fw highlights morning ene dyn analyst conference call fyi original message alon heather sent monday november 12 2001 11 19 bess erica jafry rahil heuertz kelly bosek laura subject fw highlights morning ene dyn analyst conference call heather alon enrononline 713 853 1825 original message milliner christine sent monday november 12 2001 11 13 bajwa bilal alon heather fortunov gallin rohmer gisselle milliner gdar org subject fw highlights morning ene dyn analyst conference call forwarded morning someone notes call listened analyst call morning notes yet chance organize simply chronological order call began watson bergstrom whalley reading prepared statements watson spoke c 10 minutes bergstrom 5 whalley spoke perhaps 30 seconds dynegy management noticeably control call enron executives spoke questions directed specific points ees part new company enron assets revalued closing investment northern natural takes form convertible preferred merger go dynegy right acquire northern little additional consideration dyn terminates merger ene sufficient liquidity ene right repurchase convertible preferred debt equity combined company expected 45 companies remain ratingswatch negative chevrontexaco hold 169 mm shares total 650 mm shares post merger entity watson reiterates going forward new entity run focus transparent clear financial structure disclosure significant reduction balance sheet leverage termed new approach new entity run focus cash flow rather earnings rumors dynegy deal unhedged exposure enron true dynegy owed enron 50 mm lay says enron options particularly financial discussion activity taken place last two weeks lay acknowledges number exposure securities lawsuits may pretty big companies feel able appropriately value exposure lay says nothing else hide internal investigation still way lay spes capitalized perhaps 30 mm risk capital would question would qualified balance sheet treatment would need restate earnings last week reflect consolidation spes dynegy says several internal investigations continue enron thus dyn ene say certainty absolutely nothing else doty dynegy cfo says late last week ene close billion cash osprey unwound late next summer marlin unwound closing many balance sheet structures including credit linked notes expected unwound redeemed least significantly reduced prior closing regard ene asset dispositions accelerated extent possible however doty says backs wall company continue focus getting value assets well cash ene renew 364 day facility believe 3 bn facility drew couple weeks ago within next 6 8 weeks bbb flat likely rating combined entity according initial comments ratings agencies mcmahon says comment wsj article indicating ene banks preparing make equity infusion ene next weeks consolidation trading activity mid back office consolidation see substantial progress prior closing front office trading books need combined closing ees nng tw real overlap existing dyn activity much integration work required big integration effort ena watson says creative financing surrounded non core assets doty adds frankly dyn assigned zero economic value non core businesses valuation model uh oh bracketed maximum expected exposure non core assets businesses left watson mentions dyn would gotten involved enron approached enron top three executives said thought combination dynegy made strategic sense companies says approach evidenced willingness work dyn integrate two companies made big difference dynegy deliberations proceeding merger watson doty said 100 sure surprises remain enron books risk reward offered combination compelling deal material adverse change outs dynegy covering mac regarding enron assets businesses dynegy lawyers indicated mac language blunt instrument would difficult bring case dynegy inserted specific paragraph gives dynegy right terminate merger enron total legal liability source cause action tops 3 5 bn prior closing mcmahon adds could restatements expect restatements ene international hard assets definitely asset disposition list merger structure calls new entity take enron enron planning hold enron specific conference call next days tentatively scheduled wednesday initial reaction ratings agencies positive combined entities mcmahon acknowledges enron would additional equity infusion prior year end merger materialized dynegy earnings guidance places enron related earnings accretion 0 90 0 95 represents 25 haircut enron internal estimates doty says operating earnings figure include amounts expected synergies doty says enron dynegy books far understands relatively short term weight continue weighting new entity says substantial portion future trading earnings expected cash chevrontexaco investment dynegy calculated 5 discount public prices date negotiation disclosed given runup dynegy stock last week chevrontexaco investment substantial discount market prices chevrontexaco provision get different prices closing prices substantially better clarification given whalley believes retain enron traders marketers used part winning team combined entity definitely winner talked enron business leaders excited combination working enron business leaders ensure talent retained whalley asked key employee retention provisions says extent necessary yes watson says trading strategy combined entity combination dyn ene asset backed trading focus token new dynegy involved much financial market making trading dynegy today watson says change culture strong team player want see individual well company division well give call like try clarify comments patrick tucker x 3 3055