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Enron Mail |
Mark:
Per our conversation, I understand that the Canadian company has a number of outstanding OTC FX transactions with one or more counterparties. Each of those transactions should be documented by a confirmation which confirms the economic terms of each deal. Each confirmation must be subject to (1) an existing type of master agreement (such as the ISDA, IFEMA, FEOMA), (2) a "deemed" version of such an agreement or (3) "terms and conditions" appearing in the confirmation itself. It is quite likely that in any of these three types of confirmations, there are provisions for assignment of trades, credit event upon merger, material adverse change, additonal events of default or termination, etc. which may be triggered by the pending acquisiton of the Canadian company. Further, there may be credit issues associated with the transactions and/or master agreements (in the form of specific credit provisions in a confirmation or a credit annex to the master agreement). As a result, a party attempting to "step into the shoes of the Canadian company" must review the existing documents, subject to any confidentiality restrictions, in order to evaluate the positions and risks associated with assuming those positions. Thus, we need to conduct a thorough due diligence of the financial trading positions of the Canadian company. Please let me know if you have any questions. Sara
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