Opinion
Jointly Administered with Case No. BK-N-01-31627-GWZ Chapter 11.
October 5, 2004
WINSTON STRAWN LLP, PATRICK A. MURPHY (CA S.B. NO. 38832), TODD J. DRESSEL (CA S.B. NO. 220812), San Francisco, CA.
McDONALD CARANO WILSON LLP, Sylvia Harrison (NV S.B. NO. 4106), Reno, Nevada, Attorneys for the PLAN COMMITTEE.
MARSHALL HILL CASSAS DELIPKAU, Rew R. Goodenow, Esq., Reno, NV, Counsel for T. ROWE PRICE TRUST COMPANY.
Jennifer A. Smith, Esq., Lionel Sawyer Collins, Reno, Nevada, Counsel to WASHINGTON GROUP INTERNATIONAL, INC.
STIPULATION AND ORDER RE CLAIM OF T. ROWE PRICE AND TRUST COMPANY (CLAIM NO. 4441)
T. Rowe Price Trust Company ("TRP"), Washington Group International, Inc., et al., (the "Debtors" or "Reorganized Debtors") and the Plan Committee (the "Committee") in these Chapter 11 Bankruptcy cases, stipulate and agree as follows:
WHEREAS, on May 14, 2001, (the "Petition Date"), the Debtors filed voluntary petitions for relief under Chapter 11 of Title 11 of the United States Code, 11 U.S.C § 101, et seq. (the "Bankruptcy Code"). Pursuant to an Order of the Court dated July 6, 2001, Robert L. Berger Associates, LLC ("Berger") was designated as the Claims and Noticing Agent for the purpose of receiving Proofs of Claim filed by entities asserting Claims against the Debtors;
Unless otherwise noted, defined terms shall have the meaning assigned in the Confirmation Order and/or the Second Amended Joint Plan of Reorganization . . . As Modified.
WHEREAS, on December 21, 2001, the Court entered into its Order (the "Confirmation Order") Confirming the Second Amended Joint Plan of Reorganization of Washington Group International, Inc., As Modified (the "Plan"). Pursuant to Section 8 of the Confirmation Order, the Committee is authorized to prosecute, settle, and otherwise resolve Claims in these Chapter 11 cases;
WHEREAS, TRP filed a claim, designated by Berger as claim number 4441, on or about August 21, 2001 (the "TRP Claim"). The TRP Claim asserts damages allegedly arising from a certain Trust Agreement between the Debtors (as successors to Morrison Knudsen Corporation ("MK")) and TRP, specifically the indemnification of claims made by certain class action plaintiffs (the "Blyler Litigation") in the US District Court for the District of Idaho. The TRP Claim is stated in the amount of $200,000,000.00;
WHEREAS, on January 23, 2004, TRP filed its Consent to the Joint Motion for Order Under Fed.R.Bankr.P. 9019 Approving Settlement Agreement Regarding Blyler Litigation (Docket 6088) (the "Settlement Agreement");
WHEREAS, on February 12, 2004, the Court entered an order approving the Settlement (Docket 6113). Under Section 4.01(c) of the Settlement Agreement, TRP is required to file a stipulation and order dismissing the TRP claim with prejudice.
By this Stipulated Order neither party admits liability to the other in connection with any potential claims related to the TRP Claim. This Stipulated Order does not affect the rights of third parties, and nothing in this stipulation shall be construed as an admission by either party of unlawful or otherwise actionable conduct on its part.
NOW, THEREFORE, in accordance with the foregoing, and intending to be legally bound, the parties, by and through their respective undersigned counsel, do hereby agree and stipulate as follows:
1. Upon entry of this Stipulated Order the TRP Claim shall be deemed dismissed with prejudice.
SO ORDERED.