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Enron Mail |
You won't get me to bet on this one.
"Keffer, John" <JKeffer@KSLAW.com< on 12/21/2000 09:25:40 AM To: "'Kay.Mann@enron.com'" <Kay.Mann@enron.com< cc: Subject: RE: Intergen transaction - DASH I hope they agree to the escrow -----Original Message----- From: Kay.Mann@enron.com [mailto:Kay.Mann@enron.com] Sent: Wednesday, December 20, 2000 6:27 PM To: Keffer, John; Campbell, Carolyn Subject: Intergen transaction - DASH ---------------------- Forwarded by Kay Mann/Corp/Enron on 12/20/2000 06:30 PM --------------------------- Fred Mitro@ECT 12/20/2000 06:22 PM To: Randy Petersen/HOU/ECT@ECT cc: Ben Jacoby/HOU/ECT@ECT, Kay Mann/Corp/Enron@Enron, Lisa Bills/Corp/Enron@ENRON Subject: Intergen transaction - DASH Randy: Based upon our discussions with Intergen this afternoon, there is a desire of both Enron and Intergen to execute the transaction documents tomorrow afternoon. I need to determine if RAC believes that the 11/30/00 [Coral Energy] DASH is sufficient for the transaction signing to proceed tomorrow or if a revised DASH needs to be prepared and circulated for re-approval. Relative to the approved 11/30 DASH, the major changes in the deal structure are as follows: 1. At the request of Coral Energy, the counterparty to the proposed transaction has changed from Coral Energy to Intergen (or its designated affiliate, Sweetgum Energy L.P.). 2. Intergen has requested, and Enron has agreed, to the removal of the requirement for an Intergen Parent Guarantee. The major risk (i.e. non-payment risk) associated with the removal of this Guarantee has been mitigated by requiring Intergen to fund an escrow account with the transaction sales proceeds prior to Enron's execution of the equipment Assigment Agreement. 3. Intergen has requested, and Enron has agreed, to the insertion of a "no-shop" clause which serves to prevent Enron from offering/soliciting the turbines & transformers to other parties once Intergen has signed the Letter Agreement(s). 4. Enron has requested, and Intergen has not yet agreed, to the modification of the transaction "sunset dates". These are the dates by which, once the Letter Agreement is signed, that Enron must deliver the required Facilities Agreements, GE acknowledgement letter, and fully executed Assignment Agreement. This modification proposes that the dates be moved from 12/29/00 to 1/15/01. The Enron commercial deal team is awaiting confirmation from Enron Global Finance that the executed Assignment Agreement can be delivered within these timeframes. 5. Intergen has requested, and Enron has agreed, to a modification of the Transferability section of the Agreement in order to address an equipment warranty risk that the current language represents to Intergen. The modification would serve to limit Enron's ability to exercise its "put option" on its 20% member interest in the turbine/transformer L.L.C.(s) by requiring either: 1) the expiration of the GE warranty, or 2) the written consent of GE to Enron's ownership transfer in a form acceptable to Intergen. This modification is acceptable to Enron as it represents an earlier potential put option exercise date under scenario 1) above than the current Agreement language. Please review this information and let me know (via email) if RAC requires the DASH to be revised and re-approved. Call me to discuss. Fred x35406 Confidentiality Notice This message is being sent by or on behalf of a lawyer. It is intended exclusively for the individual or entity to which it is addressed. This communication may contain information that is proprietary, privileged or confidential or otherwise legally exempt from disclosure. If you are not the named addressee, you are not authorized to read, print, retain, copy or disseminate this message or any part of it. If you have received this message in error, please notify the sender immediately by e-mail and delete all copies of the message.
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