From Hometown Success to Global Scandal
Parmalat's Tangle of Financial Fraud Is Being Called Europe's Enron
By Peter S. Goodman
Washington Post Foreign
Service
Saturday, January 10, 2004; Page A01
PARMA, Italy -- The agricultural wealth that nurtured this central Italian
town, with its stone mansions and its gilded opera house, was for centuries
produced largely by small merchants, their ambitions extending no further than
the next river valley. Parmalat Finanziaria SpA defied the mold. From its roots as a village salami
and dairy operation, it expanded across the country and around the globe, until
its long-life milk boxes occupied shelves from the United States to China. As it
swelled into an empire with 36,000 workers in 30 countries and sales of more
than $9 billion per year, its brand became synonymous with a modern-day Italian
ambition. Now, Parmalat is a nameplate for something else -- one of the largest
corporate scandals in history, an alleged fraud that has gained the nickname
"Europe's Enron." More than $8 billion is missing, and prosecutors here and in Milan are
tracing a tangle of deals stretching to the Cayman Islands. Parmalat's founder,
Calisto Tanzi, sits in a Milan jail cell awaiting charges that he looted his
creation into insolvency. Last week, the U.S. Securities and Exchange Commission
sued Parmalat, asserting that the company bilked American investors. This week,
investigators in Germany and Brazil joined the fray. Each day seems to bring startling revelations -- a financing scheme called
Black Hole, allegations of forged letters showing billions of dollars in phony
assets, the destruction of evidence. Global banks scrape to recoup pennies on
their Parmalat bonds, now rated as junk. The company's court-appointed
commissioner struggles to determine what Parmalat really owns and where its
billions went, both unknown. Factory workers and dairy farmers around the world
fret that they could get stiffed. Parmalat may seem an unlikely candidate for shenanigans. Enron Corp. and
WorldCom Inc., whose bankruptcies shook confidence in markets worldwide, were
archetypes of the "new economy," their esoteric businesses creating ample
opportunity for creative bookkeeping. Parmalat sells milk and cookies. Yet over the decades this publicly traded firm -- 51 percent owned by the
Tanzi family -- grew into a labyrinth of more than 130 holding companies and
subsidiaries. Many were empty shells designed as conduits to siphon off cash,
say prosecutors. Some of the money was diverted into Tanzi family businesses.
Some "landed in private pockets," said a source involved in the probe. Parmalat's implosion presents the spectacle of another hollow fortress
expanding to huge proportions while the institutions charged with preventing
fraud seemingly failed to act or, worse, were complicit. In the years that prosecutors say Parmalat was feeding investors fictional
earnings reports, its books were audited by the U.S.-based accounting firm Grant
Thornton, and over the past five by the American giant Deloitte Touche Tohmatsu.
Its expansion was financed in part by Citigroup Inc., whose investment bankers
had helped sustain WorldCom. The credit rating firm Standard & Poor's
certified its bonds as investment grade, dropping them to junk status only in
mid-December. Not until this week -- with Tanzi and six other principals in jail
-- did the Italian stock market regulator demand a restatement of Parmalat's
earnings. As the story emerges, one key question tantalizes those seeking to unravel
it: Was Parmalat a legitimate business that stumbled into debt, then indulged in
bogus bookkeeping in a desperate bid to dig out? Or have the Tanzis simply
helped themselves to the coffers? Tanzi has said that he took some $600 million out of Parmalat, though he
maintains this was part of an unexplained plan to save the firm. He has said the
fraud began only in recent years, as currency crises in Latin America hammered
Parmalat's earnings. "The company was like his own son or daughter. He spent 40 years of his life
building it, and he was trying to save the jobs," said his daughter, Laura
Tanzi, standing inside the security gate at his Parma home, where a tree-lined
driveway leads up to a villa with a terra-cotta roof. "He had sufficient funds
to live on. He didn't have to steal." Tanzi accumulated the trappings of an industrialist -- a corporate jet, a
limousine -- but that seemed normal for a man traveling the world to tend to his
investments. "He was moderate, not ostentatious," said Giuseppe Romanini, the
mayor of Collecchio, the village in which Parmalat and Tanzi both began.
"Certainly not a pirate or a shark. The very fact that the company kept its
offices in Collecchio, the small town where he was born, made the point." But according to prosecutors, Parmalat's longtime finance director, Fausto
Tonna, has said under interrogation that the fraud began in 1992 as a way to
cover up the absence of funds diverted into a travel company controlled by
Tanzi's family. A source involved in the probe said Tanzi and his associates
hoped to keep the scam going for as long as possible, siphoning off as much as
they could, before negotiating a bailout that would set the books right. "It spiraled and spiraled and spiraled, driven always by the hope of the
white knight," the source said. "But the white knight never comes." The company at the center of one of Europe's largest heists was sprung from
the salami business that Tanzi inherited upon the death of his father in 1961.
He expanded aggressively, buying companies around the world. Still, Parmalat
remained a family operation, its governing board stocked with Tanzi's kin. Parmalat's buying binge entailed taking on vast amounts of debt. By 1989, it
was on the verge of selling itself to Kraft Foods Inc. Then, the Italian
financier Gianmario Roveraro stepped in with a bailout package. The Tanzi family
gave up 49 percent of the company's shares, which were sold to investors to
raise cash. Between 1995 and 2003, Parmalat tapped the bond market 35 times, amassing
more than $5 billion in fresh liabilities. By last September, the company was
reporting debts of roughly $7 billion. Still, it also claimed to have $5 billion
in cash. Sales seemed robust. Antonio Mattioli, regional secretary of the CGIL, Italy's biggest labor
union, said that by the late 1990s his colleagues wanted to know why a company
that supposedly had lots of cash kept borrowing more. "Our fear was that
dangerous financial choices were being made and the consequences would then be
dumped on the workers," Mattioli said. But when Mattioli confronted Tonna in the fall of 2002, the finance director
brushed him off, he said. Mattioli figured a public challenge would be dismissed
as a ploy to extract higher wages. He dropped it. Meanwhile, the company agreed
to ditch a plan to shut eight Italian factories. By that time Parmalat's fraud was already well advanced, say prosecutors.
According to transcripts of interrogations seen by The Washington Post, in the
1990s, Parmalat created finance companies in the Dutch Antilles, stocking them
with phony assets through forged records to cover the cash diverted to Tanzi's
other businesses. Until 1999, Parmalat's operations were audited by Grant Thornton. Then a new
law forced companies to rotate their auditors. Parmalat replaced Grant Thornton
with Deloitte and shut down the Antilles companies. But the fraud did not cease,
prosecutors say. Parmalat shifted its phony operations to a new Cayman
Islands-based entity called Bonlat Financing Corp. Its auditor: Grant
Thornton. "Bonlat was a dumping ground," Luciano Del Soldato, who replaced Tonna as the
company's finance director, told prosecutors, according to the summaries. Grant Thornton has called itself a victim in the scandal. But a Parmalat
accountant, Gianfranco Bocchi, told prosecutors the idea to establish Bonlat
came from Grant Thornton, whose local partner, Maurizio Bianchi, even suggested
refinements. "Our need to reduce Parmalat's debt by dumping it on companies like
Bonlat was done with unsophisticated methods, so much so that Bianchi told us
that if this was what we needed to do, then we should use a better system,"
Bocchi said. Last week, police arrested Bocchi and Bianchi, along with Lorenzo Penca,
chairman of Grant Thornton's Italian unit. On Thursday, Grant Thornton
International announced that it had "lost confidence" in its Milan affiliate and
had severed ties. According to transcripts, Bocchi wrote fake sales contracts for Bonlat and
did the handiwork on the largest single piece of the fraud -- a bank account
showing a balance of some $4.9 billion that Parmalat has since acknowledged does
not exist. Bocchi told prosecutors that he scanned the Bank of America logo into his
computer, printed it onto letterhead and ran the document through a fax machine
to mask its imperfections, according to the transcript. Last February, as concerns about Parmalat's debts mounted, the company had to
cancel a new bond offering of more than $400 million. Parmalat's stock tumbled.
Tonna resigned. In mid-November, Deloitte said it was "unable to confirm" a $135
million transaction listed in Parmalat's earnings. Yet, five days later, Citigroup's Smith Barney research unit in London issued
a buy recommendation on the company's stock, touting "attractive fundamentals."
Reached by phone, the lead author of the report, Andy Smith, said Citigroup had
instructed him not to speak to the media. Parmalat soon announced it could not recoup a $617 million investment in what
it said was a Cayman Islands-based fund called Epicurum. Tonna later told
prosecutors it was really just a shell to account for funds already diverted,
according to the transcripts. Then, Parmalat disclosed the existence of a vehicle it set up with Citigroup
in 1999 -- Buconero, which means "black hole" in Italian. A source close to
Citigroup said the name was "regrettably" chosen "because of the team's interest
in astronomy." Though it was really a $140 million credit line, Parmalat
classified it as an investment, allowing it to limit its disclosed debt,
according to a source familiar with the probe. Prosecutors are considering placing Deloitte and Citigroup officials under
investigation, the source said. By early December, Parmalat's leaders were moving in earnest to conceal their
fraud, according to transcripts. Bocchi told prosecutors he ripped up documents
under direction from Del Soldato, though he persuaded a colleague not to follow
an order to smash a computer with a hammer. Meanwhile, Standard & Poor's had placed Parmalat's bonds on a watch list
for a downgrade, but maintained its investment-grade rating, based on written
assurances from Del Soldato. "When the [chief financial officer] of a major
company says the cash is there and it's freely available, it's a very strong
statement," said S&P analyst Hugues de La Presle. Parmalat's creditors didn't buy the assurances, demanding that Tanzi step
down. On Dec. 15, he relinquished control of the company to Enrico Bondi, a
specialist in rescuing troubled firms. Days later, as Bondi and his team pored through records in Collecchio, in the
headquarters that was Tanzi's childhood home, Bank of America said it could not
verify the existence of the $4.9 billion account. Then, they discovered that
some $3.6 billion in bonds Parmalat claimed to have repurchased had not really
been bought. The books of this once-corporate icon now had an $8.5 billion hole. Special correspondent A.H. Maines contributed to this report.