Message-ID: <19756625.1075862330742.JavaMail.evans@thyme> Date: Thu, 15 Nov 2001 14:57:22 -0800 (PST) From: stanley.horton@enron.com To: mariella.mahan@enron.com Subject: RE: Confidential - Decision tree on projects Mime-Version: 1.0 Content-Type: text/plain; charset=us-ascii Content-Transfer-Encoding: quoted-printable X-From: Horton, Stanley X-To: Mahan, Mariella X-cc: X-bcc: X-Folder: \SHORTON (Non-Privileged)\Horton, Stanley\Sent Items X-Origin: Horton-S X-FileName: SHORTON (Non-Privileged).pst Thanks. You got the message correct. We will not accept a firesale price = but if the price is fair we are sellers. It is a tough message to deliver = but people need to hear the truth. I appreciate your efforts in arranging= the floor meeting. Any news on Eco? -----Original Message----- From: =09Mahan, Mariella =20 Sent:=09Thursday, November 15, 2001 4:53 PM To:=09Horton, Stanley Subject:=09RE: Confidential - Decision tree on projects Hi Stan, I am sorry this took so long to reply to but I was out of the office yester= day with my little one on a field trip. =20 Here is the feedback (combined with my own appreciation of how people feel)= and some very humble suggestions that I hope will help. During the EGAS session, people felt very good about being able to air out = their concerns and about getting "official information" as to the proposed = merger and implications on the company. Some times, even if no new informa= tion is provided, people simply feel better because an effort is made to co= mmunicate with them. People appreciated your open-ness and the frank-ness = with which you addressed some of the tougher questions regarding long term = employment viability or security. On the other hand, people read a message= into the statements regarding the fact that retention packages will be dev= eloped for key individuals. They read that if they didn't get a retention = package they should be looking for a job because they are not key. Perhaps= , bluntly, that is exactly what the message is but now you have many people= spending their time trying to figure out the "definition of key individual= ." People like to feel important (non-core is, for them, non-important) an= d absent that they worry about every little thing - many of these no one ca= n help or mitigate. Finally, people took comfort in the comment regarding = how long it might take for all to be sold (i.e,. approx. 3 years) and under= stood and felt better that no fire sale will take place. =20 My biggest recommendations are: -=09We need to keep up our communication efforts; people feel important and= feel better if folks make an effort to communicate; Pete and I (and other= s) need to work on =09communicating further with each of our teams and on m= otivating them to support the company during these tough times but both you= and Jim should continue to =09update people as often as possible. -=09We need to move quickly to identify our key people so that we can be ef= fective about retention efforts; my own view is that you start with the fi= eld; those are your =09most critical individuals because they are running t= he asset. =20 -=09We need to continue to deliver the message that the merger is a good th= ing and that it is not simply another "life" bought out by Enron (i.e., man= y people felt and still =09feel that there is still a chance Enron might ma= ke on its own and would pay the breakage fee to get out of the Dynegy deal = - this may be more hope than belief but =09that is the case). A key distinction that I noted in the meeting today was that it sounds as t= hough we will move forward very aggressively to sell all of the EGAS assets= . There is no longer the attitude or position that: if the asset has good = earnings and good cashflow, then what's the hurry. The message today (and = forgive me if I mis-read it) was: we will put together a corp. development = group that will be focused on selling EGAS assets even if they are performi= ng assets - cash is still king and will continue to be until the merger. Hope this helps and THANK YOU very much for taking the time to talk to us. Mariella=20 -----Original Message----- From: =09Horton, Stanley =20 Sent:=09Wednesday, November 14, 2001 7:47 AM To:=09Mahan, Mariella Subject:=09RE: Confidential - Decision tree on projects We will discuss at the next Staff meeting. Thanks for bringing it up. Any= feedback from the floor meeting yesterday would be appreciated. -----Original Message----- From: =09Mahan, Mariella =20 Sent:=09Tuesday, November 13, 2001 2:54 PM To:=09Horton, Stanley; Hughes, James A.; Hayslett, Rod; Sommers, Jeffrey E. Subject:=09Confidential - Decision tree on projects Something for us to talk about during our next staff meeting. There are three projects which have significant cash flow problems and thus= difficulties in meeting debt obligations: these are: SECLP, Panama and Gaz= a. In the past, as I suppose we have done in Dabhol, we have taken the pos= ition that we would not inject cash into these companies and would be prepa= red to face a default and possible acceleration of the loans. SECLP has be= en the biggest issue/problem. Panama is much less (a few million of floati= ng of our receivables from the company) would be sufficient to meet the cas= h crunch in April of this year. Note that, in Panama, the debt is fully gu= aranteed by the government and is non-recoursed to the operating company, B= LM. In the past, we have discussed letting the debt default, which would c= ause the bank to potentially seek complete payment and acceleration from th= e GoPanama. The reason: the vast majority of BLM's problems stem from acti= ons taken by the regulator that have effectively amended our PPA's with pri= vate parties; those actions resulted in significant loss of revenues, which= although today have stopped or have been limited, have left a "mark" on th= e company's liquidity position. =20 Now the question is: come April of 2002, should any of our actions in Panam= a or decisions related thereto (which we would have otherwise taken or made= ) be affected in any way by either the proposed merger or an effort by Enro= n to preserve efforts to re-establish investor/creditor confidence? The sa= me could go for SECLP and Gaza. This is simply an overall "guidance" question. Let's take it up during our= staff meeting next week, if that's ok with you. Many thanks, Mariella