Enron Corp. - University of California | Office of The President

Date of
Offering
Effective Date of
Registration
Statement
Description of Offering 10-K Incorporation
05/00 02/05/99 Notes Registration Statement
incorporated 97 10-K;
Prospectus incorporates the
99 10-K
07/18/01 06/01/01 Resale of Zero Coupon
Convertible Notes
- 396 -
Future filings incorporated
in the Registration
Statement include the 98
and 99 10-Ks.
Registration Statement and
Prospectus incorporate the
00 10-K
613. These Offering Documents were false and misleading due to, among other things, the
incorporation by reference of Enron's 10-Ks for 97-00. As noted in 418-611, these 10-Ks
contained Enron's admittedly false financial statements for 97-00. These financial statements
understated Enron's debt by billions of dollars and overstated its earnings by hundreds of millions
of dollars. These documents also included false and misleading financial ratios and other materially
false statements. For example, the Offering Documents for the 7/7/98 offering of $500 million in
notes was false due to the misrepresentation of Enron's reported ratio of earnings to fixed charges
of 2.70 for the three months ended 3/31/98. This figure was materially false and misleading due to
Enron's failure to consolidate Chewco and JEDI as required by GAAP, as detailed herein. The
Registration Statement for the 7/7/98 and 11/24/98 offerings also incorporated the 10-Q for the 3rdQ
97, which reported that EES had incurred a loss of $64 million for the nine months ended 9/30/97.
This amount understated the actual losses incurred by EES due to the overvaluation of Enron's EES
contracts and abuse of mark-to-market accounting as detailed herein.