Message-ID: <9154243.1075862279143.JavaMail.evans@thyme> Date: Tue, 13 Nov 2001 10:15:55 -0800 (PST) From: rod.hayslett@enron.com To: mariella.mahan@enron.com Subject: RE: Approvals for Philippines Transaction Mime-Version: 1.0 Content-Type: text/plain; charset=us-ascii Content-Transfer-Encoding: 7bit X-From: Hayslett, Rod X-To: Mahan, Mariella X-cc: X-bcc: X-Folder: \RHAYSLE (Non-Privileged)\Hayslett, Rod\Sent Items X-Origin: Hayslett-R X-FileName: RHAYSLE (Non-Privileged).pst Lance Schuler will help us deal with board issues related to the merger. -----Original Message----- From: Mahan, Mariella Sent: Tuesday, November 13, 2001 11:56 AM To: Hayslett, Rod; Schuler, Lance (Legal) Cc: Sommers, Jeffrey E.; Jernigan, Steve; Hirsh, Steve; Ji, George; Ji, Lian Subject: RE: Approvals for Philippines Transaction Thanks Rod. Although I do not think RAC has approved the proposed transaction, I do know that RAC has gone over our models several times and, as recently as a few weeks, and has signed off on our Fair Market Value, which is some 20 to 30% below the proposed purchase price from the utility. By copy of this to Steve (J), Steve (H) and Lian, I am asking them to start a formal process right now. Thanks again. Mariella -----Original Message----- From: Hayslett, Rod Sent: Tuesday, November 13, 2001 11:48 AM To: Schuler, Lance (Legal) Cc: Mahan, Mariella; Sommers, Jeffrey E. Subject: RE: Approvals for Philippines Transaction Can you help us here? For Mariella and Jeff: Has this divestiture been to RAC? It will need to go, and probably sonner rather than later. -----Original Message----- From: Mahan, Mariella Sent: Tuesday, November 13, 2001 11:44 AM To: Sommers, Jeffrey E.; Hayslett, Rod Subject: Approvals for Philippines Transaction I have a quick question here: In the LOI with the GoPhil., parties are required to show BoDirectors approval for the transaction. This transaction will net to Enron approx. $100 million. This is a divestiture and I don't know how we are handling approvals for that. Can you help me understand the approval process and whether given such the Dec 1 deadline will be an issue? I would think not but wanted to check. Thanks