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Enron Mail |
Attached is an electronic version of the Merger Agreement that we executed =
with Dynegy. As is typical with these types of transactions, there are lim= itations imposed on Enron's operations between signing and closing of the M= erger Agreement. Please help ensure that each transaction entered into by = Enron and its subsidiaries complies with the agreement, and particularly Se= ction 7.1 of the agreement relating to conduct of business. Peter del Vecc= hio (at ext. 39875) and Joe Henry (at ext. 51549) are available to help add= ress specific questions regarding our interim operations. Rob Walls, John = Ale, Mark Haedicke and myself are also available, and we will help determin= e if we need Dynegy's consent for any particular proposed transaction. We = are in the process of summarizing the interim covenants, as well as establi= shing certain procedures to ensure our compliance. I anticipate distributi= ng these items on Thursday. We are also having prepared a memorandum regar= ding certain anti-trust and other issues that we need to consider in any in= volvement we have with Dynegy regarding our respective operations. We curr= ently plan on having various presentations regarding the anti-trust matters= . Please pass the merger agreement and the subsequent materials on to othe= rs in your group as you think appropriate. Thank you for your help and und= erstanding in this matter. Lance. =20 Merger Agreement for Project Gipper.DOC=20 W. Lance Schuler Enron North America Corp. 1400 Smith Street Houston, Texas 77002 Phone: 713/853-5419 Fax: 281/664-4890 Email: lance.schuler-legal@enron.com
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