Message-ID: <33356114.1075849809095.JavaMail.evans@thyme> Date: Wed, 28 Feb 2001 01:49:00 -0800 (PST) From: rob.gay@enron.com To: john.novak@enron.com Subject: Re: YPF Consent Cc: richard.lammers@enron.com, eddy.daniels@enron.com, dlefler@velaw.com, federico.cerisoli@enron.com, gabriela.aguilar@enron.com Mime-Version: 1.0 Content-Type: text/plain; charset=us-ascii Content-Transfer-Encoding: 7bit Bcc: richard.lammers@enron.com, eddy.daniels@enron.com, dlefler@velaw.com, federico.cerisoli@enron.com, gabriela.aguilar@enron.com X-From: Rob G Gay X-To: John Novak X-cc: Richard A Lammers, Eddy Daniels, "Lefler, Dean" , "Federico Cerisoli (E-mail)" , "Gabriela Aguilar (E-mail)" X-bcc: X-Folder: \Randall_Gay_Nov2001\Notes Folders\Sent X-Origin: GAY-R X-FileName: rgay.nsf Please note that all of the communications below are priveleged and confidential attorney client communciations. What do you think the possible liabilities are from the Toxic Waste created below. Ouch !!! Maybe the attorneys need to conduct a seminar. John Novak 02/28/2001 06:42 AM To: Richard A Lammers/SA/Enron@Enron cc: Eddy Daniels/NA/Enron@Enron, Richard A Lammers/SA/Enron@Enron, "Lefler, Dean" , Rob G Gay/NA/Enron@Enron, "Federico Cerisoli (E-mail)" , "Gabriela Aguilar (E-mail)" Subject: Re: YPF Consent Please note that all of the communications below are priveleged and confidential attorney client communciations. In the future, please remember to mark all such emails "CONFIDENTIAL/ATTORNEY CLIENT PRIVILEGED COMMUNICATION". Thank you. John Richard A Lammers 02/26/2001 07:33 PM Sent by: Richard A Lammers To: Eddy Daniels/NA/Enron cc: Richard A Lammers/SA/Enron@Enron, "Lefler, Dean" , Rob G Gay/NA/Enron@Enron, "Federico Cerisoli (E-mail)" , "Gabriela Aguilar (E-mail)" , "Novak, John (Enron)" Subject: Re: YPF Consent this is also an ok approach .Please clear with Eddy From: Eddy Daniels on 02/26/2001 02:45 PM CST To: Richard A Lammers/SA/Enron@Enron, "Lefler, Dean" , Rob G Gay/NA/Enron@Enron cc: "Federico Cerisoli (E-mail)" , "Gabriela Aguilar (E-mail)" , "Novak, John (Enron)" Subject: Re: YPF Consent Rick, Dean & Rob -- I have some hesitations about having the Bank say re the conditions to the GSA cannot be satisfied. I suppose we are not really concerned that YPF will anticipatorily cancel the GSA, but t would seem to be an invitation to them to do that. Also, do we really want the Banks to say it is not fruitful to proceed with the consent? Would it be better for the Banks simply to stick to their guns re the consent, decline all of YPF's suggested changes, and insist on their version of December 2000. That way, YPF could be portrayed as partly to blame for failure to achieve a financial close by May 4, 2001. It might help deflect the argument that we had control over all of the C.P.s and rigged it to get out of the GSA. What do you think? Richard A Lammers Sent by: Richard A Lammers 02/26/2001 01:15 PM To: "Lefler, Dean" cc: "Lammers, Rick (Enron)" , "Gabriela Aguilar (E-mail)" , "Federico Cerisoli (E-mail)" , "Novak, John (Enron)" , "Eddy Daniels (E-mail)" , Rob G Gay/NA/Enron@Enron Subject: Re: YPF Consent Please proceed along the lines you suggest in your discussion with schumacher and Rob/Rick needs to talk to the business people at the Bank. Lets see if the Lenders can respond in writing. "Lefler, Dean" on 02/26/2001 02:24:27 PM To: "Lammers, Rick (Enron)" cc: "Gabriela Aguilar (E-mail)" , "Federico Cerisoli (E-mail)" , "Novak, John (Enron)" , "Eddy Daniels (E-mail)" Subject: YPF Consent A quick update in regards to Doris Rodriguez's letter regarding the YPF Consent: I have left a message for David Schumacher asking that he call me to Doris's letter. Given the current status of things, it would seem to me that there is no value in proceeding with the consent. On the other hand, we need to continue to build our case in the event of an arbitration with YPF. It would seem to me that the best thing would be for the lenders to tell Doris that the lenders' understanding is that, under the current project schedule, the conditions precedent under the YPF GSA cannot be satisfied, and that Enron and YPF have had some discussions regarding this issue and will continue to discuss the issue. Until the YPF GSA is restructured in some form, there is little value in proceeding on the consent, especially given that YPF and the lenders are still so far apart on the consent. The status of the YPF consent is as follows: Doris sent a revised draft of the consent to the lenders in August 2000. The lenders responded with comments (which included several of my comments) in October 2000. Doris then responded with a counter-draft in December 2000. Doris' latest draft again had numerous, significant comments, which I have not thoroughly reviewed. A quick review, however, indicates that Doris has cut in half many of the time periods for the lenders to cure SCG defaults. In addition, Doris has restructured several provisions in order to make certain YPF commitments run in favor of SCG only and not the lenders, which may be of no value to the lenders in a situation in which the lenders have to step into SCG's shoes. I am confident that the lenders will not accept Doris's comments, since many are proposals the lenders have rejected before. Let me know whether I should suggest to Dave Schumacher a response to Doris along the lines I recommend. Regards, Dean ++++++CONFIDENTIALITY NOTICE+++++ The information in this email may be confidential and/or privileged. This email is intended to be reviewed by only the individual or organization named above. If you are not the intended recipient or an authorized representative of the intended recipient, you are hereby notified that any review, dissemination or copying of this email and its attachments, if any, or the information contained herein is prohibited. If you have received this email in error, please immediately notify the sender by return email and delete this email from your system. Thank You