Case No. 01-16034 (AJG), Jointly AdministeredUnited States Bankruptcy Court, S.D. New York.
December 4, 2003
ORDER APPROVING SETTLEMENT AGREEMENT AND RELEASES BY AND BETWEEN ENRON EQUIPMENT PROCURMENT COMPANY, ENRON POWER CONSTRUCTION COMPANY, ENRON EQUIPMENT INSTALLATION COMPANY, ACCROVEN SRL, TECNOCONSULT CONSTRUCTOR BARCELONA, S.A., MOINFRA S.A., TECNOCONSULT CONTRUCTORES, S.A., AND CONSORCIO TECNOCONSULT CONSTRUCTORES-ENRON PURSUANT TO RULE 9019 OF THE FEDERAL RULES OF BANKRUPTCY PROCEDURE
ARTHUR GONZALEZ, Bankruptcy Judge
Upon the motion dated November 24, 2003 (the “Motion”),[1] of Enron Corp. (“Enron”) and Enron Equipment Procurement Company (“EEPC”), as debtors and debtors in possession, for an order pursuant to Rule 9019 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”) (i) approving a settlement agreement and mutual release (the “Settlement Agreement”) by and among EEPC, Enron Power Construction Company (“EPCC”), Enron Equipment Installation Company (“EEIC”), Accroven SRL (“Accroven”), Tecnoconsult Constructor Barcelona, S.A. (“Tecnoconsult”), Moinfra S.A. (“Moinfra”), Tecnoconsult Constructores, S.A. (“Tecnoconsult Constructores”), and Consorcio Tecnoconsult Constructores — Enron (“Consorcio Tecnoconsult”), and (ii) authorizing EEPC to enter into a mutual release of
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all claims, obligations, and liabilities relating to the construction of three gas processing plants in Venezuela, referred to as the ACCRO III and IV projects; and the Court having reviewed the Motion and having determined that granting the relief requested is in the best interest of Enron and EEPC, their estates, and creditors, and is a proper exercise of Enron and EEPC’s business judgment; and it appearing that proper and adequate notice of the Motion has been given under the circumstances and that no other or further notice is necessary; and upon the record herein; and upon the representations of counsel present at the hearing; and after due deliberation; and good and sufficient cause approving therefor,
IT IS HEREBY FOUND AND DETERMINED THAT:
A. The Court has jurisdiction to consider the Motion and the relief requested therein pursuant to 28 U.S.C. § 157 and 1334.
B. As evidenced by the certificate of service filed with the Court, and based on the representations of counsel at the hearing, (A) proper, timely, adequate, and sufficient notice of the Motion has been provided in accordance with Bankruptcy Rules 2002, 9013, and 9019, and 9013-1(c) of the Local Bankruptcy Rules for the Southern District of New York (the “Local Rules”) and in accordance with the Court’s Second Amended Case Order, dated December 17, 2002; (B) such notice was good and sufficient and appropriate under the particular circumstances, and (C) no other or further notice of the Motion is required.
C. The requirements of Rule 9013-1(b) of the Local Rules have been waived.
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D. A reasonable opportunity to object or be heard with respect to the Motion and the relief requested therein and this Order has been afforded to all those parties listed in paragraph B above.
E. The Settlement Agreement was negotiated at arms’ length and proposed and entered into by and between EEPC, EPCC, EEIC, Accroven, Tecnoconsult, Moinfra, Tecnoconsult Constructores, and Consorcio Tecnoconsult without collusion and in good faith.
F. The relief sought in the Motion is in the best interests of Enron and EEPC, their estates, creditors, and all parties in interest.
G. EEPC and Enron have advanced sound and sufficient business justification, and it is a reasonable exercise of their business judgment for EEPC to enter into the Settlement Agreement and releases as set forth in the Settlement Agreement and consummate all transactions contemplated by the Settlement Agreement.
ACCORDINGLY, THE COURT HEREBY ORDERS THAT:
1. The findings of fact set forth above and the conclusions of law stated herein shall constitute the Court’s findings of fact and conclusions of law pursuant to Bankruptcy Rule 7052, made applicable to this proceeding pursuant to Bankruptcy Rule 9014. To the extent any finding of fact later shall be determined to be a conclusion of law, it shall be so deemed, and to the extent any conclusion of law later shall be determined to be a finding of fact, it shall be so deemed.
2. The Motion is granted in its entirety.
3. EEPC is authorized to enter into and consummate the Settlement Agreement.
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4. All parties in interest have had an opportunity to object to the relief requested in the Motion and to the extent that objections to the Motion or the relief requested therein, have not been withdrawn, waived, or settled, such objections and all reservations of rights included therein, are overruled on the merits.
5. The Settlement Agreement is approved in all respects, including, but not limited to EEPC’s entry into the mutual releases set forth in the Settlement Agreement.
6. EEPC and Enron may take such actions and execute such documents as are necessary to consummate the settlement as provided in the Settlement Agreement.
7. EEPC and Enron have demonstrated that it is an exercise of their sound business judgment to consummate the transactions contemplated by the Settlement Agreement as it is in the best interests of Enron and EEPC, their estates, and creditors.
8. The failure to specifically include any particular provisions of the Settlement Agreement in this Order shall not diminish or impair the effectiveness of such provisions, it being the intent of the Court that Enron and EEPC’s implementation of the transactions contemplated in the Settlement Agreement be approved in its entirety.
9. This Court shall retain jurisdiction to hear and determine all matters arising from the implementation of this Order.
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