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Enron
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Enron Corporation was an American energy, commodities, and services company based in Houston, Texas. It was led by Kenneth Lay and developed in 1985 via a merger between Houston Natural Gas and InterNorth, both relatively small regional companies at the time of the merger. Before its bankruptcy on December 2, 2001, Enron employed approximately 20,600 staff and was a major electricity, natural gas, communications, and pulp and paper company, with claimed revenues of nearly $101 billion during 2000.[1] Fortune named Enron "America's Most Innovative Company" for six consecutive years.
Key Information
At the end of 2001, it was revealed that Enron's reported financial condition was sustained by an institutionalized, systematic, and creatively planned accounting fraud, known since as the Enron scandal. Enron became synonymous with willful, institutional fraud and systemic corruption. The scandal brought into question the accounting practices and activities of many corporations in the United States and was a factor in the enactment of the Sarbanes–Oxley Act of 2002. It affected the greater business world by causing, together with the even larger fraudulent bankruptcy of WorldCom, the dissolution of the Arthur Andersen accounting firm, which had been Enron and WorldCom's main auditor, and coconspirator in the fraud for years.[2]
Enron filed for bankruptcy in the United States District Court for the Southern District of New York in late 2001 and selected Weil, Gotshal & Manges as its bankruptcy counsel. Enron emerged from bankruptcy in November 2004, under a court-approved plan of reorganization. A new board of directors changed its name to Enron Creditors Recovery Corp., and emphasized reorganizing and liquidating certain operations and assets of the pre-bankruptcy Enron.[3] On September 7, 2006, Enron sold its last remaining subsidiary, Prisma Energy International, to Ashmore Energy International Ltd. (now AEI).[4] It is the largest bankruptcy due specifically to fraud in United States history.[5]
On December 2, 2024, the Enron website relaunched as satire,[6][7] with Connor Gaydos, the cofounder of Birds Aren't Real, as CEO.[8]
History
[edit]Pre-merger origins (1925–1985)
[edit]InterNorth
[edit]One of Enron's primary predecessors was InterNorth, which was formed in 1930, in Omaha, Nebraska, just a few months after Black Tuesday. The low cost of natural gas and the cheap supply of labor during the Great Depression helped to fuel the company's early beginnings, doubling in size by 1932. Over the next 50 years, Northern expanded even more as it acquired many energy companies. It was reorganized in 1979 as the main subsidiary of a holding company, InterNorth, a diversified energy and energy-related products firm. Although most of the acquisitions conducted were successful, some ended poorly. InterNorth competed with Cooper Industries unsuccessfully over a hostile takeover of Crouse-Hinds Company, an electrical products manufacturer. Cooper and InterNorth feuded in numerous suits during the takeover that were eventually settled after the transaction was completed. The subsidiary Northern Natural Gas operated the largest pipeline company in North America. By the 1980s, InterNorth became a major force for natural gas production, transmission, and marketing as well as for natural gas liquids, and was an innovator in the plastics industry.[9] In 1983, InterNorth merged with the Belco Petroleum Company, a Fortune 500 oil exploration and development company founded by Arthur Belfer.[10]
Houston Natural Gas
[edit]The Houston Natural Gas (HNG) corporation was initially formed from the Houston Oil Co. in 1925 to provide gas to customers in the Houston market through the building of gas pipelines. Under the leadership of CEO Robert Herring from 1967 to 1981, the company took advantage of the unregulated Texas natural gas market and the commodity surge in the early 1970s to become a dominant force in the energy industry. Toward the end of the 1970s, HNG's luck began to run out with rising gas prices forcing clients to switch to oil. In addition, with the passing of the Natural Gas Policy Act of 1978, the Texas market was less profitable and as a result, HNG's profits fell. After Herring died in 1981, M.D. Matthews briefly took over as CEO in a 3-year stint with initial success, but ultimately, a big dip in earnings led to his exit. In 1984, Kenneth Lay succeeded Matthews and inherited the troubled conglomerate.[11]
Merger
[edit]With its conservative success, InterNorth became a target of corporate takeovers, the most prominent originating with Irwin Jacobs.[12] InterNorth CEO Sam Segnar sought a friendly merger with HNG. In May 1985, Internorth acquired HNG for $2.3 billion, 40% higher than the current market price, and on July 16, 1985, the two entities voted to merge.[13] The combined assets of the two companies created the second largest gas pipeline system in the US at that time.[14] Internorth's north–south pipelines that served Iowa and Minnesota complemented HNG's Florida and California east-west pipelines well.[13]
Post-merger rise (1985–1991)
[edit]
The company was initially named HNG/InterNorth Inc., even though InterNorth was technically the parent.[14] At the outset, Segnar was CEO but was soon fired by the board of directors to name Lay to the post. Lay moved its headquarters back to Houston and set out to find a new name, spending more than $100,000 in focus groups and consultants in the process. Lippincott & Margulies, the advertising firm responsible for the InterNorth identity five years prior, suggested "Enteron". During a meeting with employees on February 14, 1986, Lay announced his interest in this name change, which would be held to a stockholder vote on April 10. Less than a month from this meeting, on March 7, 1986, a spokesman for HNG/InterNorth rescinded the planned Enteron proposal, as since its announcement the name had come under scrutiny for being the same as a medical term for the intestines. This same press release saw the introduction of the Enron name, which would be the new name voted on come April.[12][13]
Enron still had some lingering problems left over from its merger, however, the company had to pay Jacobs, who was still a threat, over $350 million and reorganize the company.[12] Lay sold off any parts of the company that he believed didn't belong in the long-term future of Enron. Lay consolidated all the gas pipeline efforts under the Enron Gas Pipeline Operating Company. In addition, it ramped up its electric power and natural gas efforts. In 1988 and 1989, the company added power plants and cogeneration units to its portfolio. In 1989, Jeffrey Skilling, then a consultant at McKinsey & Company, came up with the idea to link natural gas to consumers in more ways, effectively turning natural gas into a commodity. Enron adopted the idea and called it the "Gas Bank". The division's success prompted Skilling to join Enron as the head of the Gas Bank in 1991.[14] Another major development inside Enron was a pivot to overseas operations with a $56 million loan in 1989 from the Overseas Private Investment Corporation (OPIC) for a power plant in Argentina.
Timeline (1985–1992)
[edit]1980s
[edit]- New regulations gradually create a market-pricing system for natural gas. Federal Energy Regulatory Commission (FERC) Order 436 (1985) provides blanket approval for pipelines that choose to become common carriers transporting gas intrastate. FERC Order 451 (1986) deregulates the wellhead, and FERC Order 490 (April 1988) authorizes producers, pipelines, and others to terminate gas sales or purchases without seeking prior FERC approval. As a result of these orders, more than 75% of gas sales are conducted through the spot market, and unprecedented market volatility exists.[15]
July 1985
[edit]- Houston Natural Gas, run by Kenneth Lay merges with InterNorth, a natural gas company in Omaha, Nebraska, to form an interstate and intrastate natural gas pipeline with approximately 37,000 mi (60,000 km) of pipeline.[15]
November 1985
[edit]- Lay is appointed chairman and chief executive of the combined company. The company chooses the name Enron.[16]
1986
[edit]- Company moves headquarters to Houston, where Ken Lay lives. Enron is both a natural gas and oil company.
- Enron's vision: To become the premier natural gas pipeline in America.[17]
1987
[edit]- Enron Oil, Enron's petroleum marketing operation, reports a loss of $85 million in 8-K filings. True loss of $142–190 million is concealed until 1993. Two top Enron Oil executives in Valhalla, New York, plead guilty to charges of fraud and filing false tax returns. One serves time in prison.[15]
1988
[edit]- The company's major strategy shift – to pursue unregulated markets in addition to its regulated pipeline business – is decided in a gathering that became known as the Come to Jesus meeting.[16]
- Enron enters the UK energy market following the privatization of the electricity industry there. It becomes the first U.S. company to construct a power plant, Teesside Power Station, in Great Britain.[15]
1989
[edit]- Enron launches Gas Bank, later run by CEO Jeff Skilling in 1990, which allows gas producers and wholesale buyers to purchase gas supplies and hedge the price risk at the same time.[16]
- Enron begins offering financing to oil and gas producers.[15]
- Transwestern Pipeline Company, owned by Enron at that time, is the first merchant pipeline in the US to stop selling gas and become a transportation-only pipeline.[15]
1990
[edit]- Enron launches plan to expand US natural gas business abroad.[15]
- Enron becomes a natural gas market maker. Begins trading futures and options on the New York Mercantile Exchange and over-the-counter market using financial instruments such as swaps and options.[15]
- Ken Lay and Rich Kinder hire Jeff Skilling from McKinsey & Company to become CEO of Enron Gas Services, Enron's "Gas Bank". Enron Gas Services eventually morphs into Enron Capital and Trade Resources (ECT).[15]
- Jeff Skilling hires Andrew Fastow from the banking industry; he starts as account director and quickly rises within the ranks of ECT.[15]
1991
[edit]- Enron adopts mark-to-market accounting practices, reporting income and value of assets at their replacement cost.[15]
- Rebecca Mark becomes chairman and CEO of Enron Development Corp., a unit formed to pursue international markets.[17]
- Andy Fastow forms the first of many off-balance-sheet partnerships for legitimate purposes. Later, off-balance-sheet partnerships and transactions will become a way for money-losing ventures to be concealed and income reporting to be accelerated.[15][a]
1992
[edit]- Enron acquires Transportadora de Gas del Sur.[15]
1991–2000
[edit]Throughout the 1990s, Enron made a few changes to its business plan that greatly improved the perceived profitability of the company. First, Enron invested heavily in overseas assets, specifically energy. Another major shift was the gradual transition of focus from a producer of energy to a company that acted more like an investment firm and sometimes a hedge fund, making profits off the margins of the products it traded. These products were traded through the Gas Bank concept, now called the Enron Finance Corp. and headed by Skilling.[12]
Operations as a trading firm
[edit]With the success of the Gas Bank trading natural gas, Skilling looked to expand the horizons of his division, Enron Capital & Trade. Skilling hired Andrew Fastow in 1990 to help.
Entrance into the retail energy market
[edit]Starting in 1994 under the Energy Policy Act of 1992, Congress allowed states to deregulate their electricity utilities, allowing them to be opened for competition. California was one such state to do so. Enron, seeing an opportunity with rising prices, was eager to jump into the market. In 1997, Enron acquired Portland General Electric (PGE). Although an Oregon utility, it had the potential to begin serving the massive California market since PGE was a regulated utility. The new Enron division, Enron Energy, ramped up its efforts by offering discounts to potential customers in California starting in 1998. Enron Energy also began to sell natural gas to customers in Ohio and wind power in Iowa. However, the company ended its retail endeavor in 1999 as it was revealed it was costing upwards of $100 million a year.[9][12][14]
Data management
[edit]As fiber optic technology progressed in the 1990s, multiple companies, including Enron, attempted to make money by "keeping the continuing network costs low", which was done by owning their own network.[23] In 1997, FTV Communications LLC, a limited liability company formed by Enron subsidiary FirstPoint Communications, Inc., constructed a 1,380 miles (2,220 km) fiber optic network between Portland and Las Vegas.[24] In 1998, Enron constructed a building in a rundown area of Las Vegas near E Sahara, right over the "backbone" of fiber optic cables providing service to technology companies nationwide.[25] The location had the ability to send "the entire Library of Congress anywhere in the world within minutes" and could stream "video to the whole state of California".[25] The location was also more protected from natural disasters than areas such as Los Angeles or the East Coast.[25] According to Wall Street Daily, "Enron had a secret", it "wanted to trade bandwidth like it traded oil, gas, electricity, etc. It launched a secret plan to build an enormous amount of fiber optic transmission capacity in Las Vegas ... it was all part of Enron's plan to essentially own the internet."[26] Enron sought to have all US internet service providers rely on their Nevada facility to supply bandwidth, which Enron would sell in a fashion similar to other commodities.[27]
In January 2000, Kenneth Lay and Jeffrey Skilling announced to analysts that they were going to open trading for their own "high-speed fiber-optic networks that form the backbone for Internet traffic". Investors quickly bought Enron stock following the announcement "as they did with most things Internet-related at the time", with stock prices rising from $40 per share in January 2000 to $70 per share in March, peaking at $90 in the summer of 2000. Enron executives obtained windfall gains from the rising stock prices, with a total of $924 million of stocks sold by high-level Enron employees between 2000 and 2001. The head of Enron Broadband Services, Kenneth Rice, sold 1 million shares himself, earning about $70 million in returns. As prices of existing fiber optic cables plummeted due to the vast oversupply of the system, with only 5% of the 40 million miles being active wires, Enron purchased the inactive "dark fibers", expecting to buy them at low cost and then make a profit as the need for more usage by internet providers increased, with Enron expecting to lease its acquired dark fibers in 20-year contracts to providers. However, Enron's accounting would use estimates to determine how much their dark fiber would be worth when "lit" and apply those estimates to their current income, adding exaggerated revenue to their accounts since transactions were not yet made and it was not known if the cables would ever be active. Enron's trading with other energy companies within the broadband market was its attempt to lure large telecommunications companies, such as Verizon Communications, into its broadband scheme to create its own new market.[28]
By the second quarter of 2001, Enron Broadband Services was reporting losses. On March 12, 2001, a proposed 20-year deal between Enron and Blockbuster Inc. to stream movies on demand over Enron's connections was canceled, with Enron shares dropping from $80 per share in mid-February 2001 to below $60 the week after the deal was killed. The branch of the company that Jeffrey Skilling "said would eventually add $40 billion to Enron's stock value" added only about $408 million in revenue for Enron in 2001, with the company's broadband arm closed shortly after its meager second-quarter earnings report in July 2001.[28]
Following the bankruptcy of Enron, telecommunications holdings were sold for "pennies on the dollar".[25] In 2002, Rob Roy of Switch Communications purchased Enron's Nevada facility in an auction attended only by Roy. Enron's "fiber plans were so secretive that few people even knew about the auction." The facility was sold for only $930,000.[25][26] Following the sale, Switch expanded to control "the biggest data center in the world".[26]
Overseas expansion
[edit]Enron, seeing stability after the merger, began to look overseas for new possible energy opportunities in 1991. Enron's first such opportunity was a natural gas power plant utilizing cogeneration that the company built near Middlesbrough, UK.[9][13] The power plant was so large it could produce up to 3% of the United Kingdom's electricity demand with a capacity of over 1,875 megawatts.[29] Seeing the success in England, the company developed and diversified its assets worldwide under the name of Enron International (EI), headed by former HNG executive Rebecca Mark. By 1994, EI's portfolio included assets in The Philippines, Australia, Guatemala, Germany, France, India, Argentina, the Caribbean, China, England, Colombia, Turkey, Bolivia, Brazil, Indonesia, Norway, Poland, and Japan. The division was producing a large share of earnings for Enron, contributing 25% of earnings in 1996. Mark and EI believed the water industry was the next market to be deregulated by authorities. Seeing the potential, they searched for ways to enter the market, similar to PGE.
During this period of growth, Enron introduced a new corporate identity on January 14, 1997, and from that point adopted their distinctive tricolor E logo. This logo was one of the final projects of legendary graphic designer Paul Rand before his death in 1996, and debuted almost three months after his departure.[30][31][32]
In 1998, Enron International acquired Wessex Water for $2.88 billion.[33] Wessex Water became the core asset of a new company, Azurix, which expanded to other water companies. After Azurix's promising IPO in June 1999, Enron "sucked out over $1 billion in cash while loading it up with debt", according to Bethany McLean and Peter Elkind, authors of The Smartest Guys in the Room: The Amazing Rise and Scandalous Fall of Enron.[34]: 250 Additionally, British water regulators required Wessex to cut its rates by 12% starting in April 2000, and an upgrade was required of the utility's aging infrastructure, estimated at costing over a billion dollars.[34]: 255 By the end of 2000 Azurix had an operating profit of less than $100 million and was $2 billion in debt.[34]: 257 In August 2000, after Azurix stock took a plunge following its earnings report,[34]: 257 Mark resigned from Azurix and Enron.[35][36] Azurix assets, including Wessex, were eventually sold by Enron.[37]
Misleading financial accounts
[edit]In 1990, Enron's chief operating officer Jeffrey Skilling hired Andrew Fastow, who was well acquainted with the burgeoning deregulated energy market that Skilling wanted to exploit.[38] In 1993, Fastow began establishing numerous limited liability special-purpose entities, a common business practice in the energy industry. However, it also allowed Enron to transfer some of its liabilities off its books, allowing it to maintain a robust and generally increasing stock price and thus keep its critical investment-grade credit ratings.[39]
Enron was originally involved in transmitting and distributing electricity and natural gas throughout the US. The company developed, built, and operated power plants and pipelines while dealing with rules of law and other infrastructures worldwide.[citation needed] Enron owned a large network of natural gas pipelines, which stretched coast to coast and border to border including Northern Natural Gas, Florida Gas Transmission, Transwestern Pipeline Company, and a partnership in Northern Border Pipeline from Canada.[citation needed] The states of California, New Hampshire, and Rhode Island had already passed power deregulation laws by July 1996, the time of Enron's proposal to acquire Portland General Electric corporation.[40] During 1998, Enron began operations in the water sector, creating the Azurix Corporation, which it part-floated on the New York Stock Exchange during June 1999. Azurix failed to become successful in the water utility market, and one of its major concessions, in Buenos Aires, was a large-scale money-loser.[41]
Enron grew wealthy due largely to marketing, promoting power, and having a high stock price.[citation needed] Enron was named "America's Most Innovative Company" by Fortune for six consecutive years, from 1996 to 2001.[42] It was on the Fortune's "100 Best Companies to Work for in America" list during 2000, and had offices that were stunning in their opulence. Enron was hailed by many, including labor and the workforce, as an overall great company, praised for its large long-term pensions, benefits for its workers, and extremely effective management until the exposure of its corporate fraud. The first analyst to question the company's success story was Daniel Scotto, an energy market expert at BNP Paribas, who issued a note in August 2001 entitled Enron: All stressed up and no place to go which encouraged investors to sell Enron stocks, although he only changed his recommendation on the stock from "buy" to "neutral".[43]
As was later discovered, many of Enron's recorded assets and profits were inflated, wholly fraudulent, or nonexistent. One example was in 1999 when Enron promised to repay Merrill Lynch's investment with interest to show a profit on its books. Debts and losses were put into entities formed offshore that were not included in the company's financial statements; other sophisticated and arcane financial transactions between Enron and related companies were used to eliminate unprofitable entities from the company's books.[44]
The company's most valuable asset and the largest source of honest income, the 1930s-era Northern Natural Gas company, was eventually purchased by a group of Omaha investors who relocated its headquarters to their city; it is now a unit of Warren Buffett's Berkshire Hathaway Energy. NNG was established as collateral for a $2.5 billion capital infusion by Dynegy Corporation when Dynegy was planning to buy Enron. When Dynegy examined Enron's financial records carefully, they repudiated the deal and dismissed their CEO, Chuck Watson. The new chairman and CEO, the late Daniel Dienstbier, had been president of NNG and an Enron executive at one time and was forced out by Ken Lay.[citation needed] Dienstbier was an acquaintance of Warren Buffett. NNG continues to be profitable now.[relevant?]
2002–2006
[edit]- In 2003, Enron moved its subsidiaries of Transwestern Pipeline, Citrus Corporation, and Northern Plains Natural Gas Company into a separate corporation. The plan was to distribute the shares of the new pipeline company to creditors as part of the planned reorganization. Enron later announced the name of the new pipeline corporation as CrossCountry Energy (CCE).[45][46]
- As a result of an attempted merger with Dynegy and a series of court cases between Enron and Dynegy, Northern Plains became a part of Dynegy as a settlement from Enron. MidAmerican Energy Holdings, a subsidiary of Berkshire Hathaway, later purchased the pipeline company from Dynegy for $928 million.[47]
- In 2004, CCE was in turn purchased by CCE Holdings Inc. (CCEH), a joint venture between Southern Union Co. and GE Commercial Finance Energy Financial Service. Citrus Corporation, which owns 100% of Florida Gas Transmission Corporation, was 50% owned by CCE and a subsidiary of El Paso Natural Gas Company. CCEH acquired 50% of Citrus Corporation as purchased CCE.[48] CCEH was the successful bidder in the U.S. Bankruptcy Court for the Southern District of New York auction of CCE.[49]
- In 2006, 50% of CCEH was purchased by Energy Transfer Partners (ETP). CCEH later redeemed ETP's 50% ownership into 100% ownership of Transwestern.[50]
2001 accounting scandals
[edit]In 2001, after a series of revelations involving irregular accounting procedures perpetrated throughout the 1990s involving Enron and its auditor Arthur Andersen that bordered on fraud, Enron filed for the then largest Chapter 11 bankruptcy in history (since surpassed by those of Worldcom during 2002 and Lehman Brothers during 2008), resulting in $11 billion in shareholder losses.[51]

As the scandal progressed, Enron share prices decreased from US$90 during the summer of 2000, to just pennies.[52] Enron's demise occurred after the revelation that much of its profit and revenue were the result of deals with special-purpose entities (limited partnerships which it controlled). This maneuver allowed many of Enron's debts and losses to disappear from its financial statements.[53]
Enron filed for bankruptcy on December 2, 2001. In addition, the scandal caused the dissolution of Arthur Andersen, which at the time was one of the Big Five of the world's accounting firms. The company was found guilty of obstruction of justice in 2002 for destroying documents related to the Enron audit.[54] Since the SEC is not allowed to accept audits from convicted felons, Andersen was forced to stop auditing public companies. Although the conviction was dismissed in 2005 by the Supreme Court, the damage to the Andersen name has prevented it from recovering or reviving itself as a viable business even on a limited scale.
Enron also withdrew a naming-rights deal with the Houston Astros Major League Baseball club for its new stadium, which was known formerly as Enron Field (now Daikin Park).[55]
Accounting practices
[edit]Enron used a variety of deceptive and fraudulent tactics and accounting practices to cover its fraud in reporting Enron's financial information. Special-purpose entities were created to mask significant liabilities from Enron's financial statements. These entities made Enron seem more profitable than it was, and created a dangerous spiral in which, each quarter, corporate officers would have to perform more and more financial deception to create the illusion of billions of dollars in profit while the company was actually losing money.[56] This practice increased their stock price to new levels, at which point the executives began to work on insider information and trade millions of dollars' worth of Enron stock. The executives and insiders at Enron knew about the offshore accounts that were hiding losses for the company; the investors, however, did not. Chief Financial Officer Andrew Fastow directed the team that created the off-books companies and manipulated the deals to provide himself, his family, and his friends with hundreds of millions of dollars in guaranteed revenue, at the expense of the corporation for which he worked and its stockholders.[citation needed]

In 1999, Enron initiated EnronOnline, an Internet-based trading operation, which was used by virtually every energy company in the United States. By promoting the company's aggressive investment strategy, Enron's president and chief operating officer Jeffrey Skilling helped make Enron the biggest wholesaler of gas and electricity, trading over $27 billion per quarter. The corporation's financial claims, however, had to be accepted at face value. Under Skilling, Enron adopted mark-to-market accounting, in which anticipated future profits from any deal were tabulated as if currently real. Thus, Enron could record gains from what over time might turn out to be losses, as the company's fiscal health became secondary to manipulating its stock price during the so-called Tech boom.[57] But when a company's success is measured by undocumented financial statements, actual balance sheets are inconvenient. Indeed, Enron's unscrupulous actions were often gambles to keep the deception going and so increase the stock price. An advancing price meant a continued infusion of investor capital on which debt-ridden Enron in large part subsisted (much like a financial "pyramid" or "Ponzi scheme"). Attempting to maintain the illusion, Skilling verbally attacked Wall Street analyst Richard Grubman,[58] who questioned Enron's unusual accounting practice during a recorded conference telephone call. When Grubman complained that Enron was the only company that could not release a balance sheet along with its earnings statements, Skilling replied, "Well, thank you very much, we appreciate that ... asshole." Though the comment was met with dismay and astonishment by press, Wall Street analysts and public,[34]: 325–6 it became an inside joke among many Enron employees, mocking Grubman for his perceived meddling rather than Skilling's offensiveness.[59][60]
Post-bankruptcy
[edit]Enron initially planned to retain its three domestic pipeline companies as well as most of its overseas assets. However, before emerging from bankruptcy, Enron sold its domestic pipeline companies as CrossCountry Energy for $2.45 billion [61] and later sold other assets to Vulcan Capital Management.[62]
Enron sold its last business, Prisma Energy, during 2006, leaving Enron asset-less.[63] During early 2007, its name was changed to Enron Creditors Recovery Corporation. Its goal was to repay the old Enron's remaining creditors and end Enron's affairs. In December 2008, it was announced that Enron's creditors would receive $7.2 billion from the company's liquidation (approximately 17 percent of the debts owed by the company). After Citigroup and JP Morgan Chase were sued for their role in abetting Enron's practices with loans, the two companies agreed to give billions of dollars to Enron's creditors. By May 2011, $21.8 billion had been distributed to the creditors, totaling 53 percent of Enron's debts at the time of bankruptcy.[64][65] Enron Creditors Recovery Corporation was ultimately dissolved on November 28, 2016.[66]
Azurix, the former water utility part of the company, remains under Enron ownership, although it is currently asset-less. It is involved in several litigations against the government of Argentina claiming compensation relating to the negligence and corruption of the local governance during its management of the Buenos Aires water concession in 1999, which resulted in substantial amounts of debt (approx. $620 million) and the eventual collapse of the branch.[67]
Soon after emerging from bankruptcy in November 2004, Enron's new board of directors sued 11 financial institutions for helping Lay, Fastow, Skilling, and others hide Enron's true financial condition. The proceedings were dubbed the "megaclaims litigation". Among the defendants were Royal Bank of Scotland, Deutsche Bank and Citigroup. As of 2008[update], Enron has settled with all of the institutions, ending with Citigroup. Enron was able to obtain nearly $7.2 billion to distribute to its creditors as a result of the megaclaims litigation.[68] As of December 2009, some claim and process payments were still being distributed.
Enron has been featured since its bankruptcy in popular culture, including in The Simpsons episodes "That '90s Show" (Homer buys Enron stock while Marge chooses to keep her own Microsoft shares) and "Special Edna", which features a scene of an Enron-themed amusement park ride. The 2007 film Bee Movie also featured a joke reference to a parody company of Enron called "Honron" (a play on the words honey and Enron). The 2003 documentary The Corporation made frequent references to Enron post-bankruptcy, calling the company a "bad apple".
Insider trading scandal
[edit]Peak and decline of stock price
[edit]In August 2000, Enron's stock price attained its greatest value, closing at $90 on the 23rd.[34]: 244 At this time, Enron executives, who possessed inside information on the hidden losses, began to sell their stock. At the same time, the general public and Enron's investors were told to buy the stock. Executives told the investors that the stock would continue to increase until it attained possibly the $130 to $140 range, while secretly unloading their shares.
As executives sold their shares, the price began to decrease. Investors were told to continue buying stock or hold steady if they already owned Enron because the stock price would rebound shortly. Kenneth Lay's strategy for responding to Enron's continuing problems was his demeanor. As he did many times, Lay would issue a statement or make an appearance to calm investors and assure them that Enron was doing well.[69] In March 2001 an article by Bethany McLean appeared in Fortune magazine noting that no one understood how the company made money and questioning whether Enron stock was overvalued.[70]
By August 15, 2001, Enron's stock price had decreased to $42. Many of the investors still trusted Lay and believed that Enron would rule the market.[71] They continued to buy or retain their stock as the equity value decreased. As October ended, the stock had decreased to $15. Many considered this a great opportunity to buy Enron stock because of what Lay had been telling them in the media.[69]
Lay was accused of selling more than $70 million worth of stock at this time, which he used to repay cash advances on lines of credit. He sold another $29 million worth of stock in the open market.[72] Also, Lay's wife, Linda, was accused of selling 500,000 shares of Enron stock totaling $1.2 million on November 28, 2001. The money earned from this sale did not go to the family but rather to charitable organizations, which had already received pledges of contributions from the foundation.[73] Records show that Mrs. Lay made the sale order sometime between 10:00 and 10:20 am. News of Enron's problems, including the millions of dollars in losses they hid, became public about 10:30 that morning, and the stock price soon decreased to less than one dollar.
Former Enron executive Paula Rieker was charged with criminal insider trading and sentenced to two years' probation. Rieker obtained 18,380 Enron shares for $15.51 a share. She sold that stock for $49.77 a share in July 2001, a week before the public was told what she already knew about the $102 million loss.[74] In 2002, after the tumultuous fall of Enron's external auditor, and management consultant, Andersen LLP, former Andersen Director, John M. Cunningham coined the phrase, "We have all been Enroned."
The fallout resulted in both Lay and Skilling being convicted of conspiracy, fraud, and insider trading. Lay died before sentencing, Skilling got 24 years and 4 months and a $45 million penalty (later reduced). Fastow was sentenced to six years of jail time, and Lou Pai settled out of court for $31.5 million.[75]
California's deregulation and subsequent energy crisis
[edit]In October 2000, Daniel Scotto, the most renowned utility analyst on Wall Street, suspended his ratings on all energy companies conducting business in California because of the possibility that the companies would not receive full and adequate compensation for the deferred energy accounts used as the basis for the California Deregulation Plan enacted during the late 1990s.[76] Five months later, Pacific Gas & Electric (PG&E) was forced into bankruptcy. Republican Senator Phil Gramm, husband of Enron Board member Wendy Gramm and also the second-largest recipient of campaign contributions from Enron,[77] succeeded in legislating California's energy commodity trading deregulation. Despite warnings from prominent consumer groups which stated that this law would give energy traders too much influence over energy commodity prices, the legislation was passed in December 2000.
As the periodical Public Citizen reported:
Because of Enron's new, unregulated power auction, the company's "Wholesale Services'' revenues quadrupled – from $12 billion in the first quarter of 2000 to $48.4 billion in the first quarter of 2001.[78]
After the passage of the deregulation law, California had a total of 38 Stage 3 rolling blackouts declared, until federal regulators intervened in June 2001.[79] These blackouts occurred as a result of a poorly designed market system that was manipulated by traders and marketers, as well as from poor state management and regulatory oversight. Subsequently, Enron traders were revealed as intentionally encouraging the removal of power from the market during California's energy crisis by encouraging suppliers to shut down plants to perform unnecessary maintenance, as documented in recordings made at the time.[80][81] These acts contributed to the need for rolling blackouts, which adversely affected many businesses dependent upon a reliable supply of electricity, and inconvenienced a large number of retail customers. This scattered supply increased the price, and Enron traders were thus able to sell power at premium prices, sometimes up to a factor of 20 times its normal peak value.
The callousness of the traders' attitude toward ratepayers was documented in an evidence tape of a conversation regarding the matter, and sarcastically referencing the confusion of retiree voters in Florida's Miami-Dade County in the November 2000, presidential election.[82][83]
"They're fucking taking all the money back from you guys? All the money you guys stole from those poor grandmothers in California?"
"Yeah, Grandma Millie man. But she's the one who couldn't figure out how to fucking vote on the butterfly ballot." (Laughing from both sides.)
"Yeah, now she wants her fucking money back for all the power you've charged right up, jammed right up her ass for fucking $250 a megawatt-hour."
The traders had been discussing the efforts of the Snohomish PUD in Northwestern Washington state to recover the massive overcharges that Enron had engineered. Morgan Stanley, which had taken Enron's place in the lawsuit, fought the release of the documents that the PUD had sought to make its case, but were being withheld by the Federal Energy Regulatory Commission.[83]
Former management and corporate governance
[edit]Corporate leadership and central management - Kenneth Lay: chairman, and chief executive officer
- Jeffrey Skilling: president, chief operating officer, and CEO (February–August 2001)
- Andrew Fastow: chief financial officer
- Richard Causey: chief accounting officer
- Rebecca Mark-Jusbasche: CEO of Enron International and Azurix
- Lou Pai: CEO of Enron Energy Services
- Forrest Hoglund: CEO of Enron Oil and Gas
- Dennis Ulak: president of Enron Oil and Gas International
- Jeffrey Sherrick: president of Enron Global Exploration & Production Inc.
- Richard Gallagher: head of Enron Wholesale Global International Group
- Kenneth "Ken" Rice: CEO of Enron Wholesale and Enron Broadband Services
- J. Clifford Baxter: CEO of Enron North America
- Sherron Watkins: head of Enron Global Finance
- Jim Derrick: Enron general counsel
- Mark Koenig: head of Enron Investor Relations
- Joan Foley: head of Enron Human Resources
- Richard Kinder: president and COO of Enron (1990 – December 1996)
- Greg Whalley: president and COO of Enron (August 2001–bankruptcy)
- Jeff McMahon: CFO of Enron (October 2001-bankruptcy)
Board of Directors of Enron Corporation - Kenneth Lay: chairman of the board
- Robert A. Belfer
- Norman P. Blake Jr.
- Ronnie C. Chan
- John H. Duncan
- Wendy L. Gramm
- Ken L. Harrison
- Robert K. Jaedicke
- Charles A. LeMaistre
- John Mendelsohn
- Jerome J. Meyer
- Richard K. Gallagher
- Paulo V. Ferraz Pereira
- Frank Savage:
- John A. Urquhart
- John Wakeham
- Herbert S. Winokur Jr.
Products
[edit]Enron traded in more than 30 different products, including oil and LNG transportation, broadband, principal investments, risk management for commodities, shipping / freight, streaming media, and water and wastewater. Products traded on EnronOnline in particular included petrochemicals, plastics, power, pulp and paper, steel, and weather risk management. Enron was also an extensive futures trader, including sugar, coffee, grains, hogs, and other meat futures. At the time of its bankruptcy filing in December 2001, Enron was structured into seven distinct business units.
Online marketplace services
[edit]- EnronOnline (commodity trading platform).
- ClickPaper (transaction platform for pulp, paper, and wood products).
- EnronCredit (the first global online credit department to provide live credit prices and enable business-to-business customers to hedge credit exposure instantly via the Internet).
- ePowerOnline (customer interface for Enron Broadband Services).
- Enron Direct (sales of fixed-price contracts for gas and electricity; Europe only).
- EnergyDesk (energy-related derivatives trading; Europe only).
- NewPowerCompany (online energy trading, joint venture with IBM and AOL).
- Enron Weather (weather derivatives).
- DealBench (online business services).
- Water2Water (water storage, supply, and quality credits trading).
- HotTap (customer interface for Enron's U.S. gas pipeline businesses).
- Enromarkt (business-to-business pricing and information platform; Germany only).
Broadband services
[edit]- Enron Intelligent Network (broadband content delivery).
- Enron Media Services (risk management services for media content companies).
- Customizable Bandwidth Solutions (bandwidth and fiber products trading).
- Streaming Media Applications (live or on-demand Internet broadcasting applications).
Energy and commodities services
[edit]- Enron Power (electricity wholesaling).
- Enron Natural Gas (natural gas wholesaling).
- Enron Clean Fuels (biofuel wholesaling).
- Enron Pulp and Paper, Packaging, and Lumber (risk management derivatives for the forest products industry).
- Enron Coal and Emissions (coal wholesaling and CO2 offsets trading).
- Enron Plastics and Petrochemicals (price risk management for polymers, olefins, methanol, aromatics, and natural gas liquids).
- Enron Weather Risk Management (Weather Derivatives).
- Enron Steel (financial swap contracts and spot pricing for the steel industry).
- Enron Crude Oil and Oil Products (petroleum hedging).
- Enron Wind Power Services (wind turbine manufacturing and wind farm operation).
- MG Plc. (U.K. metals merchant).
- Enron Energy Services (Selling services to industrial end users).
- Enron International (operation of all overseas assets).
Capital and risk management services
[edit]Commercial and industrial outsourcing services
[edit]- Commodity Management.
- Energy Asset Management.
- Energy Information Management.
- Facility Management.
- Capital Management.
- Azurix Inc. (water utilities and infrastructure).
Project development and management services
[edit]- Energy Infrastructure Development (developing, financing, and operation of power plants and related projects).
- Enron Global Exploration & Production Inc. (upstream oil and natural gas international development).
- Elektro Electricidade e Servicos SA (Brazilian electric utility).
- Northern Border Pipeline.
- Houston Pipeline.
- Transwestern Pipeline.
- Florida Gas Transmission.
- Northern Natural Gas Company.
- Natural Gas Storage.
- Compression Services.
- Gas Processing and Treatment.
- Engineering, Procurement, and Construction Services.
- EOTT Energy Inc. (oil transportation).
Enron manufactured gas valves, circuit breakers, thermostats, and electrical equipment in Venezuela using INSELA SA, a 50–50 joint venture with General Electric. Enron owned three paper and pulp products companies: Garden State Paper, a newsprint mill; as well as Papiers Stadacona and St. Aurelie Timberlands. Enron had a controlling stake in the Louisiana-based petroleum exploration and production company Mariner Energy.
EnronOnline
[edit]Enron opened EnronOnline, an electronic trading platform for energy commodities, on November 29, 1999.[84][85] Conceptualized by the company's European Gas Trading team, it was the first web-based transaction system that allowed buyers and sellers to buy, sell, and trade commodity products globally. It allowed users to do business only with Enron. The site allowed Enron to transact with participants in the global energy markets. The main commodities offered on EnronOnline were natural gas and electricity, although there were 500 other products including credit derivatives, bankruptcy swaps, pulp, gas, plastics, paper, steel, metals, freight, and TV commercial time. At its maximum, more than $6 billion worth of commodities were transacted using EnronOnline every day, but specialists questioned how Enron reported trades and calculated its profits, saying that the same fraudulent accounting that was rampant at Enron's other operations may have been used in trading.[86]
After Enron's bankruptcy in late 2001, EnronOnline was sold to the Swiss financial giant UBS. Within a year, UBS abandoned its efforts to relaunch the division and closed it in November 2002.[84][86]
Enron International
[edit]Enron International (EI) was Enron's wholesale asset development and asset management business. Its primary emphasis was developing and building natural gas power plants outside North America. Enron Engineering and Construction Company (EECC) was a wholly owned subsidiary of Enron International and built almost all of Enron International's power plants. Unlike other business units of Enron, Enron International had a strong cash flow at the bankruptcy filing.[citation needed] Enron International consisted of all of Enron's foreign power projects, including ones in Europe.
The company's Teesside plant was one of the largest gas-fired power stations in the world, built and operated by Enron from 1989, and produced 3 percent of the United Kingdom's energy needs.[87] Enron owned half of the plant's equity, with the remaining 50 percent split between four regional electricity companies.[87]
Management
[edit]Rebecca Mark was the CEO of Enron International until she resigned to manage Enron's newly acquired water business, Azurix, in 1997. Mark had a major role in the development of the Dabhol project in India, Enron's largest international endeavor.[88]
Projects
[edit]Enron International constructed power plants and pipelines across the globe. Some are presently still operating, including the massive Teesside plant in England. Others, like a barge-mounted plant off Puerto Plata in the Dominican Republic, cost Enron money through lawsuits and investment losses.[89] Puerto Plata was a barge-mounted power plant next to the hotel Hotelero del Atlantico. When the plant was activated, winds blew soot from the plant onto the hotel guests' meals, blackening their food. The winds also blew garbage from nearby slums into the plant's water-intake system. For some time the only solution was to hire men who would row out and push the garbage away with their paddles.[34] Through mid-2000 the company collected a paltry $3.5 million from a $95 million investment.[34] Enron also had other investment projects in Europe, Argentina, Brazil, Bolivia, Colombia, Mexico, Jamaica, Venezuela, elsewhere in South America and across the Caribbean.[34]
India
[edit]Around 1992 Indian experts came to the United States to find energy investors to help with India's energy shortage problems.[34] During December 1993, Enron finalized a 20-year power-purchase contract with the Maharashtra State Electricity Board.[34] The contract allowed Enron to construct a massive 2,015 megawatt power plant on a remote volcanic bluff 100 miles (160 km) south of Mumbai through a two-phase project called Dabhol Power Station.[90] Construction would be completed in two phases, and Enron would form the Dabhol Power Company to help manage the plant. The power project was the first step in a $20 billion scheme to help rebuild and stabilize India's power grid. Enron, GE (which was selling turbines to the project), and Bechtel (which was constructing the plant), each contributed 10% equity with the remaining 90% covered by the MSEB [91]
In 1996, when India's Congress Party was no longer in power, the Indian government assessed the project as being excessively expensive, refused to pay for the plant, and stopped construction.[34] The MSEB was required by contract to continue to pay Enron plant maintenance charges, even if no power was purchased from the plant. The MSEB determined that it could not afford to purchase the power (at Rs. 8 per unit kWh) charged by Enron. The plant operator was unable to find alternate customers for Dabhol power due to the absence of a free market in the regulated structure of utilities in India.[citation needed]
By 2000, the Dabhol plant was almost complete and Phase 1 had begun producing power.[92][93] Enron as a whole, however, was heavily overextended,[94] and in the summer of that year Mark and all the key executives at Enron International were asked to resign from Enron to reshape the company and get rid of asset businesses.[95] Shortly thereafter a payment dispute with MSEB ensued, and Enron issued a stop-work order on the plant in June 2001.[96][97] From 1996 until Enron's bankruptcy in 2001 the company tried to revive the project and revive interest in India's need for the power plant without success. By December 2001 the Enron scandal and bankruptcy cut short any opportunity to revive the construction and complete the plant.[98] In 2005, an Indian government-run company,[99] Ratnagiri Gas and Power, was set up to finish construction on the Dabhol facility and operate the plant.[100]
Project summer
[edit]During the summer of 2001, Enron attempted to sell several of Enron International's assets, many of which were not sold. The public and media believed it was unknown why Enron wanted to sell these assets, suspecting it was because Enron needed cash.[101] Employees who worked with company assets were told in 2000 [102] that Jeff Skilling believed that business assets were an outdated means of a company's worth, and instead he wanted to build a company based on "intellectual assets".
Enron Global Exploration & Production, Inc.
[edit]Enron Global Exploration & Production Inc. (EGEP) was an Enron subsidiary that was born from the split of domestic assets via EOG Resources (formerly Enron Oil and Gas EOG) and international assets via EGEP (formerly Enron Oil and Gas Int'l, Ltd EOGIL).[103] Among the EGEP assets were the Panna-Mukta and the South Tapti fields, discovered by the Indian state-owned Oil and Natural Gas Corporation (ONGC), which operated the fields initially.[104] December 1994, a joint venture began between ONGC (40%), Enron (30%) and Reliance (30%).[104] Mid-year of 2002, British Gas (BG) completed the acquisition of EGEP's 30% share of the Panna-Mukta and Tapti fields for $350 million, a few months before Enron filed bankruptcy.[105]
Enron Prize for Distinguished Public Service
[edit]During the mid-1990s, Enron established an endowment for the Enron Prize for Distinguished Public Service, awarded by Rice University's Baker Institute to "recognize outstanding individuals for their contributions to public service". Recipients were:
- 1995: Colin Powell.[106]
- 1997: Mikhail Gorbachev.[107]
- 1999 (early): Eduard Shevardnadze.[108]
- 1999 (late): Nelson Mandela.[109]
- 2001: Alan Greenspan.[110]
Greenspan, because of his position as the Fed chairman, was not at liberty to accept the $10,000 honorarium, the $15,000 sculpture, nor the crystal trophy, but only accepted the "honor" of being named an Enron Prize recipient.[111] The situation was further complicated because a few days earlier, Enron had filed paperwork admitting it had falsified financial statements for five years.[112] Greenspan did not mention Enron a single time during his speech.[113] At the ceremony, Ken Lay stated, "I'm looking forward to our first woman recipient."[114] The next morning, it was reported in the Houston Chronicle that no decision had been made on whether the name of the prize would be changed.[115] 19 days after the prize was awarded to Greenspan, Enron declared bankruptcy.[116]
In early 2002, Enron was awarded MIT's (in)famous Ig Nobel Prize for "Most Creative Use of Imaginary Numbers". The various former members of the Enron management team all refused to accept the award in person, although no reason was given at the time.
Enron's influence on politics
[edit]- George W. Bush, sitting U.S. president at the time of Enron's collapse, received $312,500 to his campaigns and $413,800 to his presidential war chest and inaugural fund.[117]
- Dick Cheney, sitting U.S. vice president at the time of Enron's collapse, met with Enron executives six times to develop a new energy policy. He refused to show minutes to Congress.[117]
- John Ashcroft, the attorney general at the time, recused himself from the DOJ's investigation into Enron due to receiving $57,499 when running for a senate seat in 2000.
- Lawrence Lindsay, White House Economic Advisor at the time, made $50,000 as a consultant with Enron before moving to the White House in 2000.[117]
- Karl Rove, White House senior advisor at the time, waited five months before selling $100,000 of Enron stock.[117]
- Marc F. Racicot, Republican National Committee chairman nominee at the time, was handpicked by George W. Bush to serve as a lawyer with Bracewell LLP, a firm that lobbied for Enron.[117][118]
"Women of Enron"
[edit]In 2002, the Playboy magazine featured a nude pictorial "Women of Enron", with ten former and contemporary Enron female employees. The women said they posed for the fun and to earn some money.[119]
2024 satirical reboot and meme coin
[edit]On December 2, 2024, a new tweet was posted on the @Enron X account. The tweet had the caption "We're back. Can we talk?", along with a promotional video. Viewers also noticed that the website enron.com was also functional. The replies alleged a potential cryptocurrency scam, but others pointed to the new terms of service including a clause explicitly stating that the content on the website was parody protected under the First Amendment. Many pointed out that this was likely a joke, as the domain seemed to be registered by Peter McIndoe, a performance artist and founder of Birds Aren't Real. Additionally, the rights to the Enron name had been purchased at auction by The College Company for $275 in 2020.[120][121] On December 9, it was announced that the CEO of Enron was Connor Gaydos, another cofounder of The College Company and Birds Aren't Real. It was also announced that Enron planned to hold a new "Enron Power Summit" on January 6, 2025.[121] On December 12, the Twitter page @Pubity posted video of Gaydos being pied in the face. Many viewers quickly assumed the incident was staged, and it may have been a parody of an incident when Jeff Skilling was pied in the face by a California woman.[122]
On January 6, 2025, Enron announced the Enron Egg, its first new product in 20 years. Gaydos claimed that the product was a micro nuclear reactor capable of powering a suburban home for 10 years using 20% enriched uranium in the form of uranium zirconium hydride. The announcement supposedly took place at the previously announced "Enron Power Summit," but the Houston Chronicle was unable to confirm that such an event actually took place.[123]
On February 4, 2025, Enron launched a crypto token named $ENRON on the Solana blockchain as part of its satire,[124] at one point trading with a market capitalization of $700 million before the price fell at least 76% within 24 hours of launch.[125]
See also
[edit]- The Smartest Guys in the Room, a 2003 book by Bethany McLean and Peter Elkind that examines the collapse of the Enron Corporation
- Enron: The Smartest Guys in the Room, an award-winning 2005 documentary film based on the book
- The Crooked E: The Unshredded Truth About Enron, a television movie aired by CBS in January 2003 based on the book Anatomy of Greed by Brian Cruver
- Pipe Dreams: Greed, Ego, and the Death of Enron, a book by Robert Bryce
- ENRON, a 2009 play by British playwright Lucy Prebble
- Dot-com bubble
- Theranos
- FTX
Notes
[edit]- ^ In September 1999, Fastow pitched a partnership between Enron and Merrill Lynch to provide $390 million in outside investments for the Fastow controlled private partnership known as the LJM2 Co-Investment LP.[18] The then Enron Treasurer Jeff McMahon would book a $12 million gain and meet its earnings target for 1999 with a $7 million investment from Merrill Lynch for a stake in three floating power generators off Nigeria. In July 2000, Merrill Lynch sold its stake in three floating power generators off Nigeria to the Fastow-controlled LJM2 to place the venture off the books.[19] In August 2001, Sherron Watkins informed Ken Lay that the Fastow partnerships could cause Enron to "implode in a wave of accounting scandals." Lay requested that Watkins and Elizabeth A. Tilney, whose investment banker husband Schuyler Tilney is a managing director and head of the energy investment banking unit at Merill Lynch and a close personal friend of Andrew S. Fastow and his wife Lea, develop a crisis management strategy.[20] In 1993, Schuyler Tilney joined Merrill Lynch and previously he had been employed at CS First Boston during which CS First Boston invested heavily in the privatization of Russia.[20][21][22]
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- ^ "INDIA: Enron's Dabhol suffers legal setback in Indian row". Reuters. November 9, 2001.
- ^ "No way but to negotiate". The Hindu. June 19, 2001.
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- ^ Salacuse, Jeswald W. The Three Laws of International Investment: National, Contractual, and International Frameworks for Foreign Capital. Oxford University Press, 2013. pp. 293–295.
- ^ Singh, Ramesh. Indian Economy. Tata McGraw-Hill, 2008. p. 11.5.
- ^ Barboza, David. "Enron Sought to Raise Cash Two Years Ago". Georgetown University. Archived from the original on December 15, 2012. Retrieved May 7, 2012.
- ^ Enron Communication, 4th Quarter, 2000
- ^ Davis, Michael (July 20, 1999). "Enron Oil, Gas Production Unit to Become Independent". Knight Ridder/Tribune Business News. Archived from the original on September 24, 2015. Retrieved September 6, 2017.
- ^ a b "Performance Audit of Hydrocarbon PSCs – Findings in respect of Panna-Mukta and Mid & South Tapti Fields" (PDF). Comptroller and Auditor General of India. September 2010. Archived from the original (PDF) on January 22, 2013. Retrieved April 30, 2012.
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- ^ Cinelli, Michael (August 28, 1997). "Gorbachev to Receive Enron Prize" (Press release). Rice University. Retrieved August 26, 2011.[permanent dead link]
- ^ Cinelli, Michael (April 5, 1999). "Shevardnadze to Receive Baker Institute's Enron Prize for Distinguished Public Service" (Press release). Rice University. Retrieved August 26, 2011.[permanent dead link]
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Bibliography
[edit]- Robert Bryce, Pipe Dreams: Greed, Ego, and the Death of Enron (PublicAffairs, 2002) ISBN 1-58648-138-X.
- Lynn Brewer, Matthew Scott Hansen, House of Cards, Confessions of An Enron Executive (Virtualbookworm.com Publishing, 2002) ISBN 1-58939-248-5.
- Kurt Eichenwald, Conspiracy of Fools: A True Story (Broadway Books, 2005) ISBN 0-7679-1178-4.
- Peter C. Fusaro, Ross M. Miller, What Went Wrong at Enron: Everyone's Guide to the Largest Bankruptcy in U.S. History (Wiley, 2002), ISBN 0-471-26574-8.
- Loren Fox, Enron: The Rise and Fall. (Hoboken, NJ: Wiley, 2003).
- Judith Haney Enron's Bust: Was it the result of Over-Confidence or a Confidence Game? USNewsLink/ December 13, 2001.
- Marc Hodak, The Enron Scandal, Organizational Behavior Research Center Papers (SSRN), June 4, 2007.
- Bethany McLean, Peter Elkind, The Smartest Guys in the Room: The Amazing Rise and Scandalous Fall of Enron (Portfolio, 2003) ISBN 1-59184-008-2.
- Sharp, David J. (2006). Cases in Business Ethics. Thousand Oaks, CA: Sage. ISBN 1412909244.
- Mimi Swartz, Sherron Watkins, Power Failure: The Inside Story of the Collapse of Enron (Doubleday, 2003) ISBN 0-385-50787-9.
- Daniel Scotto "American Financial Analyst: The First Analyst to recommend the selling of Enron Stock".
- Calkins, Laurel Brubaker (November 4, 2004). "Enron Fraud Trial Ends in 5 Convictions". The Washington Post. Retrieved December 6, 2011.[dead link]
- Fusaro, Peter C.; Miller, Ross M. (2002). What went wrong at Enron. J. Wiley & Sons.
External links
[edit]- Enron emails and phone calls dataset, archived and searchable online with Threads at the Wayback Machine (archived June 5, 2015).
- Portland General Electric Company
- Northern Natural Gas Company
- Enron's Code of Ethics, TheSmokingGun.com
- Enron board records at the Hagley Library at the Library of Congress Web Archives (archived March 6, 2013)
- "The Fall of Enron", HBS Research paper
- FBI website
- Martin, Patrick (January 28, 2002). "The strange and convenient death of J. Clifford Baxter—Enron executive found shot to death". World Socialist Web Site.
- Enron Scandal: Greed Led to Corporate Catastrophe Archived October 16, 2023, at the Wayback Machine
Data
[edit]- Yahoo!: Enron Corp. company profile
- Enron Creditors Recovery Corp. profile on Hoovers.com
- Enron Creditors Recovery Corp. profile, Google Finance
- Enron Chronology. Archived September 29, 2011, at the Wayback Machine.
- Enron Securities Litigation Web Site at the Wayback Machine (archived August 18, 2010) (Contains the ENRON historical stock quotes from 1997 to 2002.)
Enron
View on GrokipediaEnron Corporation was an American energy company headquartered in Houston, Texas, formed in 1985 through the merger of Houston Natural Gas and InterNorth, which initially focused on natural gas pipelines before expanding into commodities trading and financial derivatives.[1][2] Under Kenneth Lay as chairman and Jeffrey Skilling as CEO, Enron achieved explosive growth in the 1990s, pioneering deregulated energy markets and mark-to-market accounting that booked projected future profits as immediate revenue, propelling it to seventh on the Fortune 500 by 2000 with reported revenues exceeding $100 billion.[3][4]
The company's rapid ascent masked systemic accounting manipulations, including the use of special purpose entities to conceal hundreds of billions in debt and inflate asset values, which unraveled in 2001 when credit rating downgrades and restatements revealed insolvency, culminating in a Chapter 11 bankruptcy filing on December 2—the largest in U.S. history at the time with $63.4 billion in assets.[5][6][7] This collapse, driven by fraudulent financial reporting and inadequate oversight by auditor Arthur Andersen, erased $74 billion in shareholder value, led to the conviction of Lay and Skilling for fraud, and exposed vulnerabilities in U.S. corporate governance that prompted the Sarbanes-Oxley Act of 2002.[4][5][8]
Origins and Formative Years
Pre-Merger Foundations
Houston Natural Gas Corporation (HNG), a regional natural gas utility headquartered in Houston, Texas, traced its origins to the 1920s, when it was formed as a distributor of gas in South Texas and began acquiring pipeline assets such as Houston Pipe Line Company.[9] [10] By 1953, HNG had expanded into the development of oil and gas properties, building a network focused on transmission, distribution, and intrastate operations within Texas.[9] During the 1960s, the company diversified beyond pure pipeline activities into natural gas liquids processing, petrochemical production, and upstream exploration and production of hydrocarbons, employing around 2,000 people by the mid-1980s.[11] [12] InterNorth, Inc., Enron's other key predecessor, originated as Northern Natural Gas Company, founded in 1930 in Omaha, Nebraska, by a consortium including North American Light & Power Company, United Light & Railways, and Lone Star Gas Corporation to operate interstate natural gas pipelines serving the Midwest.[13] [14] The company listed on the New York Stock Exchange in 1947 and significantly expanded its infrastructure, doubling pipeline capacity by 1950 and entering natural gas liquids extraction in the 1960s.[9] [13] By 1979, Northern Natural Gas had integrated into InterNorth as a holding company structure, broadening into diversified energy operations with approximately 36,200 miles of pipelines and over 10,000 employees worldwide, including significant assets in propane and other fuels before divesting non-core units like Northern Propane Gas in 1983.[15] [16] [12]Merger and Early Expansion (1985–1990)
In May 1985, InterNorth, a Nebraska-based natural gas pipeline company, announced its acquisition of Houston Natural Gas (HNG) for approximately $2.3 billion in a stock swap valued at 40% above HNG's market price at the time.[17] The deal, which closed later that year, combined InterNorth's extensive Midwestern pipeline assets with HNG's operations in Texas and the Gulf Coast, creating one of the largest natural gas transmission networks in the United States.[10] Initially operating as HNG/InterNorth with headquarters in Omaha, the merged entity faced immediate challenges from high debt levels incurred in the transaction and the need to integrate disparate pipeline systems spanning multiple states.[18] Kenneth Lay, who had served as CEO of HNG since 1984, was appointed president of the combined company following the merger and relocated operations to Houston in 1986.[19] Under Lay's leadership, the firm was renamed Enron Corporation in early 1986 after initial plans for the name "Enteron" were abandoned due to a trademark conflict with a fiber supplement brand; Lay assumed the roles of chairman and CEO later that year following the retirement of interim leader Sam Segnar.[10] This period marked Enron's consolidation of a pipeline network exceeding 36,000 miles, making it the second-largest in the nation and capable of transporting gas across 21 states.[10] The company also navigated regulatory shifts, including the Federal Energy Regulatory Commission's Order 436 in 1985, which facilitated open access to interstate pipelines and encouraged competition in natural gas transportation.[20] Early expansion efforts from 1986 to 1990 focused on debt reduction, operational efficiencies, and positioning for market liberalization, including stock buybacks in 1986 to deter potential takeovers amid leveraged buyout threats in the energy sector.[21] Enron prioritized upgrading its infrastructure and marketing its transport capacity to producers and distributors, laying groundwork for future commoditization of gas sales without major external acquisitions during this interval.[22] By 1989, the company had begun experimenting with gas marketing concepts, such as aggregating supplies for reliable delivery, which presaged its pivot toward trading amid ongoing deregulation.[23] These steps, executed under Lay's direction, transformed the post-merger entity from a regulated pipeline operator into a more agile player in a transitioning industry, though burdened by approximately $3 billion in debt from the merger.[18]Evolution into an Energy Trading Innovator
Shift to Deregulated Markets and Trading Model
In the mid-1980s, the U.S. natural gas industry underwent significant deregulation through Federal Energy Regulatory Commission (FERC) actions, including Order No. 436 in 1985, which encouraged open-access transportation on pipelines and diminished the traditional integrated model of production, transmission, and distribution.[20] This shift eroded the competitive advantages of pipeline owners like Enron, which had formed in 1985 from the merger of Houston Natural Gas and InterNorth, leaving the company burdened with substantial debt from the acquisition and facing reduced exclusivity over its pipeline assets.[22] Under CEO Kenneth Lay, Enron responded by pivoting from a capital-intensive pipeline operator to an asset-light intermediary, positioning itself to buy, sell, and transport natural gas for producers and consumers without owning the physical infrastructure.[24] By 1989, Enron launched its natural gas commodities trading operations, capitalizing on the deregulated environment to act as a market maker and facilitate transactions between suppliers and end-users.[19] This trading model expanded rapidly after Lay recruited Jeffrey Skilling in 1990 from McKinsey & Company to head the newly formed Enron Gas Services division, later rebranded as Enron North America.[1] Skilling advocated for a "gas bank" concept, where Enron guaranteed fixed prices and volumes to customers while hedging risks through financial derivatives and forward contracts, effectively transforming the company into a high-volume trader profiting from spreads, fees, and volatility in deregulated spot markets.[25] The strategy gained momentum with further FERC restructuring in April 1992, which promoted competition by requiring pipelines to provide non-discriminatory access, enabling Enron to scale its trading volume without equivalent capital outlays.[26] By the mid-1990s, trading revenues had eclipsed traditional pipeline earnings, with Enron pioneering innovations like the Henry Hub pricing index in Louisiana as a benchmark for North American gas trades, which standardized pricing and liquidity in the fragmented post-deregulation market.[27] This evolution positioned Enron as a dominant player in energy derivatives, extending the model toward electricity markets as states began deregulating retail power in the late 1990s, though it relied heavily on aggressive risk management and market-making to sustain growth amid inherent price fluctuations.[20]Domestic Growth and Retail Energy Entry (1990s)
In the 1990s, Enron expanded its domestic operations amid federal and state deregulation of energy markets, shifting emphasis from pipeline transportation to wholesale trading and marketing of natural gas and electricity. The company capitalized on the 1992 Energy Policy Act, which facilitated wholesale competition, growing its trading volumes and establishing dominance in North American natural gas sales by the early 1990s.[28] [29] By mid-decade, Enron controlled approximately 40 percent of U.S. wholesale gas and power markets through innovative contract structures and risk management products.[20] This growth was supported by internal restructuring, including the 1990 hiring of Jeffrey Skilling to lead the gas trading division, which evolved into a high-volume, asset-light model resembling financial derivatives trading.[22] Enron's revenues from domestic energy trading surged, contributing to overall company revenues increasing from $13.3 billion in 1995 to over $40 billion by 1999, driven by mark-to-market accounting of long-term contracts.[22] The firm maintained its pipeline assets while divesting non-core holdings to focus on trading hubs and liquidity provision in deregulated regions like California and Texas.[20] Enron's entry into retail energy services accelerated as states began allowing customer choice in electricity and gas procurement, with the company positioning itself to challenge traditional utility monopolies. In 1996–1997, Enron pursued acquisition of regulated utilities to gain retail customer bases and distribution access.[30] A pivotal move was the July 1997 completion of its $2.1 billion stock acquisition of Portland General Electric (PGE), Oregon's largest utility, serving over 700,000 retail customers and providing Enron with generation assets and a regulated retail franchise in the Pacific Northwest.[31] [22] This deal, approved despite regulatory scrutiny over Enron's trading focus, enabled bundling of wholesale supply with retail delivery.[32] Concurrently, Enron launched competitive retail offerings through subsidiaries like Enron Energy Services, targeting industrial and commercial users in early-deregulated markets such as California and Pennsylvania by offering fixed-price energy contracts, efficiency audits, and facility management.[33] The company advocated aggressively for retail competition, framing it as a means to lower costs and innovate beyond incumbent utilities' monopoly structures.[34] By late 1990s, Enron secured initial retail contracts, though wholesale trading remained its primary profit driver, with retail efforts relying on projected deregulation gains that later proved optimistic amid market volatility.[24]International Ventures and Diversification
Enron pursued international expansion beginning in the early 1990s, developing power generation and infrastructure projects across approximately 20 countries to leverage deregulation, privatization, and emerging market opportunities in energy sectors.[35] This strategy involved significant capital investments, often backed by U.S. government agencies like the Overseas Private Investment Corporation (OPIC), which provided about $1.7 billion in support for Enron's foreign deals from 1992 onward.[36] However, many initiatives encountered political instability, currency fluctuations, and disputes over tariffs and contracts, amplifying financial risks tied to host government dependencies rather than purely market-driven viability.[37] A notable early project was the Teesside Power Station in northeastern England, a 1,875-megawatt combined-cycle gas-fired facility that Enron developed and commissioned in 1993, marking one of its first major successes in exporting U.S.-style power plant technology to Europe.[38] In Latin America, Enron targeted Brazil's privatizing energy market, acquiring a majority stake in the Elektro electricity distribution utility serving São Paulo state and advancing the 480-megawatt Cuiabá natural gas power plant in Mato Grosso, with OPIC approving $200 million each for these efforts by the late 1990s.[39] These ventures relied on local partnerships and regulatory approvals but faced challenges from volatile regional economics and competition.[40] The Dabhol Power Project in Maharashtra, India, exemplified Enron's aggressive international push, with the company forming Dabhol Power Company in 1992 as a joint venture to build a 2,184-megawatt natural gas-fired plant approximately 160 kilometers south of Mumbai.[41] Initial phases came online in 1999, but the $3 billion initiative drew criticism for elevated power tariffs—reportedly among the world's highest at over 7 rupees per kilowatt-hour—and allegations of corruption, prompting renegotiations under a new state government in 2001, suspension of payments by the Maharashtra State Electricity Board, and eventual plant shutdown before Enron's domestic collapse.[42][43] Beyond core energy assets, Enron diversified into adjacent sectors with international scope, notably launching Azurix Corp. in 1998 as a water services subsidiary to capitalize on global privatization trends.[44] Azurix acquired the British utility Wessex Water for approximately $2.2 billion, forming its foundational asset, and expanded into Latin America (including Buenos Aires concessions), Canada, and India through additional bids and purchases, aiming for rapid scale via an initial public offering that raised $500 million in June 1999.[45][46] The unit's strategy emphasized asset monetization over operational efficiencies, leading to writedowns exceeding $1 billion by 2001 due to contract disputes, regulatory hurdles, and overoptimistic valuations in volatile markets.[47] Enron's broader diversification also touched broadband services, attempting to trade bandwidth internationally amid 1990s fiber-optic booms, though these efforts yielded limited tangible returns amid speculative projections.[20] Overall, these ventures strained Enron's balance sheet through off-balance-sheet debt and exposure to non-recourse financing, underscoring causal links between geographic overreach and heightened vulnerability to exogenous shocks.[37]Business Operations and Products
Core Energy and Commodities Trading
Enron initiated its natural gas trading operations in 1989 through the Gas Bank, a service that connected producers with wholesale buyers and enabled hedging against price volatility via forward contracts.[1] This model, expanded under Jeffrey Skilling starting in 1990, transformed Enron from a pipeline operator into a market intermediary, leveraging deregulation under the Natural Gas Policy Act of 1978 and subsequent Federal Energy Regulatory Commission (FERC) orders that unbundled production from transportation.[23] By acting as a principal in transactions, Enron assumed counterparty risk while providing liquidity in previously fragmented markets.[20] Trading volumes and revenues expanded rapidly in the early 1990s; the Gas Services division's pretax income grew from $70 million in 1991 to $224 million in 1994, reflecting increased contract activity amid rising market liberalization.[20] Enron became North America's leading natural gas marketer, capturing approximately 40% of wholesale gas and power markets by the late 1990s through a combination of physical delivery and financial derivatives trading.[20] Wholesale segment revenues rose from $27.2 billion in 1998 to $35.5 billion in 1999 and $93.3 billion in 2000 (unaffiliated basis), driven by earnings before interest and taxes increasing from $968 million in 1998 to $2.26 billion in 2000.[48][49] Electricity trading commenced in 1994 following FERC's initial steps toward wholesale power deregulation, with Enron applying its gas model to power forwards, options, and swaps.[50] By 2000, physical trading volumes reached 24.7 billion cubic feet per day (Bcf/d) for natural gas (77% growth from 13.9 Bcf/d in 1999), 579 million megawatt-hours (MWh) for power (52% growth from 381 million MWh), and a total equivalent of 51.7 trillion British thermal units per day (TBtue/d) across commodities.[48] The portfolio included not only energy staples like crude oil and natural gas liquids but also coal, metals, and weather derivatives, with risk managed via swaps, forwards, and options under a centralized trading desk structure.[48] This core activity positioned Enron as a global commodities powerhouse, with operations extending to Europe (e.g., 3.6 Bcf/d natural gas volumes in 2000) and emphasizing long-term contracts—up to 24 years for electricity and 23 years for gas—while maintaining independent oversight of credit and market risks.[48] The model's success hinged on thin margins from high-volume, low-risk arbitrage and origination fees, yielding consistent double-digit growth through market-making in deregulated environments.[22]Broadband and Digital Services
Enron Broadband Services (EBS), a subsidiary launched in 1999, sought to capitalize on the late-1990s internet boom by developing infrastructure and markets for high-speed data transmission and bandwidth trading.[51] The division built upon earlier efforts by Enron Communications, which in 1997 acquired a small Oregon utility to lay fiber-optic lines and subsequently expanded into trading unused fiber strands, aiming to mirror Enron's successful energy commodities model.[52] By January 1999, Enron introduced the Enron Intelligent Network, a fiber-optic system initially tested in eight cities as part of a planned 15,000-mile national backbone capable of transmitting up to 1.44 terabits per second per fiber route.[53][54] Enron Communications continued constructing long-haul routes, such as from Salt Lake City to Houston, to support data-centric IP services.[55] The core strategy involved commoditizing bandwidth, treating it as a tradable asset like natural gas, with EBS positioning itself as an intermediary for leasing, swapping, and trading excess capacity on its growing 18,000-mile global fiber network, which neared completion by 2000.[48] Services included premium broadband delivery for applications like video-on-demand and videoconferencing, marketed to businesses seeking reliable high-capacity connections.[56] A notable initiative was an exclusive 2000 deal with Blockbuster to stream movies over the network, intended to generate revenue through content delivery but which collapsed due to Blockbuster's failure to secure Hollywood licensing agreements.[57] Enron also engaged in fiber swaps with telecom firms like Qwest and Global Crossing to manage capacity, though these transactions later drew regulatory scrutiny for potential revenue inflation.[58] Despite ambitions, EBS never achieved profitability, reporting operational losses such as $102 million in one period amid broader cost overruns.[59] The trading model faltered as a post-dot-com telecom glut flooded the market with unused fiber capacity, undermining demand for bandwidth exchanges; by 2001, excess supply and premature revenue recognition via mark-to-market accounting masked underlying weaknesses.[60][24] In June 2000, Enron offloaded excess fiber to its related-party entity LJM2, booking gains that contributed to overstated earnings, including an alleged $111 million from the Blockbuster project.[57][60] The division's collapse, exacerbated by the 2001 telecom downturn, highlighted misaligned incentives in speculative infrastructure bets, though some observers noted the concepts—such as scalable content streaming—anticipated later innovations like Netflix, albeit executed ahead of viable market conditions.[24] EBS's implosion strained Enron's finances, feeding into the company's third-quarter 2001 loss announcements and bankruptcy filing.[51]Financial and Risk Management Offerings
Enron's Wholesale Services division encompassed financial and risk management offerings designed to assist industrial and energy sector clients in mitigating exposure to commodity price fluctuations, delivery uncertainties, and related volatilities. These services included customized derivatives contracts, such as swaps and options, enabling customers to hedge against risks in natural gas, electricity, and other energy commodities. By 2000, Enron managed the world's largest portfolio of natural gas risk management contracts, which involved structuring financial instruments to lock in prices or transfer volatility risks between counterparties.[10][61] A key innovation in Enron's risk management portfolio was the development and trading of weather derivatives, financial instruments tied to indices like heating or cooling degree days to protect utilities and other firms from revenue impacts due to atypical weather patterns. Introduced in the late 1990s, these products allowed clients, such as electricity providers, to hedge against mild winters reducing demand or hot summers straining supply; for instance, Enron offered floors, caps, and swaps on weather metrics to stabilize cash flows. Enron played a pivotal role in establishing the global market for energy-based derivatives, facilitating swaps that enabled companies to manage residual market risks while confining Enron's exposure to broader hedging positions.[62][63][64] Financial services extended to structured products for earnings and cash flow management, where Enron advised corporations on using derivatives and off-balance-sheet arrangements to smooth reported results amid volatile markets. These offerings, marketed to major firms, involved complex hedges and bets that aimed to optimize capital allocation but often obscured underlying risks through mark-to-market accounting. Enron also provided credit enhancements and project financing tied to energy assets, leveraging its trading expertise to underwrite risks for wholesale partners.[65][66][67]EnronOnline and Global Projects
EnronOnline, launched on November 29, 1999, was an electronic trading platform developed by Enron Corporation to facilitate real-time transactions in commodities such as natural gas, electricity, oil, and bandwidth capacity.[68] As a principal-based system, it positioned Enron as the sole counterparty to all trades, eliminating the need for bilateral negotiations between buyers and sellers while capturing deal data directly into Enron's systems.[69] The platform supported over 800 contract types and rapidly expanded, with transaction volumes growing by 92% in its early years, contributing to Enron's reported dominance in electronic energy trading.[70] By enabling nearly every major U.S. energy company to execute trades, EnronOnline temporarily revolutionized wholesale energy markets during the dot-com era, though its structure concentrated counterparty risk on Enron and later drew scrutiny for potentially inflating perceived liquidity through non-arm's-length transactions.[71] The platform's operations streamlined Enron's trading by automating bid-ask matching and credit checks, allowing for instantaneous deal confirmation without intermediaries.[72] In 2000, EnronOnline handled a significant portion of the company's wholesale trades, bolstering claims of Enron as the world's largest e-commerce site by transaction value at the time.[10] However, its reliance on Enron's balance sheet for all exposures amplified vulnerabilities during market downturns, and post-collapse analyses highlighted how the system masked underlying credit risks in opaque energy derivatives markets.[73] Enron's global projects encompassed high-risk infrastructure investments exceeding $7 billion by the early 2000s, targeting power generation, water utilities, and pipelines in emerging markets to diversify beyond North American trading.[35] Key ventures included over $3 billion in Latin America, $1 billion in India, and substantial outlays in the Middle East and Asia, often structured as joint ventures with local partners to navigate regulatory hurdles.[74] These initiatives aimed to secure long-term revenue from asset-backed contracts but frequently underperformed due to political instability, currency fluctuations, and disputes over tariffs and feasibility. A flagship example was the Dabhol Power Company project in India, initiated in 1992 as Enron's first major overseas foray, involving a $2.9 billion natural gas-fired plant with 2,184 megawatts capacity near Mumbai.[75] Enron held a 65% stake, with the plant's Phase I operational by 1999, but the project faltered amid allegations of overpricing, corruption, and failure to secure reliable fuel supplies, leading to shutdowns and arbitration battles; the World Bank had deemed it financially unviable and withheld funding.[76] Similar challenges plagued efforts in Brazil and the Philippines, where Enron pursued hydroelectric and power distribution assets, often resulting in writedowns and sales at losses that strained the company's liquidity ahead of its 2001 collapse.[39] Overall, these international pursuits, while initially touted for growth potential, exposed Enron to sovereign risks and contributed to its overextension, with many assets sold or abandoned post-bankruptcy.[77]Financial Engineering and Accounting Practices
Mark-to-Market Valuation Method
Enron transitioned to mark-to-market (MTM) accounting in 1992 after receiving approval from the U.S. Securities and Exchange Commission (SEC) on January 30 of that year, shifting from traditional historical cost methods that recognized revenue over time as cash flows materialized.[78] Under MTM, the company valued long-term contracts—particularly in natural gas trading—by estimating the present value of projected future cash flows based on current market conditions and booking the entire amount as immediate revenue upon contract execution, rather than amortizing it over the deal's lifespan, which often exceeded 10 to 40 years.[4] This approach was advocated by Jeffrey Skilling, who joined Enron in 1990 to head its trading division and argued it better captured the forward-looking nature of energy markets in a deregulated environment.[79] The SEC's endorsement, requested by Enron on June 11, 1991, marked an exception for the company's gas futures and trading activities, permitting MTM where liquid markets existed for valuation inputs but extending it to illiquid, speculative projections.[80] In practice, Enron's traders and executives developed complex financial models incorporating assumptions about future commodity prices, volumes, and demand; optimistic inputs allowed booking tens or hundreds of millions in "gains" per deal, fueling reported earnings growth that drove executive bonuses tied to stock performance. For instance, MTM enabled Enron to recognize profits from structured trades where minimal upfront capital was committed, yet the method's reliance on internal estimates—often unverifiable without active trading markets—created opportunities for manipulation, as downward adjustments were infrequent and required explicit justification under SEC rules.[81] While MTM suited short-term securities trading by aligning book values with observable prices, its application to Enron's bespoke energy derivatives and infrastructure projects amplified risks, as unproven assumptions decoupled reported profits from verifiable cash flows. The company's annual reports from the mid-1990s onward highlighted MTM's role in revenue expansion, with trading segment earnings surging from $485 million in 1996 to over $2 billion by 2000, but independent analyses later revealed that much of this reflected paper gains from deals with uncertain execution.[82] Enron's auditors, Arthur Andersen, initially signed off on these valuations, citing compliance with Financial Accounting Standards Board (FASB) guidelines like Statement No. 119, though subsequent investigations faulted inadequate disclosure of estimation uncertainties and model sensitivities.[83] Critics, including post-scandal congressional reviews, contended that Enron's MTM implementation violated the method's intent by treating hypothetical future revenues as realized, effectively front-loading earnings to mask operational weaknesses and dependency on continuous deal flow. This contributed to a disconnect between Enron's balance sheet assets—valued at billions in MTM terms—and its actual liquidity, as evidenced by the 2001 restatements that slashed prior earnings by over $600 million and revealed hidden liabilities. Proponents of MTM, however, noted its legitimacy in dynamic markets and attributed Enron's downfall more to governance failures than the accounting principle itself, with the SEC later refining fair value rules under FAS 157 to demand greater transparency in Level 3 valuations reliant on unobservable inputs.[84][85]Use of Special Purpose Entities (SPEs)
Enron employed special purpose entities (SPEs), also known as special purpose vehicles (SPVs), to isolate specific assets, liabilities, or transactions from its consolidated financial statements, a practice permitted under accounting standards like FAS 125 and later FAS 140 when certain independence criteria were met, such as at least 3% unaffiliated equity investment and lack of substantive control by the parent company.[86] However, Enron frequently violated these rules by retaining control, providing guarantees, or using its own stock to fund SPEs, allowing the company to keep substantial debt and losses off its balance sheet while inflating reported earnings and assets.[86] [4] Chief Financial Officer Andrew Fastow orchestrated many of these SPEs through partnerships like LJM1, formed in June 1999, and LJM2, established in October 1999, which he secretly controlled and from which he personally profited via fees and kickbacks exceeding $30 million.[86] These entities facilitated transactions where Enron sold underperforming assets to LJM at artificially high prices—booking immediate gains under mark-to-market accounting—only to repurchase them later with side agreements guaranteeing LJM's profits, effectively masking losses rather than achieving true risk transfer.[86] For instance, in September 1999, Enron sold a 13% interest in the Cuiaba power project to LJM1 for $11.3 million, recognizing a gain, but repurchased it in August 2001 for $13.75 million under a secret profit guarantee to LJM.[86] Similarly, LJM2 purchased Enron's interest in Nigerian power barges for $7.53 million in June 2000 to conceal $12 million in fictitious earnings recorded in the fourth quarter of 1999.[86] One early example was Chewco, created in late 1997 by Fastow to acquire a $383 million stake in the JEDI limited partnership from CalPERS by November 6, 1997, using bridge loans from Barclays and Chase guaranteed by Enron.[86] Chewco failed the 3% independent equity threshold, as its $11.49 million equity was largely borrowed and controlled indirectly by Fastow through associate Michael Kopper, who funneled ~$1.5 million in fees back to Fastow, including a $400,000 "nuisance fee" in December 1998.[86] This non-consolidation hid $711 million in debt in 1997, escalating to reduced net income impacts of $45 million to $91 million annually through 2000 upon later restatement.[86] The Raptor SPEs, including Raptor I formed in April 2000, exemplified Enron's use of SPEs to hedge mark-to-market valuations of volatile investments, funded partly with $30 million from LJM2 and Enron's own stock and notes.[86] Transactions involved backdated hedges, such as one for AVICI shares dated August 3, 2000, yielding a $75 million gain, followed by a $41 million sham put option payment to LJM2 on September 7, 2000, which propped up earnings but collapsed as Enron's stock value declined, forcing recognition of over $1 billion in losses by mid-2001.[86] [4] These practices contributed to Enron's October 2001 financial restatements, revealing $591 million in prior losses and $690 million in additional debt as of year-end 2000, primarily tied to unconsolidated SPEs.[4] The U.S. Securities and Exchange Commission later charged Fastow with securities fraud for these schemes, highlighting how SPEs enabled Enron to report positive cash flows and earnings growth despite underlying deteriorations.[86]Data Management and Reporting Innovations
Enron invested heavily in proprietary information technology systems to manage vast volumes of trading data, risk exposures, and financial metrics in real time. By 2000, the company had capitalized $381 million in software costs, net of amortization, for systems handling trading, settlement, accounting, and billing processes. These systems integrated market data feeds with internal models to support mark-to-market valuations and derivative hedging, enabling the processing of complex commodity transactions across natural gas, electricity, and other assets. An independent risk control group utilized Value at Risk (VaR) methodologies to quantify exposures, reporting a $66 million commodity price risk and $59 million equity risk at a 95% confidence level over a one-day holding period as of December 31, 2000.[48] A cornerstone of these efforts was EnronOnline, launched in November 1999 as a web-based platform for over-the-counter energy trading. The system automated deal capture, matching, confirmation, and settlement, executing 548,000 transactions with a notional value of $336 billion in 2000 alone, spanning over 1,200 products. This innovation reduced transaction costs by 75% and boosted productivity fivefold compared to manual processes, by streamlining data entry and minimizing errors through electronic protocols. EnronOnline's Version 2.0, released in September 2000, expanded functionalities for broader commodity coverage and integrated seamlessly with delivery and fulfillment systems, marking an early adoption of digital platforms in wholesale energy markets.[48][69] Enron's data systems also facilitated instantaneous risk monitoring in volatile markets, tracking prices, credit limits, and exposures across global operations. Proprietary tools linked trading desks to centralized databases, allowing for dynamic adjustments to hedges involving $2.1 billion in notional derivative amounts in 2000, which generated $500 million in revenue from market value changes. These capabilities extended to specialized applications, such as the Broadband Operating System (BOS) for provisioning network bandwidth data and web-based monitoring via the Performance Measurement Center for real-time energy consumption tracking. While praised for sophistication, the systems' opacity in aggregating off-balance-sheet data through special purpose entities contributed to challenges in transparent financial reporting, as later investigations revealed breakdowns in oversight despite the technological advancements.[48]Political Influence and Regulatory Environment
Bipartisan Lobbying and Contributions
Enron pursued a strategy of bipartisan political engagement, distributing contributions to incumbents in both major parties to secure influence over energy policy, deregulation, and related legislation. From 1990 to 2001, Enron and its executives donated approximately $5.8 million in hard and soft money to federal candidates, parties, and committees, with roughly 75% directed to Republicans ($4.5 million) and 25% to Democrats ($1.5 million).[26] [87] This approach intensified in the late 1990s, as Enron tripled its annual giving amid expansion into commodities trading and broadband, targeting lawmakers involved in oversight of its operations.[88] Executive contributions exemplified the firm's Republican tilt while maintaining Democratic outreach. CEO Kenneth Lay and his family provided over $736,000 to George W. Bush's gubernatorial and presidential campaigns between 1993 and 2000, including $100,000 in soft money shortly before the 2000 election; Lay's total donations to federal candidates from 1989 to 2001 reached $882,580, predominantly to GOP recipients.[89] [90] Enron also hedged by cultivating Democratic ties, such as a 2000 internal plan to forge closer relations with Al Gore's campaign and subsequent donations to the Democratic Senatorial Campaign Committee in 2001 amid shifting political dynamics.[91] [92] House Majority Whip Tom DeLay received $28,900 personally from Enron sources, underscoring targeted support for key congressional figures.[93] Complementing contributions, Enron's federal lobbying expenditures escalated from about $0.8 million in 1998 to $3 million in 2001, focusing on deregulating energy markets, commodity trading, and international projects.[94] Between 1999 and 2000 alone, the company spent $3.45 million advocating for exemptions on energy futures trading and related rules, achieving success in 49 of its tracked federal and state lobbying efforts since 1990.[95] [26] These activities, often through in-house lobbyists and firms, aimed at shaping a regulatory environment permissive of Enron's mark-to-market accounting and special purpose entities, with disclosures later revealing underreported spending to the Bush administration exceeding $2.5 million in 2001.[96][97]Interactions with Deregulation Policies
Enron Corporation aggressively advocated for deregulation of energy markets, positioning itself as a leader in transitioning from regulated utilities to competitive commodity trading in natural gas and electricity.[98] The company, under CEO Kenneth Lay, viewed deregulation as critical to expanding its trading operations, which relied on open markets free from utility monopolies and price controls.[20] Enron's lobbying efforts began intensifying in the late 1980s for electricity markets, building on earlier natural gas deregulation under the Natural Gas Policy Act of 1978, which had already enabled pipeline unbundling and wholesale competition.[99] At the federal level, Enron played a pivotal role in shaping the Energy Policy Act of 1992, which amended the Public Utility Holding Company Act of 1935 to exempt certain energy companies from regulation and mandated open access to transmission lines, fostering interstate competition.[26] Lay personally influenced policymakers, including advising President George H.W. Bush's administration on energy policy and cultivating relationships that secured Enron's exemptions from oversight.[100] The company also supported Federal Energy Regulatory Commission (FERC) Order 888 in 1996, which required utilities to offer non-discriminatory transmission access, further enabling Enron's entry into power trading.[29] Between 1999 and 2000 alone, Enron expended $3.45 million on lobbying to deregulate energy futures trading and related issues.[95] On the state level, Enron deployed extensive resources to promote retail deregulation, targeting legislatures in over a dozen states to restructure utility markets and allow consumer choice in suppliers.[101] In Texas, Lay directly lobbied Governor George W. Bush starting with a letter in 1996, contributing to the passage of Senate Bill 7 in 1999, which deregulated retail electricity effective January 2002 and separated generation from distribution.[102] Enron's statehouse campaigns often succeeded in breaking utility monopolies, as evidenced by its prevailing in 49 federal and state lobbying efforts tracked by the Center for Public Integrity.[26] These interactions aligned Enron with free-market advocates and some consumer groups but drew criticism for prioritizing trading profits over grid reliability, though empirical data from post-deregulation periods showed mixed outcomes in price stability and innovation.[98]The 2001 Crisis and Bankruptcy
Stock Peak, Decline, and Early Warnings
Enron Corporation's common stock achieved its peak closing price of $90.75 per share on August 23, 2000, reflecting a market capitalization exceeding $60 billion by year-end, with shares trading at approximately $83.13.[103] This valuation represented 70 times the company's reported earnings and six times its book value, driven by investor enthusiasm for Enron's reported growth in energy trading and broadband ventures. The stock's ascent from under $20 per share in the mid-1990s underscored Enron's status as a Wall Street favorite, bolstered by aggressive financial engineering and mark-to-market accounting that anticipated future profits from long-term contracts.[104] The decline commenced subtly in early 2001, with shares dropping from $82 in January to around $55 by March, amid growing scrutiny of Enron's opaque financial disclosures.[105] This initial erosion intensified following executive changes and revelations of underlying vulnerabilities; on August 14, 2001, CEO Jeffrey Skilling resigned abruptly, citing personal reasons, which precipitated a sharper fall to below $40 by late August.[4] By October 16, 2001, Enron announced a $618 million third-quarter loss and a $1.2 billion reduction in shareholder equity due to accounting restatements, driving the stock to a 52-week low of $39.95 and triggering credit rating downgrades that exacerbated liquidity pressures.[4][23] The stock plummeted further to $20 on October 22, 2001, coinciding with the U.S. Securities and Exchange Commission's formal inquiry into Enron's transactions, culminating in a descent to $0.26 by late October and eventual bankruptcy filing on December 2, 2001.[6][4] Early warnings emerged from financial analysts and journalists questioning Enron's profitability model and balance sheet complexity. In a March 5, 2001, Fortune magazine article titled "Is Enron Overpriced?", reporter Bethany McLean highlighted the difficulty in reconciling Enron's reported earnings with its cash flows, noting that the company's financial statements were "nearly impenetrable" and its valuation multiples far exceeded peers without clear justification from asset-light trading operations.[106] McLean's piece, based on interviews with Enron executives who struggled to explain earnings sources, prompted initial market skepticism, though Enron responded by asserting its innovative business model warranted premium pricing.[106] Additional red flags included years of internal auditor concerns documented by Arthur Andersen, as well as prescient doubts from short-sellers and online message boards dating back to 1997, which flagged off-balance-sheet debt and overreliance on special purpose entities—signals largely dismissed amid the dot-com era's tolerance for high-growth narratives over traditional fundamentals.[107][108] These indicators, rooted in discrepancies between reported profits and verifiable cash generation, foreshadowed the unsustainable leverage that unraveled upon closer regulatory and investor examination.[22]Revelation of Hidden Debts and Fraud
On August 15, 2001, Enron vice president Sherron Watkins sent an internal memorandum to chairman Kenneth Lay warning of potential accounting irregularities that could "implode in a wave of accounting scandals" due to structured finance transactions designed to hide losses and debt, particularly involving special purpose entities (SPEs) whose economic substance was questionable under accounting rules.[109] [110] The public revelation accelerated on October 16, 2001, when Enron announced a third-quarter net loss of $618 million, driven by $1.01 billion in one-time charges primarily related to underperforming broadband investments and a separate $1.2 billion reduction in shareholder equity tied to transactions with SPEs managed by chief financial officer Andrew Fastow's LJM partnerships.[111] [112] These disclosures exposed how Enron had used hundreds of off-balance-sheet SPEs, such as the Raptor vehicles, to conceal approximately $13 billion in debt and inflate reported assets by transferring volatile holdings off its books while guaranteeing SPE obligations with Enron stock or cash infusions, masking true financial leverage as the company's share price declined.[113] [6] Fastow's LJM entities, which he personally profited from via fees exceeding $30 million, facilitated these maneuvers by purchasing underperforming Enron assets at inflated values, allowing mark-to-market accounting to book gains prematurely while deferring losses and keeping related liabilities hidden from investors and regulators.[114] The October announcement triggered immediate credit rating downgrades from agencies like Moody's and S&P, as it revealed Enron's overreliance on SPEs to maintain an appearance of profitability—reporting consistent earnings growth despite underlying cash flow shortfalls—and prompted an informal SEC inquiry on October 22, 2001, into the legitimacy of these structures.[4] Subsequent scrutiny uncovered that the SPEs violated generally accepted accounting principles (GAAP) by lacking sufficient independent equity at risk (at least 3% under rules like FIN 46 precursors), rendering them ineligible for non-consolidation and effectively making Enron liable for their debts, which totaled billions when stock hedges failed amid the 2001 market downturn.[115] On November 8, 2001, Enron confirmed plans to restate financial statements for 1997–2000, adding $586 million to previously reported debt and reducing equity by over $700 million, formalizing the extent of the fraud in overstating assets and understating obligations through these vehicles.[116] This cascade exposed systemic manipulation where Enron's reported $1.2 billion in cash flow from operations in 2000 was illusory, propped up by SPE borrowings reclassified as operational inflows, eroding investor confidence and accelerating the liquidity crisis.[22]Bankruptcy Proceedings and Immediate Aftermath
Enron Corporation filed for Chapter 11 bankruptcy protection on December 2, 2001, in the United States Bankruptcy Court for the Southern District of New York, initiating the largest corporate bankruptcy in U.S. history at that time, with reported assets of over $60 billion.[117][6] The filing came after the collapse of a proposed $9 billion buyout by Dynegy Inc., which had been announced on November 28 but terminated due to Enron's deteriorating financial position and credit downgrades to junk status.[118] Under Chapter 11, Enron aimed to reorganize its operations while seeking debtor-in-possession financing of up to $1.5 billion to maintain continuity, though the revelation of restated losses totaling $618 million for 1997–2000 and undisclosed debts exceeding $13 billion underscored the scale of its insolvency.[118] The immediate financial fallout was severe, with Enron's stock price, which had peaked at around $90 per share in mid-2000, plummeting to $0.26 by the filing date before trading was halted and the shares delisted from the New York Stock Exchange.[22] Shareholders suffered approximately $74 billion in losses over the preceding four years as the company's market capitalization evaporated.[4] Employee impacts were acute, with roughly 4,000 workers laid off in the days following the filing and total job losses eventually exceeding 20,000, compounded by the evaporation of retirement savings heavily invested in Enron stock through 401(k) plans, resulting in billions in pension value destruction.[119] Regulatory and investigative responses ensued rapidly; the U.S. Department of Justice launched a criminal investigation on January 9, 2002, while the FBI initiated what became its most complex white-collar crime probe, focusing on accounting manipulations and executive conduct.[5][120] Congressional committees, including the Senate Permanent Subcommittee on Investigations, began hearings in early 2002 to examine Enron's practices and auditor Arthur Andersen's role, amid revelations of widespread document shredding by the firm, which later faced obstruction of justice charges.[6] These proceedings highlighted systemic failures in oversight, prompting immediate scrutiny of off-balance-sheet entities like the "Raptors" that had concealed approximately $1 billion in losses.[22] In the ensuing months, Enron's bankruptcy estate prioritized creditor claims, with unsecured creditors facing substantial haircuts despite the company's prior revenue claims exceeding $100 billion annually.[6] The crisis eroded market confidence in energy trading models reliant on mark-to-market accounting, contributing to a temporary contraction in wholesale energy markets, though Enron's core trading operations were partially sustained under court supervision until asset sales began in 2002.[121]Role in California's Energy Crisis
Market Participation and Trading Strategies
Enron entered California's deregulated wholesale electricity markets following the implementation of Assembly Bill 1890 in 1996, which mandated divestiture of utility generation assets and established the nonprofit Power Exchange (PX) for day-ahead energy auctions and the California Independent System Operator (ISO) for real-time dispatch, congestion management, and ancillary services procurement.[122] The firm, transitioning from a natural gas pipeline operator to a financial trading powerhouse, participated as a non-utility trader, buying low-cost power from out-of-state generators and reselling into the PX and ISO markets, often bundling energy with ancillary services like spinning reserves.[123] By mid-2000, Enron's West Power Trading operation in Portland, Oregon, handled substantial volumes, contributing to market liquidity amid growing demand and supply constraints, with trades exploiting the single-clearing price mechanism that ignored locational differences.[124] Enron's strategies emphasized arbitrage between day-ahead and real-time markets, as well as the ISO's uniform pricing for congestion relief, which paid traders to alleviate grid bottlenecks via counter-schedules without requiring physical delivery.[125] Internal memos from December 2000, later acquired by California regulators, detailed tactics nicknamed by traders to systematically profit from rule asymmetries, such as the $250/MWh wholesale price cap (absent for exports) and the ISO's algorithm for reimbursing "relief" on scheduled flows.[126] These approaches generated revenues estimated in tens of millions for Enron in fiscal year 2000 alone, though they inflated system-wide costs by distorting dispatch signals.[125]- Death Star: Enron scheduled non-firm imports and exports in opposing directions or perpetual loops across state lines (e.g., from Lake Mead to California-Oregon Border paths), incurring no ancillary service costs and evading ISO visibility on external segments; this triggered congestion charges refunded upon schedule cancellation, yielding payments equivalent to $20/MWh or more per loop without net energy movement or genuine relief. The strategy exploited the ISO's nodal pricing flaws, where uniform rates failed to reflect transmission physics.[125][127]
- Ricochet: Traders purchased energy in the PX day-ahead market, scheduled exports to neighboring states, then repurchased and re-imported the same power for ISO real-time delivery, arbitraging uncapped external prices against California's cap or misrepresenting import origins to bypass import limits; Enron conducted 28% of observed instances, neutral on physical supply but elevating real-time clearing prices for remaining buyers.[127][128]
- Get Shorty: Enron bid ancillary services (e.g., regulation capacity) into the day-ahead market, then canceled portions and repurchased at lower real-time rates, occasionally submitting false source data to avoid penalties for short positions; this profited from intertemporal spreads but risked ISO interventions if uncovered.[125][128]
- Fat Boy: In one variant, traders sold ancillary services day-ahead, reduced commitments on the day-of per tariff allowances, and replaced via hour-ahead bids; another involved creating fictional loads to offload real-time supplies, enhancing efficiency in over-supplied scenarios but complicating ISO balancing.[125][128]
- Load Shift: Schedules oversold load in congested zones (e.g., Southern California) and undersold in uncongested ones (e.g., Northern), followed by adjustments to claim relief payments while monetizing unused firm transmission rights; this yielded about $30 million for Enron in FY 2000 by amplifying artificial bottlenecks.[125][127]