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July 8, 2004 1:38 p.m. EDT | |||
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'A Wide-Ranging Scheme' Excerpts from the 65-page amended indictment filed in the Enron Corp. case in federal court in Houston. The filing added former Enron CEO Kenneth Lay to an existing indictment against former CEO Jeffery Skilling and former top accountant Richard Causey. Read the full text of the indictment, by arrangement with FindLaw (http://www.findlaw.com/1). Defendants Kenneth L. Lay, Jeffrey K. Skilling, and Richard A. Causey, and their conspirators, engaged in a wide-ranging scheme to deceive the investing public, including Enron's shareholders, the SEC, and others, about the true performance of Enron's businesses by: (a) manipulating Enron's publicly reported financial results; and (b) making public statements and representations about Enron's financial performance and results that were false and misleading in that they did not fairly and accurately reflect Enron's actual financial condition and performance, and they omitted to disclose facts necessary to make those statements and representations fair and accurate. * * *Lay, Skilling, and Causey and their conspirators enriched themselves as a result of the scheme through salary, bonuses, grants of stock and stock option, other profits, and prestige within their professions and communities. … Between 1998 and 2001, Lay received approximately $300 million from the sale of Enron stock options and restricted stock, netting over $217 million in profit, and was paid more than $19 million in salary and bonuses. During 2001 alone, Lay received a salary of over $1 million a bonus of $7 million and $3.6 million in long term incentive payments. Additionally, during the period of August 21 through October 26, 2001, Lay sold approximately 918,104 shares of Enron stock to repay advances totaling $26,025,000 he had received from a line of credit extended to Lay from Enron. * * *Lay, Skilling, and Causey were among the principal operators of the scheme, which Skilling spearheaded until his sudden departure in August 2001, at which point Lay took over leadership of the conspiracy. Due to the efforts of Lay, Skilling, Causey, and their conspirators, the financial appearance of Enron presented to the investing public concealed the true state of Enron. * * *The conspiracy's objectives included: • reporting recurring earnings that falsely appeared to grow smoothly by approximately 15 to 20 percent annually and thus create the illusion that Enron met or exceeded the published expectations of securities analysts forecasting Enron's reported earnings-per-share and other results;• touting falsely the success of Enron's business units; • concealing large losses, "write-downs," and other negative information concerning its business units; • masking the true magnitude of debt and other obligations required to keep the company's varied and often unsuccessful business ventures afloat; • deceiving credit rating agencies in order to maintain and investment-grade credit rating; and • artificially inflation the share price of Enron's stock, including attempting to stem the decline of Enron's share price in 2001. * * *On August 14, 2001, Skilling resigned from Enron, according to Skilling and Lay, for personal reasons. Enron's stock price, which had been declining since January 2001, fell sharply. Lay resumed his position as CEO of the company, intensified his oversight of Enron's day-to-day operations and took control of the conspiracy. For a time, the conspirators were able to forestall even greater declines in the price of Enron stock by various levers, until mid-October, when the scheme started to unravel and Enron ultimately filed for bankruptcy." * * *At various times, Lay, Skilling, and Causey and their conspirators presented Enron's financial results, which had been engineered to appear far more successful than they actually were, in a false and misleading manner to the investing public through, among other things, conferences with securities analysts and ratings agencies, press releases, media statements and SEC filings. * * *On September 26, 2003, Lay held an online forum with Enron employees. Lay stated that "[t]he third quarter is looking great. We will hit our numbers. We are continuing to have strong growth in our businesses, and at this time, I think we're positioned for a very strong fourth quarter." He added that "we have record operating and financial results" and that "the balance sheet is strong." In fact, as Lay knew, Enron was preparing to announce a significant overall quarterly loss for the first time since 1997, and had committed a $1.2 billion accounting error, among other problems facing the company. In addition, Lay knew that the balance sheet reflected approximately $7 billion in embedded losses in business units and overvalued investments, and that Enron had been exploring such drastic solutions to Enron's financial problems as a merger with another company and the sale of Enron's pipelines. Lay announced to the employees, "I have strongly encouraged our 16b [management] officers to buy additional Enron stock. Some, including myself, have done so over the last couple of months and others will probably do so in the future. My personal belief is that Enron stock is an incredible bargain at current prices." Lay deliberately created the impression with Enron employees that his confidence in Enron's stock was such that he had increased his personal ownership of Enron stock in the past two months. In fact, as Lay knew, during the prior "couple of months," Lay had purchased approximately $4 million in Enron stock but sold $24 million in Enron stock in sales to Enron that were concealed from Enron employees and the rest of the investing public. * * *On October 16, 2001, Enron held its quarterly conference call with securities analysts to discuss its third-quarter earnings results. Lay and Causey prepared for and participated in the call. For the first time during the duration of the scheme to manipulate its reported financial results, Enron conceded that it had suffered large losses, totaling approximately $1 billion, in certain segments of its business.
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