fw getting deal done original message belden tim sent thursday december 20 2001 3 27 pm lavorato john whalley greg subject getting deal done recognize fluid process right however feel currently possess information would need make decision structure compensation would work people team newco attemp lay issues concern provide thoughts heard structures far excuse facts currently receiving mostly second hand information gas power traders houston citibank deal understand requirement retain 5 15 employees deal fund unknown level retention pool distributed unknown manner unknown subset 800 newco people 800 employees 30 million 1 day 95 var total 2002 costs approximately 300 million bonus pool equals 20 ebit bonus paid 75 cash 25 restricted stock 3 year cliff vest concerns cost structure appears well 30 million var trading operation support recollection west power rovar roughly 90 1998 120 1999 close 200 2000 2001 sure handicap expected future rovar without additional information two hard time expecting 100 lower priced commodity market given assumption 30 million one day var becomes 480 million annualized var gives gross margin 480 million know capital credit charges arguments sake let call 30 million bonus pool equals 480 30 300 150 20 30 million 22 5 cash 7 5 equity sign math please help understand math wrong need understand cost structure great detail need figure way allocate costs desk level look west power everyone portland assume 80 people average 200 000 base salary benefits giving us total personnel costs 16 million add another 4 million rent parking travel entertainment call 20 million direct expenses figure make 100 million 2002 lower var starting later year much 280 million remaining costs expect allocated west power desk ebit 80 million times 20 sell another 50 million allocated costs sell recognize potential buyer unlikely fund desk desk ebit however think goal split pie based desk desk ebit would like see proforma accomplishes proposed retention structure three people portland dollar amount paid cash one year equity two years price tag tbd create certainty around bonus retention payments indemnify payback deferred comp clarify total retention dollars rest desk 15 gross margin 2002 20 ebit going forward gripes labor invited negotiating table labor get see pro forma supposed get paid based ebit yet control expense side allocation side labor getting accused holding deal labor part negotiating labor important driver value deal appear rights accept reject poorly defined structure want make thing work trying greedy finding difficult navigate process given limited information given tim