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

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2/99 27.6 million shares <strong>Enron</strong> common stock at $31.34<br />

10/99 $100 million <strong>Enron</strong> "weather" bonds<br />

Merrill Lynch's relationship with <strong>Enron</strong> was so extensive that Merrill Lynch underwrote the sale <strong>of</strong><br />

one-third <strong>of</strong> <strong>Enron</strong>'s outstanding bond issues.<br />

739. Merrill Lynch was also intimately involved in helping <strong>Enron</strong> structure Azurix –<br />

<strong>Enron</strong>'s purported worldwide water company – and knew that the primary reason <strong>Enron</strong> had<br />

purchased Wessex Water for $2.3 billion was to create an entity, to be taken public, to "compensate"<br />

Mark-Jusbasche for losing out in her power struggle with Skilling to become <strong>Enron</strong>'s CEO, that<br />

<strong>Enron</strong> had grossly overpaid for Wessex and that <strong>Enron</strong>'s worldwide water business was very unlikely<br />

to succeed, as it had been undertaken without a detailed feasibility study and even without a thorough<br />

and well-thought out business plan. Merrill Lynch in 2/00 also acted as a lead underwriter for the<br />

Azurix IPO <strong>of</strong> 38.5 million shares at $19 per share which raised $370 million in badly needed capital<br />

for <strong>Enron</strong> and later as lead underwriter <strong>of</strong> over $440 million and £100 million in 10.375% and<br />

10.75% Azurix senior notes reaping millions <strong>of</strong> dollars for Azurix.<br />

740. In addition, during the Class Period, Merrill Lynch was intimately involved in<br />

creating, structuring and helping to finance one <strong>of</strong> the primary vehicles <strong>of</strong> the <strong>Enron</strong> fraud – the<br />

LJM2 partnership. <strong>The</strong> LJM2 partnership, was an indispensable element to allow the <strong>Enron</strong> Ponzi<br />

scheme to continue in operation. Merrill Lynch, with the help <strong>of</strong> Vinson & Elkins, Andersen and<br />

<strong>Enron</strong> insiders, created and structured the LJM2 partnership. Merrill Lynch acted as the placement<br />

agent <strong>of</strong> the LJM2 partnership units to investors. It did so via a placement memorandum that made<br />

clear that <strong>Enron</strong> would be the "source" <strong>of</strong> most, if not all, the deals to be done by LJM2, that LJM2's<br />

day-to-day activities would be run by three top insiders <strong>of</strong> <strong>Enron</strong>, i.e., Fastow, Kopper and Glisan,<br />

and that LJM2 would benefit from investment opportunities with <strong>Enron</strong> that "'would not be available<br />

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