tions as either a buyer or a seller. The second venue is an anonymous, many=
-to-many format in which Dynegy participates along with multiple buyers and=
sellers. This operation takes place on TradeSpark. Dynegy had previously i=
nvested $25 million in eSpeed, the trading systems developer that created t=
he infrastructure on which TradeSpark operates.=20

As a whole, the online trading market appears to be riding the wave of a ma=
jor growth spurt. A study conducted by AMR Research showed that 600 energy-=
trading exchanges existed in April 2000. This number grew to 1,500 by Septe=
mber 2001. A separate report conducted by Forrester Research indicates that=
online trading in wholesale markets increased 750 percent from 1999 to 200=
0. The same report projects that online trading volume will continue to gro=
w, leaping from a $400-billion market in 2000 to a $3.6-trillion market in =
2005. Without question, the combined force of Enron and Dynegy will gain a =
market edge in many sectors of the energy industry, including the online tr=
ading market.=20


SCE Allowed to Proceed with Rescue Plan=20

[News item from Energy Info Source] A federal judge on Nov. 9 refused to de=
lay a settlement between Southern California Edison (SCE) and state regulat=
ors designed to allow the utility to recover $3.3 billion of its debts and =
to keep it from bankruptcy. U.S. District Judge Ronald Lew said delaying th=
e deal, as requested by a consumer group, would risk harming the state's se=
cond-largest utility, its creditors and the public. Judge Lew, who approved=
the settlement on Oct. 5, called the arguments for a stay advanced by cons=
umer group The Utility Reform Network (TURN) "repetitive" and "without meri=
t."=20

Analysis: This is a victory for SCE in the painstaking process of establish=
ing a rescue plan for the utility with the state of California. Two weeks a=
go, a federal appeals court had temporarily blocked a settlement between SC=
E and state power regulators that would keep electric rates at record highs=
for the next two years. The 9th U.S. Circuit Court of Appeals granted TURN=
two weeks to argue against the settlement. The settlement would help SCE, =
the state's second-largest utility, pay more than half of its estimated $6-=
billion debt by continuing to charge Edison customers higher rates imposed =
last May. The judge's decision now has blocked any additional counter claim=
s by TURN, at least on the current judicial level, and it appears that SCE =
is free to move forward with its CPUC-endorsed rescue plan.=20

It is important to note that the original settlement deal between SCE and t=
he state of California emerged out of negotiations that had taken place bet=
ween SCE and the CPUC in an effort to resolve previous litigation. SCE had =
sued state regulators at the CPUC after they refused to allow the utility t=
o raise rates and recover billions of dollars it had spent buying power on =
behalf of customers at soaring prices in the wholesale market. SCE's lawsui=
t argued that the regulators broke federal law and unconstitutionally took =
its property by not letting it bill customers for the full cost of their el=
ectricity. At the present time, SCE's total debt is marked at about $6.35 b=
illion in power procurement-related liabilities due to state law that prohi=
bited it from recovering the high costs of wholesale electricity through re=
tail electric rates. Under the agreement reached between SCE and the CPUC, =
SCE would be allowed to pay down about $3 billion of its back debt of $6.35=
billion.=20

In exchange for being protected from bankruptcy proceedings, SCE agreed to =
a rate freeze and a promise by utility executives to not pay shareholders a=
dividend until the debt is paid off. SCE's rates were raised by approximat=
ely 42 percent in 2001 and will remain frozen through 2003 unless the utili=
ty pays off its debts sooner. In exchange, SCE agreed it would use cash on =
hand and any revenue beyond what it needs to cover operating expenses to pa=
y off its old debts; pay no dividends on its common stock through 2003 or u=
ntil its back debts are fully paid; and drop a lawsuit against state regula=
tors claiming the CPUC had violated federal law by failing to raise retail =
rates to reflect the underlying cost of wholesale power. From its perspecti=
ve, officials at Edison International (the parent company of SCE) expressed=
confidence that the settlement deal would allow the utility to accumulate =
enough cash and gain financing by the middle of the first fiscal quarter of=
2002 to pay its debt to banks, bondholders and power generators.=20


Tally of Absentee Ballots Changes San Francisco Municipalization Vote=20

[News item from Reuters] Two ballot measures aimed at establishing a public=
power system in San Francisco and unplugging utility Pacific Gas & Electri=
c Co. have gone down in defeat, officials said on Nov. 12.=20

Analysis: The tally of absentee ballots in the Nov. 6 municipalization vote=
in San Francisco changed at least part of the outcome in this election. As=
noted in a previous IssueAlert, Proposition I, which sought to set up a Mu=
nicipal Utility District in San Francisco and neighboring Brisbane, was def=
eated. However, originally it was believed that the separate measure known =
as Proposition F, which would have established a Municipal Water and Power =
Agency in San Francisco alone, had passed by a slim margin. Upon counting t=
he absentee ballots, the San Francisco Department of Elections announced th=
at this measure was defeated by a scant 533 votes.=20

Obviously, Pacific Gas & Electric Co. is quite pleased with the revised out=
come of this election. In response to the finalized vote, representatives f=
rom the utility said, "This outcome affirms that there is no strong sentime=
nt in favor of the takeover of PG&E's distribution system in San Francisco.=
" There may be some validity to this statement, considering that one could =
argue that with the bankruptcy of Pacific Gas & Electric and the recent Cal=
ifornia energy crisis, conditions could have favored a pro-municipalization=
vote, and yet the measure still failed. However, let's not forget that it =
was defeated by only 533 votes, which indicates that the issue regarding th=
e establishment of a public power system in the area is far from over.=20

The defeat of the municipalization issue in San Francisco can be attributed=
to several factors. First, it must be acknowledged that PG&E Corp., the pa=
rent company of bankrupt Pacific Gas & Electric, spent about $1 million on =
advertising to defeat the measure. However, arguably voters responded to cl=
aims by Pacific Gas & Electric Co. that the municipalization plan was unrea=
listic. The utility claimed that a (MUD) Municipal Utility would be ill-equ=
ipped to handle the complex electricity infrastructure that Pacific Gas & E=
lectric has managed for years, and that a city-run bureaucracy would not be=
able to compete with big league energy players. In addition, the new MUD w=
ould have to purchase Pacific Gas & Electric's transmission assets and also=
buy wholesale power without the benefit of long-term contracts, which repr=
esent two hefty investments that would end up costing consumers in the long=
run.=20


An archive list of previous IssueAlert articles is available at
www.scientech.com <http://secure.scientech.com/issuealert/<;=20


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