It was a "harem,"
as Florio Fiorini recalls it, and the young women were kept on the company
payroll. There was Carla from Milan, fair, quiet, tall, so tall that she
was never seen walking alongside her sugar daddy, a squat little man;
and Marina from Venice, red hair, green eyes, a Shakespeare scholar; and
Cinzia from Rome, black hair, smoldering, indolent, a chain smoker. Cinzia
alone was paid more than $387,000 over two years, all in stolen corporate
funds, according to a secret report by a former FBI official.
They were all women
kept by Giancarlo Parretti, an Italian tycoon of stunning vulgarity and
shrewd charm, the man who had just acquired MGM studios for $1.3 billion.
It was early 1991, and Parretti had come a long way in a very short time
from his days as a petty crook in Sicily. A $9 million mansion in Beverly
Hills, a brown $200,000 Rolls-Royce, a private jet, a rich social life,
and a major presence in Hollywood were all his. And it had all been so
easy: a matter of a few well-placed bribes to senior officials of a vast
global bank, which had subsequently sprung--and sprung and sprung--for
more than $2 billion.
But already cracks
had begun to appear in the gaudy edifice. On January 10, 1991, a six-figure
check to Dustin Hoffman bounced. Lack of funds forced MGM to postpone
the opening of Thelma & Louise. The studio withheld a letter of credit
due Sean Connery until the actor threatened to boycott the premiere of
The Russia House. A month into Parretti's ownership, the studio missed
a payment of bond interest. The company was running a cash flow deficit
of, by one estimate, $1 million a day.
Even a gala event
meant to legitimize Parretti instead sent an ominous signal. On the evening
of Thursday, February 28--four months after acquiring MGM--Parretti beamed
from the head table in the Beverly Hilton Hotel's International Ballroom;
he was being honored with a "distinguished achievement award" at a glittering
black-tie ball given by the National Council on the Aging, to which he
had just promised $500,000. At Parretti's table were Alan Ladd Jr., Robin
Leach, and Carlo Ponti. But the genuine Hollywood elite--actors, studio
heads, leading agents--were conspicuously absent, like birds that vanish
before an earthquake. They missed the slick color program, which gushed
that Parretti was "worthy of any Hollywood film script."
And, in his own way,
he was: In less than a year, Parretti's Hollywood edifice would blow apart
with epic force, and a shaky global empire constructed from the oldest
building material known to man--the bribe--would topple. Parretti's fabled
studio would be snatched away. The corrupt bank that had lent him over
$2 billion, the august Credit Lyonnais of Paris, would shrivel and watch
its grand dreams of global influence go up in flames.
Today the Parretti
affair occupies a U.S. grand jury, two federal prosecutors, and a group
of FBI and IRS agents in Los Angeles, who are weighing evidence of racketeering,
criminal securities fraud, tax fraud, and money laundering by Parretti
and others. It is also the focus of criminal proceedings in France, Italy,
Switzerland, and the state of Delaware. It is the subject of intense private
litigation in the U.S. and Europe, much of which is being settled quietly
out of court, with records sealed at the insistence of the Credit Lyonnais
bank.
And yet, until now
little of the story has been told. Over seven months, through scores of
interviews and the examination of hundreds of documents, many of them
sealed, FORTUNE has pieced together the tale of the rise and fall of Parretti
and the sordid collection of bankers he took down with him. In the annals
of pilgrims with or without money who have come to Hollywood seeking sex,
grandeur, riches, and triumph, the little man who began as a hotel waiter
in Italy would wreak more havoc in less time than anyone before. In the
resulting debacle, the biggest banking swindle ever would fuse with the
biggest Hollywood swindle ever, in a story of elegant skullduggery, bald
greed, and breathtaking opportunism.
As the silent co-star
of the Parretti drama, the state-owned Credit Lyonnais is desperately
trying to avert a public scandal that could disrupt its current efforts
to sell the MGM studio--one of the bank's limited chances to recover some
of its losses.
A Credit Lyonnais
spokesman, asked to respond to allegations of bribery, said that "in no
case have they been shown in court to have a shred of truth."
Jay Coggan, an attorney
for Giancarlo Parretti, denies that Parretti bribed anyone or misappropriated
funds. "He did not bribe anybody. He gave gifts, which had little value.
The report that mentions women is an accumulation of misinformation."
California Superior
Court Judge Irving Shimer, sifting through the wreckage, would observe
in court that the French bankers who lent Parretti and other film executives
billions weren't "interested in making movies. They were interested in
getting girls on the yacht...That's why bankers come to Hollywood--lots
and lots of pretty girls."
Perhaps it was that
simple. More likely, it was Parretti's money that served to recruit as
supporting actors in the Credit Lyonnais drama not just the usual suspects--rogues
and bottom feeders from Los Angeles, New York, Rome, and Paris--but also
some of the best-dressed bankers, best-paid lawyers, best-wired politicos,
and most ravishing women in the world.
From the private
screening room of the Vatican, where he talked Pope John Paul II into
sitting through the screening of a movie (the Pontiff was deeply moved),
to the grand ballroom of the Beverly Wilshire Hotel, where he offered
the helm of MGM to former President Ronald Reagan (he declined), to the
Parretti mansion in Beverly Hills, where he tried to lure Meryl Streep
into his bed (she laughed him out of the room), Parretti never feared
rejection or even jail in pursuit of the big score. The extraordinary
cast of his misadventures includes:
--Florio Fiorini,
Parretti's partner and the financial brains behind the MGM deal. Fiorini,
currently behind bars at the Champ Dollon prison in Geneva, has figured
in every major financial and political scandal in Italy in the past two
decades--and that's saying a lot. He learned political bribery and global
money laundering at the knees of the notorious Vatican-connected Italian
bankers Michele Sindona and Roberto Calvi, whose violent deaths in the
wake of banking scandals in the 1970s and 1980s remain unsolved.
--Bettino Craxi,
the former Prime Minister of Italy and Socialist Party chairman; and Gianni
DeMichelis, the former Italian Foreign Minister, who spent his nights
in discotheques. According to Fiorini, Craxi and DeMichelis took bribes
from Parretti and Fiorini to induce the French government and its bank
to back the Italians' purchase of MGM.
--Georges Vigon,
former paratrooper of the French Foreign Legion, wounded hero of the Algerian
war, accomplished chess player, and head of European lending for Credit
Lyonnais before his "retirement." Vigon and other bank officers accepted
bribes from Parretti--securities, works of art, South Sea vacations--in
return for huge loans.
--Alan Ladd Jr.,
the veteran movie executive who worked for Parretti and praised him publicly
as an important new force in Hollywood, only weeks before turning on him
and taking his job in return for a $1 million bonus from Credit Lyonnais.
--Dino De Laurentiis,
the Italian producer who introduced Parretti around Hollywood and whose
daughter, the producer Raffaella De Laurentiis, punched Parretti in the
groin when he ran his hand up her thigh at a Beverly Hills dinner party.
--Frans Afman, the
urbane head of entertainment loans at Credit Lyonnais's Dutch branch.
By accepting "fees," confidential information, and at least one cash bribe
from an array of competing motion picture clients to whom he was separately
lending money, Afman gave new pungency to the idea of conflict of interest.
By the time Giancarlo
Parretti made his fateful alliance with the bankers of Credit Lyonnais,
he had accumulated a considerable fortune, a few key friends in high places--and
an astonishing string of bankruptcies, indictments, and fraud convictions.
Raised on an olive
farm 50 miles north of Rome near Orvieto, a small city famous for its
striking cathedral, Parretti went to sea as a young man, working as a
waiter aboard the Queen Elizabeth. An eager employee, he befriended a
passenger named Graziano Verzotto, a powerful tycoon and political boss
from Sicily. Verzotto hired him to work as a waiter and maitre d' at one
of his hotels, the Villa Politi in the Sicilian city of Siracusa.
It wasn't long before
Parretti was running the hotel and had become the protege and confidant
of Verzotto. Giancarlo Parretti had met his first angel. In 1975 an Italian
government investigation revealed that Verzotto had taken bribes to run
money for Michele Sindona, the Mafia's notorious banker. Verzotto was
shot in the arm and hospitalized. It was alleged that he had arranged
a fake assassination attempt to delay prosecution. Giancarlo Parretti
spent time at his bedside.
Once Verzotto recovered,
he fled Italy, and his wife named Parretti to manage his business interests,
which included the Siracusa soccer team. Parretti paid the team every
week from a bag full of cash. No one knew where the money came from. The
team eventually went bankrupt; years later the ensuing investigation would
produce an indictment for fraud.
Early on, Parretti
was doing more than just bankrupting a soccer team; he was building a
rap sheet--for violating public securities laws, conspiring to commit
bodily harm, issuing bad checks--though he never served significant time.
In 1976 he formed a chain of newspapers called Il Diario in several Italian
cities. Eventually the newspapers, too, would go bankrupt, resulting in
a fraud conviction, but not before Parretti, as publisher, formed a close
relationship with two brothers who were prominent Socialist Party activists,
Gianni and Cesare DeMichelis. The relationship would be crucial later,
when Parretti was trying to borrow over a billion dollars and Gianni DeMichelis
had risen to Foreign Minister of Italy.
The fraud indictments
kept coming. In 1984, Parretti was indicted for fraud in the bankruptcy
of the hotel company in Sicily. That same year he was prosecuted in Sicily
for forging a savings bond. In 1986 he gained control of a Socialist newspaper
in Paris, Le Matin, which also went bankrupt a year later.
Though few people
are aware of it even today, Credit Lyonnais by the mid-1980s was on its
way to becoming the world's leading lender to Hollywood studios. Its point
man in that effort was Frans Afman, seemingly a banker born for Giancarlo
Parretti. Afman loved to hang out in Hollywood. He stayed at the Bel Age
Hotel off Sunset Boulevard, held court at restaurants such as Le Dome
and Spago, read film scripts, met with Sylvester Stallone and Christopher
Reeve, and grew close to Dino De Laurentiis.
Afman treated his
clients lavishly. On occasion he would advance millions without the required
documentation or collateral. To keep the funds flowing, some clients paid
Afman money on the side. Bruce McNall, who owned Gladden Entertainment,
handed Afman an envelope full of U.S. currency aboard a yacht at the Cannes
Film Festival in 1983, according to a declaration filed by an eyewitness
and former McNall employee in California Superior Court in Los Angeles--a
charge Afman denies. McNall also provided Afman and his family with a
Malibu beach house in the summers, most expenses paid. Carolco Pictures
paid Afman a "consulting fee" of $225,000 a year. Afman became a director
of several client companies, giving him access to confidential information
and deliberations within companies that were competing with each other.
Founded in 1863 and
nationalized after World War II, Credit Lyonnais had been among the world's
largest banks for decades. Its opulent headquarters, on the Boulevard
des Italiens near the opera, loomed for years as the largest nongovernment
building in Paris. But it sought more than size; it sought worldwide prestige
and power.
Frans Afman was ready
to help. Between 1981 and 1988, Afman's lending to Hollywood increased
sixfold, to around $775 million. In addition to De Laurentiis, his clients
included Alexander Salkind, who had made Superman; Hemdale Films, which
had made the Academy Award-winning Platoon and the megahit The Terminator;
Carolco Pictures, which had made some of the Rambo movies; and Gladden
Entertainment, which made The Fabulous Baker Boys. (On Oscar night, 1987,
the producer of Platoon, accepting the Academy Award for best picture,
thanked Afman by name for "having the money in the Philippine jungle when
I really needed it.")
Afman actually reported
to the Dutch branch of Credit Lyonnais, called Credit Lyonnais Bank Nederland
(CLBN), which had a checkered past, including allegations of laundering
money for drug kingpins. In 1981, Credit Lyonnais appointed Georges Vigon,
a rising star in its senior echelons, to straighten out the Dutch. One
of Vigon's first moves was to create a new division of the bank exclusively
for the movie loans. He named Frans Afman to run it. Vigon was called
"formidable" and "remarkable" by his superiors; no one dreamed that his
appointment was a critical step in the bank's eventual implosion.
While Credit Lyonnais
was building its presence in Hollywood, Giancarlo Parretti was building
his fortune in Europe. In the mid-1980s he gained control of a big Italian
insurance company, then a Spanish hotel and travel company called Melia
International, and finally a real estate firm called Renta Immobiliaria.
Along the way he made a crucial alliance--with Florio Fiorini, a chubby,
good-humored Tuscan businessman.
"Parretti was wearing
a tie the way the charcoal merchants wear them," Florio Fiorini said years
later of their first meeting, describing an unfashionably wide black necktie
that Parretti wore tucked into his pants. If Parretti was a deceptively
comic figure, an "Italian Ralph Kramden," as someone in Hollywood later
called him, Fiorini was his foil--an urbane kibitzer and occasional restraining
influence. "Two traveling rug merchants," an Italian editor said. They
were made for each other. Fiorini was more than just a businessman. By
the mid-1980s he had secretly become one of the biggest, if not the biggest,
political briber and money launderer in Europe, having learned those skills
from the master criminals Roberto Calvi and Michele Sindona. "Fiorini
is an expert at barter," Carlo De Benedetti, the chairman of Olivetti,
told the Sunday Times of London. "Fiorini can change a bird into a cow
and then into a motorbike." (In early June, an Italian appeals court upheld
De Benedetti's criminal conviction for contributing to the bankruptcy
of Banco Ambrosiano, which also tainted Fiorini.)
The two hustlers--Parretti
and Fiorini--set about creating a vast nebula of shell holding companies
that would obscure the ownership of all their acquisitions to come. Fiorini's
principal vehicle, Sasea, eventually had more than 300 subsidiaries all
over the world, many of them entwined with Parretti's holding companies,
which were ultimately controlled by a shadowy entity called Comfinance
Panama.
The two partners
got their first taste of the movie business in 1986, a very long way from
Hollywood. A Roman Catholic organization Parretti had worked with in Rome
asked him to oversee the production of Bernadette, a motion picture based
on the life of a peasant girl who saw visions of the Virgin Mary in the
French town of Lourdes in the 1850s, and was sanctified. Parretti loved
it, but Fiorini was uncomfortable making a religious film. He insisted
that Parretti sell their interest in Bernadette to the movie's distributor--"for
three lire" if necessary--and remove their name from it. Instead, Parretti
decided he wanted to buy the distributor, the Cannon Group, which was
run by two former Israeli paratroopers, Menahem Golan and Yoram Globus.
Cannon, based in Los Angeles and traded on the New York Stock Exchange,
was the largest movie theater operator in Europe and made ninja and vengeance
films with actors like Charles Bronson and Chuck Norris.
Wearing his "horrible
wide tie," a bubbly Parretti showed Cannon's balance sheet to Fiorini
over breakfast at the Inter-Continental Hotel in Paris in early 1987.
"Parretti, may God strike you dead!" Fiorini exclaimed. "I send you to
sell a movie and you come back wanting to buy a whole studio with a billion
dollars in debt!"
The Cannon Group's
debt was actually a little under a billion, but still the company was
on the verge of bankruptcy. Its accountants were refusing to certify its
books without a covering letter raising red flags. The company was being
investigated by the SEC for making fraudulent financial statements and
raising $339 million under false pretenses. Golan and Globus were amenable
to a takeover; they saw it as a way to save Cannon.
Parretti convinced
Fiorini that they could sell some of Cannon's assets and get control of
its more valuable properties. But they would need the approval of Cannon's
principal bank. The bank was the Dutch branch of Credit Lyonnais.
As it happened, the
Cannes Film Festival was about to open. Golan and Globus invited Parretti
to meet their banker, Frans Afman, at their lavish corner suite in the
Carlton Hotel at 8 a.m., Saturday, May 9, the third day of the festival.
As soon as the elegantly
dressed banker walked through the door, according to sources who witnessed
the scene, Parretti pointed his finger at him and shouted across the room:
"You, Afman!"
"Yes," replied Afman,
taken aback.
"How much money you
make at that bank?" Parretti shouted in heavily accented English.
Afman hesitated.
There were other people in the suite.
"I double it!" Parretti
shouted.
Afman looked at Globus.
Was this a joke?
"Not enough?" Parretti
continued. "I triple it! I triple your salary--if you come into my company."
"Wait a moment, Mr.
Parretti," Afman retorted quietly, settling with his assistant Ria Jankie
on a sofa across from Parretti. "I'm not here to discuss my salary with
the bank. I'm here to discuss your possible investment in Cannon." But
Parretti wouldn't relent. Finally Afman said, "I'd have to give up my
job at the Credit Lyonnais." Parretti beamed and replied: "That wouldn't
be necessary--on the contrary."
Only then did Afman
grasp what Parretti was offering--a bribe of triple the banker's salary
if he went to work secretly for Parretti while still running entertainment
lending at CLBN. Frans Afman didn't know when he had been so repelled
by another human being. It wasn't the bribe proposal; Afman had been bought
before. It was Parretti's manner--shouting a bribe offer across a crowded
room--that offended him. If Parretti's brazenness was repulsive, his vulgarity
was worse. As they talked, Parretti began gazing at Ria Jankie, an attractive
and thoroughly professional business woman, in an overtly lascivious way
while gesturing at his genitals. Jankie was disgusted, as was Afman. They
looked at each other with chagrin. Should they leave? They stayed. Yoram
Globus later apologized to Jankie.
Afman was unimpressed
by Parretti's proposal for refinancing Cannon, even after Parretti had
expressed it in French as well as English and sketched several charts.
"This is not a bankable proposition," Afman told Parretti. "There is nothing
I can do."
Offended, Parretti
rose to his feet. "I'm going to take my private plane and fly to Rotterdam
to meet your chairman. You may lose your job."
"You won't need to
go to Rotterdam," Afman replied, with false confidence. "Georges Vigon
is here." CLBN head Georges Vigon was on holiday in nearby Nice. Vigon
drove to Cannes the next day and met with Giancarlo Parretti over lunch
on the sun-baked terrace of the Hotel Majestic. Yoram Globus joined the
meeting. Florio Fiorini flew in. Frans Afman was nowhere to be seen. Parretti's
words proved prophetic--it was the beginning of the end for Afman's career
at the bank.
Vigon was, Fiorini
recalls, "smoking like a Turk" as they talked. A short, barrel-chested,
ex-Foreign Legion paratrooper, he had once killed an Algerian rebel with
the rebel's own bayonet after the Algerian's gun jammed. His hands moved
constantly--not nervously but with the swift grace of a prestidigitator.
Vigon extracted the soft center of a piece of French bread, compressed
pieces of it into cubes, took out a pen, marked them like dice, and played
with them as he listened to Parretti's proposals for the Cannon Group.
Movie people from all over the world stopped at the table to pay their
respects. Parretti flirted with starlets. Globus departed. By the end
of the afternoon, Parretti, Fiorini, and Vigon had struck the outlines
of a deal.
After a single meeting,
the president of the Dutch subsidiary of one of the world's largest banks
had agreed, against the advice of his principal loan officer, to turn
over control of the Cannon Group, a billion-dollar motion picture company
in dire difficulty, to two men he had never before met, and whose movie
experience was limited to the financing of a minor film about a minor
saint.
Then, things got
weird.
Back in Rotterdam
after the Cannes meeting, Georges Vigon ordered a background investigation.
The report, delivered on July 22, 1987, detailed the true extent of Parretti's
criminal rap sheet. Actually, a hint of Parretti's background had appeared
a month earlier in the Cannon Group's first filing with the SEC about
Parretti's impending takeover. As required by law, Cannon dutifully reported
that Parretti was "subject to a criminal proceeding pending in Naples-Syracuse,
Italy," and the Los Angeles Times and the Wall Street Journal reported
the matter.
The bank received
a separate report on Fiorini's involvement in bank scandals and political
bribery. Undeterred, Vigon and his colleagues okayed Parretti and Fiorini's
takeover of the Cannon Group. The bank lent them $250 million. Parretti
was required to use some of the money to pay down Cannon's old debt, but
Parretti and Fiorini still had plenty of money to work with.
To show his appreciation,
Parretti began giving Vigon and other CLBN bankers works of art--color
drawings purportedly by Picasso and Miro, apparently worth hundreds of
thousands of dollars. And he flew Georges Vigon and his family aboard
a private jet to Bora Bora in the South Pacific for a vacation.
The Dutch central
bank, which regulates Netherlands banks in much the way the Federal Reserve
does U.S. banks, knew nothing of the conflicts of interest at CLBN, nothing
of Parretti's attempted bribe of Frans Afman at the Cannes Film Festival,
nothing of Parretti's and Fiorini's reputations, and nothing of Parretti's
"gifts" to Georges Vigon. The central bank, however, had by early 1988
noticed the sharp rise in CLBN's loans to Hollywood and to Parretti and
Fiorini, and expressed its concern about the concentration of loans with
a few borrowers in a single industry and about an apparent imbalance of
debt over equity among the borrowers.
Georges Vigon sprang
into action--not by demanding that delinquent clients pay off overdue
loans but by funneling new funds their way, often through shell corporations
set up to cloud the money trail. It was something he was an old hand at;
he had earlier helped Cannon conceal bad loans in just that fashion.
Even as he papered
over bad loans, Vigon continued to shovel money to new Hollywood clients.
According to papers filed in California Superior Court, he put $30 million
of Credit Lyonnais's money into a small movie company called Film Accord,
with offices in Los Angeles and Montreal. Some $13.5 million of the money
was spent to make the film Honor Bound, starring Tom Skerritt, which proved
unreleasable. Another $550,000 was spent on a yacht, kept in the Caribbean,
called The Iliad and The Odyssey. None of the financing was covered by
loan documents until much later. According to Film Accord's former senior
vice president for finance, Anthony Friscia, Film Accord funneled $1.8
million in kickbacks to Vigon and other CLBN officers through a Canadian
bank account.
Partly as a result
of his impolitic clash with Parretti, Frans Afman, who had built the entertainment
loan business, had been forced to resign. He became a consultant to the
bank, dealing only with a few of his old clients. The Dutch central bank,
which had learned Afman was on the payroll of the Cannon Group, endorsed
the termination of "this double function which, in our opinion, is undesirable."
With his problem
loans hidden and CLBN seemingly prospering, Vigon was promoted to Paris
to head all European lending (including CLBN, and by extension the Hollywood
lending). From Credit Lyonnais's magisterial headquarters on the Boulevard
des Italiens, the man who had sanctioned Afman's conflicts of interest
and who was himself now taking artwork and South Seas vacations from Giancarlo
Parretti, suddenly had vastly broader responsibilities. The cancer had
spread from a limb to the torso of one of the world's largest financial
institutions.
But at Credit Lyonnais,
the supply of executives willing to be corrupted proved ample. Credit
Lyonnais named Jean-Jacques Brutschi, another rising star, to replace
Vigon at CLBN. Replacing Afman was one Jacques Griffault, who had headed
Credit Lyonnais's branch in Milan, where he had known Florio Fiorini.
Brutschi and Griffault quickly became intimates of Parretti, who kept
the expensive gifts coming.
For his part, Vigon
took to the Hollywood life. He read the script for Honor Bound and decreed
that it be made. He also, in a particularly brazen move, suggested that
Parretti further nail down his relationship with Credit Lyonnais by hiring
Vigon's boss in Paris, Jean Naville, who had been in charge of the bank's
lending for fully one-third of the world--Europe, the Middle East, and
Africa. Naville left the bank to become Parretti's "senior financial consultant,"
negotiating with his recent subordinates Vigon, Brutschi, and Griffault.
Parretti treated Naville like a serf.
Loans weren't the
only service CLBN provided to Parretti. Ten months after it learned of
his criminal background, a CLBN officer wrote an effusive "To Whom It
May Concern" letter of recommendation. "Since the commencement of our
relationship with him...we have come to know Mr. Parretti as a capable
and astute businessman. We have enjoyed an excellent business relationship
with the client and value this relationship highly. We kindly recommend
Mr. Parretti...The above information is given in strict confidence..."
By the late Eighties,
Credit Lyonnais had become the largest lender in Hollywood--but its film
portfolio had become a massive Ponzi-like scheme, with lavish new loans
to disreputable borrowers paying off uncollectible old loans as a means
of keeping at bay Dutch and French banking regulators, and perpetuating
a gravy train of bribes to bank officers.
Flush with Credit
Lyonnais cash, Giancarlo Parretti in late 1988 moved his base of operations
to Los Angeles, where he indulged himself like the proverbial Roman emperor.
Parretti took over Dino De Laurentiis's Wilshire Boulevard office, lavish
even by Beverly Hills standards. He paid $200,000 of Credit Lyonnais money
for a brown Rolls-Royce identical to the one De Laurentiis drove. He paid
$9 million of Credit Lyonnais money for a mansion in a particularly grand
section of Beverly Hills north of Sunset Boulevard, at the foot of Coldwater
Canyon. The opulently landscaped two-acre property, shielded from the
street by trees and shrubs, included a two-story house with seven bedrooms,
an Olympic-size swimming pool with a two-bedroom guesthouse, and a tennis
court that ran north and south to minimize sun in players' eyes.
Parretti installed
his wife, Maria Cecconi, and his children, Valentina, Evelyn, and Mauro,
in the mansion, along with a lot of expensive-looking art. At Cannon,
meanwhile, the man whose lewd behavior had so offended people in Cannes
the previous year put three young Italian women under contract as "actresses"
to service him sexually. In addition to payroll checks to Carla, Marina,
and Cinzia (who had once been second runner-up in the Miss Universe pageant),
Parretti apparently gave the women jewelry worth up to $1 million. He
promised them acting lessons. According to a memorandum prepared later
by Lawrence Lawler, a former special agent in charge of the FBI in Los
Angeles, and now filed under a court-ordered seal of confidentiality in
California Superior Court, the "mistresses" did little or no film work.
He launched a $150
million bid to acquire Pathe Cinema, the venerable French motion picture
company, and went so far as to change the name of the Cannon Group to
Pathe Communications Corp. in anticipation. And he hired Alan Ladd Jr.,
an experienced studio executive and son of the late movie star, to make
pictures for Pathe Communications. Ladd also joined the board of directors.
In Hollywood, all
this gave Parretti instant cachet. He invited le tout Hollywood to his
mansion and they came. The entertaining culminated just before Christmas
1988 with a festive party for 200. Among the guests, according to a later
written declaration of Menahem Golan, were Georges Vigon and Jacques Griffault,
flown in with their families from Europe to California by Parretti.
During the party,
Parretti took Vigon and Griffault, together with Florio Fiorini, Menahem
Golan, and a few others, into the seclusion of his library. There he presented
each banker with a certificate for 200,000 shares of stock in a small,
publicly traded motion picture company that Parretti controlled, called
21st Century Distribution Corp. He also gave them certificates for 200,000
of 21st Century's Class A warrants and 200,000 of its Class B warrants,
convertible under certain conditions into common stock, for a potential
total of 600,000 common shares. Twenty-First Century, which had recently
emerged from bankruptcy, is "going to become a big company in the motion
picture business," Parretti told the bankers, according to Golan's declaration.
Its stock "might soon be selling at $30 or $40 a share." Based on those
numbers, the inescapable inference was that each gift had a potential
value of between $18 million and $24 million. Even if that possibility
were discounted, the shares of 21st Century were then being quoted over
the counter at 50 cents bid, $1 asked, giving the stock, excluding the
warrants, an indicated value of between $100,000 and $200,000.
The gifts made Vigon
and Griffault among the largest individual shareholders of 21st Century
Distribution. Two months later Pathe acquired 21st Century and made plans
to guarantee $50 million in credit for the small company. That meant that
21st Century became a client of Credit Lyonnais. Messrs. Vigon and Griffault,
by loaning money to Pathe, were in a position to line their own pockets.
Parretti sent the
same "gift" to CLBN President Jean-Jacques Brutschi, who had been unable
to travel to California for the party. The morning after bribing the bankers,
Parretti flew Vigon to Bora Bora again.
Before year-end,
Pathe's credit line was extended. CLBN's loans to Pathe, Parretti, Fiorini,
and related corporate entities doubled in the following year, from $600
million to over $1 billion.
In later depositions,
now under confidential seal in Los Angeles, Griffault and Brutschi claimed
they didn't realize the 21st Century securities had any value and said
they accepted them to avoid offending Parretti. Griffault claimed in his
deposition that he didn't attend the party, but received his shares by
mail. Credit Lyonnais has never made Georges Vigon available for testimony
in lawsuits. When FORTUNE tried to interview him for this story, his wife
said he was not available.
Whether in Beverly
Hills or New York, Paris or Rome, Giancarlo Parretti was rarely out of
the entertainment headlines in the early months of 1989. "Parretti is
very appealing. He's going to be a very big player in our industry," Alan
Ladd Jr. told the Wall Street Journal. Parretti announced that Pathe Communications
had earned a profit for 1988 against a loss the previous year. He announced
plans to bail Dino De Laurentiis out of bankruptcy. He announced he would
buy New World Entertainment, a company that produced TV shows and B movies.
He announced he would take over Kings Road Entertainment, which was known
for The Big Easy. And most spectacular of all, he elaborated on plans
to purchase control of Pathe Cinema, the legendary French movie company
and a shrine to French cinema, whose library contained classics by French
directors as well as by the Italians Federico Fellini and Luchino Visconti.
Parretti said he would receive investments from the British media tycoon
Robert Maxwell and the Italian television magnate Silvio Berlusconi, and
would triple Pathe Cinema's size and filmmaking capacity and merge it
with Pathe Communications.
No one was too exalted
to meet with Parretti or take his call as he jetted between Europe and
the U.S. aboard his Credit Lyonnais-financed private jet. In New York
he conferred with CBS Chairman William Paley and Warner Communications
head Steve Ross and pledged a gift of $2.4 million to the Museum of Broadcasting,
which Paley had founded. Parretti asked that the museum name its library
the Florio Fiorini and Giancarlo Parretti Library.
In Rome, Parretti
showed Bernadette, the movie he had produced in 1986 about the girl who
became a saint, to Pope John Paul II in the Pontiff's private screening
room in the Vatican. The Pope sat in the first row. Parretti sat in the
second row with Menahem Golan and Yoram Globus. When the movie ended,
the Pope, tears running down his face, didn't move for several minutes.
And then, like a
spent Roman candle, Parretti began to sputter. He was outbid for New World
entertainment and Kings Road Entertainment. The De Laurentiis deal fell
through. Pathe Communications posted a loss for the second quarter of
1989. Parretti's bid for Pathe Cinema was tentatively blocked by the French
government, which didn't want a French shrine to be owned by an Italian
of dubious background. The Wall Street Journal caught Parretti lying about
his criminal background in Italy, and the SEC forced him to put a longer
disclosure statement in Pathe's filings. Even the new statement fell short
of candor; it failed to mention that Parretti had been charged with "falsifying
balance sheets" in the collapse of his Il Diario newspapers.
Concerned about the
burgeoning loans, the Dutch central bank in the spring of 1989 imposed
a lending limit on CLBN of $200 million per client or related group of
clients. The bank's exposure to the Parretti-Fiorini group already exceeded
$900 million, but instead of reducing that exposure, the bank schemed
with Fiorini and Parretti to expand the exposure while making it appear
it was shrinking. Fiorini, in a statement written later, called the schemes
"window dressing."
In one such ruse,
the bank and the borrowers set out to make it appear that Pathe Communications
had reduced its indebtedness to the bank by $184 million. A company called
Cinema V, purportedly controlled by Italian media mogul Silvio Berlusconi
and newly incorporated in the Netherlands, purchased a group of Pathe's
movie theaters in England and Holland for $184 million. Pathe used the
money to pay down the combined Parretti-Fiorini debt at CLBN. What the
central bank wasn't told was that Cinema V was a shell created by Fiorini,
with the knowledge not only of Jacques Griffault and Jean-Jacques Brutschi
of CLBN but also of Georges Vigon of Credit Lyonnais in Paris, for the
sole purpose of deceiving the Dutch central bank. The $184 million wasn't
from Silvio Berlusconi at all--in fact he may not have known his name
was used in the transaction. It had been put up by CLBN. The central bank
wasn't told that Parretti and Credit Lyonnais controlled both ends of
the transaction, or that the Parretti-Fiorini loan portfolio was still
expanding.
Frans Afman no longer
headed entertainment lending, but as a consultant still serviced several
of his old clients. He tried to tune out new information about Parretti
and Fiorini. He felt their relationship with the bank was out of control
and sure to attract attention sooner or later from U.S. law enforcement.
Whenever he was in the U.S., he felt queasy; he expected FBI agents or
SEC investigators with subpoenas to knock at his door.
At a screening one
evening at the Writers Guild on Wilshire Boulevard, Afman was approached
by CLBN's manager in charge of the Parretti account, a nervous young man
named Dirk van Swaay.
"I need to talk to
you very urgently," van Swaay whispered. "I need your advice. It's about
Parretti."
"Sorry, I don't want
to talk about him."
"But I need to tell
you something."
"No, I don't want
to hear it," Afman said, trying to walk away.
"We're now in over
a billion dollars!" van Swaay shouted, dashing after Afman.
The 28-page fax from
the European private detective to the head of an independent Hollywood
film company, in August 1989, was headed STRICTLY PERSONAL AND CONFIDENTIAL.
Two years after Credit Lyonnais had received its background report on
Giancarlo Parretti, and then proceeded to loan him hundreds of millions
of dollars, a few Hollywood people whose business Parretti was soliciting
were ordering their own briefings from private investigators in France
and Italy.
In addition to detailing
Parretti's and Fiorini's checkered backgrounds, the new report speculated
about the origins of Parretti's funds. "One source believes that the money
comes from Italian Socialists with access to government funds, or that
the cash represents some of the proceeds of the Banco Ambrosiano affair,"
the detective stated. "There have also been persistent reports (originating
from officials in the Italian government and former associates of Parretti)
that he has Sicilian Mafia links and has been involved in money laundering."
The recipient of
the report gratefully wired the detective his $25,000 fee. It seemed a
small price to pay for avoiding entanglements with Parretti and Fiorini.
By early 1990, Parretti
had been eyeing MGM for more than a year. He had found the perfect centerpiece
for the global empire he aspired to build. Founded in the Twenties, symbol
of Hollywood's Golden Age, once home to "more stars than there are in
Heaven," MGM had produced Gone With the Wind, The Wizard of Oz, and Singin'
in the Rain. But MGM's owner since the late Sixties, Kirk Kerkorian, had
never made the studio pay the way he wanted it to. So in 1986, Kerkorian
sold the rights to the MGM library, and the fabled 44-acre Culver City
lot to Ted Turner. By the end of the decade, Kerkorian was looking to
sell the rest. And Giancarlo Parretti was looking to buy.
On March 6, Parretti's
Pathe Communications offered Kerkorian $1.25 billion for MGM. Kerkorian
accepted and gave Parretti and Fiorini, four months to come up with the
money. They would have to pay Kerkorian nonrefundable deposits of $50
million a month until the deal was closed.
At MGM, people were
thrilled by the prospect of new ownership after years of upheaval. "I
think the world of Parretti," said Jeffrey Barbakow, the studio's chairman.
"He's extremely bright, and he's a global thinker."
But where would the
global thinker raise $1.25 billion? Parretti and Fiorini had already gone
through much of the $1 billion-plus that Credit Lyonnais had loaned them.
Steve Ross, chairman of the newly formed Time Warner, decided to advance
Parretti $650 million--a bit more than half the purchase price for MGM--in
exchange for the rights to distribute the studio's television and video
offerings and the movies not owned by Turner. But Ross conditioned his
offer on Parretti's raising the rest of the money in the form of equity
rather than debt. Both Hollywood and Wall Street were skeptical; while
Credit Lyonnais could supply endless loans, it couldn't create investors.
The ultimate responsibility
for the bank's role lay with its Paris-based chairman and chief executive
officer, Jean-Yves Haberer, an appointee of President Francois Mitterrand.
Mitterrand had given Haberer a blank check to transform the state-owned
Credit Lyonnais into the French equivalent of Germany's all-powerful Deutsche
Bank, competing at the highest levels of global finance--a cultural force,
more than just a bank.
Jean-Yves Haberer
was more than just a banker. He was also a published fiction writer, an
art connoisseur, an Alpine hiker. A graduate of France's most prestigious
graduate school, the Ecole National d'Administration, or ENA, he had headed
Paribas, another large French bank, and had run the French Treasury. Upon
taking command at Credit Lyonnais, Haberer installed a unique "floating
floor" containing his office, a luxurious dining room, a sitting room,
and a full bathroom, insulated from the vibrations of the street, the
Metro, and the real world.
As chief executive,
Jean-Yves Haberer had been actively involved in his Dutch subsidiary's
financing of Giancarlo Parretti and Florio Fiorini. Haberer was on the
CLBN supervisory board. In fact, one of his first important decisions
after he took the helm of Credit Lyonnais had been to approve CLBN's financing
of Parretti's attempted acquisition of France's Pathe Cinema. And when
the Dutch central bank expressed alarm that CLBN was loaning too much
money to Parretti and Fiorini and their myriad corporations, Haberer tried
to paint Parretti and Fiorini as separate borrowers, independent of each
other, individuals who should be analyzed separately. The central bank
rejected that reasoning. To resolve the dispute, Haberer had the parent
Credit Lyonnais issue a guarantee of Parretti and Fiorini's CLBN obligations
and at the same time promised to reduce those obligations. As an example
of such reductions already implemented, he cited the bogus transaction
involving the $184 million "purchase" of a group of Pathe Communications'
movie theaters--the one Fiorini secretly called "window dressing"--an
explicit ruse to make it appear debt was being erased when it was not.
In later sworn testimony now under seal, Haberer said he had been unaware
the transaction was phony.
The Dutch central
bank had broader concerns. In another letter to Haberer, headed STRICTLY
CONFIDENTIAL, the central bank implored him to heed rumors that Parretti
and Fiorini's major corporate entities were being used to launder "dirty
money." Haberer did not reply, and the Dutch central bank informed the
French central bank and its enforcement branch, the Commission Bancaire.
Then, in March 1990,
a court in Naples convicted Giancarlo Parretti of fraud in connection
with the bankruptcy of his Il Diario newspapers. He was sentenced in absentia
to 3 1/2 years in prison and appealed. Back in the U.S., where Parretti
had yet to actually put the MGM deal together, the ridicule began. "MGM
is being bought by an Italian who has promised only one small change,"
Billy Crystal quipped from the stage of the Oscars. "From now on the lion
is not going to roar--it will be taking the Fifth."
If such quips, plus
the Italian news reports, plus the private background investigation of
Parretti that Credit Lyonnais had received in 1987, weren't enough--and
they weren't--Jean-Yves Haberer got a personal warning. Over lunch, a
film producer friend warned him to avoid doing business with Giancarlo
Parretti.
Back in Hollywood,
Steve Ross began to have his doubts. He was troubled by reports of Parretti's
criminal problems in Italy. And then one day he made a sobering discovery.
Parretti had given
Ross what appeared to be a Picasso drawing worth millions. Ross had turned
the piece over to Time Warner, which had called in an appraiser in order
to insure it. The appraiser declared the drawing a fake. (It was later
learned that much of Parretti's art collection was not genuine.)
Then, Parretti failed
to produce equity investors. For Ross, that was too much. He withdrew
his commitment of $650 million.
With the centerpiece
of their financing suddenly gone, Parretti and Fiorini faced a crisis.
They had already paid Kirk Kerkorian $200 million that was nonrefundable.
He granted them an extension until October, but raised the price of MGM
to $1.34 billion. Plus, Kerkorian was due $50 million more each month.
Credit Lyonnais had surreptitiously financed more than two-thirds of the
monthly deposits so far, but would it spring for a billion more, a doubling
of its commitment?
The first $1 billion,
greased by bribes, had come easy. The second $1 billion, a different order
of magnitude, might require another kind of inducement. As they had in
the past, Giancarlo Parretti and Florio Fiorini turned to friends in high
Italian places for what Fiorini would later call, in a written statement,
"help from above." Parretti consulted his longtime associate Gianni DeMichelis,
the Italian Foreign Minister, who, according to Fiorini, suggested that
Parretti and Fiorini see Bettino Craxi, the former Prime Minister. DeMichelis
denies Fiorini's account.
In his written statement,
Fiorini says Craxi received Parretti and Fiorini in Rome, in the Socialist
Party's headquarters on the Via del Corso. In his pocket, Fiorini carried
two "bearer certificates," drawn on July 10 from the Milan branch of the
Banca Novara Suisse, one for 600 million lire (then about $485,000), the
other for 200 million lire--certificates any "bearer" could cash without
reference to their origin.
Parretti and Fiorini
said that they needed "high-level intervention" at Credit Lyonnais. According
to Fiorini's written statement, the inventive Craxi suggested that they
link the MGM deal to a major commercial negotiation then under way between
the governments of France and Italy. The French government was trying
to persuade the Italian government to purchase a new high-speed rail network
from manufacturers in France instead of Germany. Craxi recommended to
Parretti that he pay another call on his friend Foreign Minister DeMichelis.
Perhaps DeMichelis could prevail upon the chairman of the Italian state
rail company, Lorenzo Necci, to condition any agreement by Italy to purchase
high-speed trains from France upon the good treatment of Giancarlo Parretti
by Credit Lyonnais.
After the meeting,
according to Fiorini's statement, he delivered the 600 million lire bearer
certificate to the Socialist Party treasurer, Vincenzo Balsamo, and asked
him to remind Craxi of their conversation.
Parretti dined with
DeMichelis at the nearby Plaza Hotel and asked him to "intervene" to achieve
a quid pro quo between the rail deal and the MGM deal. He gave the 200
million lire bearer certificate to Gianni DeMichelis's secretary.
"I am sure," Fiorini
wrote in his statement, "that Mr. DeMichelis called the chairman of the
Italian rail company to instruct him to mention the interest of Italy
in Italians' taking control of MGM and that any help of Credit Lyonnais
will be duly appreciated by the authorities that had to decide the approval
of the high-speed train deal."
Shortly thereafter,
the government of Italy picked Credit Lyonnais and Haberer to lead the
financing of the train consortium.
Fiorini himself met
with Italian rail czar Necci. "I mentioned to Mr. Necci that we needed
help with Credit Lyonnais, that Mr. Haberer will see him to speak of the
high-speed train, and that on that occasion he would try to mention to
Mr. Haberer to have a benevolent eye to the companies of Parretti and
myself...Mr. Parretti told me later that the intervention on Mr. Haberer
had been duly carried out."
Parretti and Fiorini
then traveled to Nice and briefed Georges Vigon at his weekend home. Vigon
suggested that they also should see Alexis Wolkenstein, Vigon's boss,
the general manager in charge of Credit Lyonnais's international affairs,
who reported directly to Haberer and who aspired to succeed him. Wolkenstein
would presumably welcome an opportunity to ingratiate himself with the
government, which would one day be choosing a successor to Haberer. Parretti
and Fiorini arranged for Italian Foreign Minister DeMichelis to meet with
Wolkenstein.
By October 1990,
Parretti and Fiorini had paid Kirk Kerkorian a total of $353 million.
With a month before Kerkorian's deadline was to expire, they still had
to come up with more than $900 million and had few legitimate sources.
Time Warner, having withdrawn its commitment of $650 million, decided
to chip in a more modest $125 million for home-video distribution rights
to MGM films. Turner Broadcasting put up $200 million for television rights
to the 1,000 MGM movies it didn't already own. That left Parretti and
Fiorini over $600 million short.
At Dino De Laurentiis's
suggestion, Parretti solicited the aid of Marvin Davis, the oil billionaire
who had sold 20th Century Fox to Rupert Murdoch but who remained a Hollywood
player. After an inconclusive meeting at Davis's Palm Springs weekend
home, Davis's driver returned Parretti and two associates to the airport.
"This guy is stupid," Parretti said of Davis, in Italian, in the back
of the limo. "He's a big, fat, rich, dumb Jew. You know Jews. They always
want something for nothing. Well, this time he won't get it. He'll be
an easy touch."
The following Monday,
Parretti arrived at Davis's Century City office in Los Angeles. "I'm going
to teach you something," the oil man said. "Remember the driver who took
you to the airport? He speaks Italian. He understood everything you said."
Davis, a large man, gestured to the plate-glass window facing the ocean
from his majestic 28th-floor office. "Now," he said, "you have a choice.
You can get out of this office in the next 30 seconds. Or I'm going to
throw you through this window." Parretti fled.
Florio Fiorini had
laid a foundation that summer for more borrowing by seeming to spruce
up the creditworthiness of Sasea, the vast Swiss holding company and money
laundry that he controlled and that partially underpinned the Parretti-Fiorini
empire. He had raised 340 million francs through an offering of Sasea
debentures on the Geneva stock exchange. It appeared that public investors
had purchased the bonds, endorsing Sasea's financial health, even as Fiorini
and Parretti were bidding for MGM. In fact, Sasea was deep in debt, using
fake balance sheets, and had secretly bought 88% of the bonds itself through
a Dutch subsidiary in a way meant to resemble public support.
Now, with just days
to go, Parretti and Fiorini, backed by the "health" of Sasea, embarked
upon a dizzying sequence of deceptions to prompt the bribe-primed Credit
Lyonnais to lend them the rest of the money. The details of the deceptions
emerge from an examination of sealed depositions. Parretti told CLBN that
Fininvest, the Italian media empire of Silvio Berlusconi, would invest
$50 million in the MGM deal. (In fact, it isn't known whether Berlusconi
had any intention of investing, or whether he was merely allowing Parretti
to use the "commitment" as a means to instill confidence in others.) Pointing
to Sasea and Fininvest, Parretti then elicited a commitment of $168 million
from Reteitalia, another media company in Italy, for television and pay-per-view
rights to distribute MGM material in Italy and Spain. What he didn't disclose
was a secret side deal under which Pathe Communications would have to
refund most of the money, if Reteitalia demanded it, for up to a year
after the agreement.
Most important, Parretti
indicated that the corporate parent and grandparent of Pathe Communications--Melia
and Comfinance, both shells he controlled--would make equity investments
in Pathe totaling $350 million. He didn't reveal that neither Comfinance
nor Melia had nearly enough cash or credit to make such investments.
To conceal from the
Dutch central bank the deepening role of Credit Lyonnais, which knew how
weak Melia and Comfinance were, Florio Fiorini recruited the help of the
second-largest shareholder of Sasea, Jean-Rene Bickart, a member of the
Seneclauze family, one of the oldest clients of Credit Lyonnais. There
then ensued an especially complicated example of the kind of fraudulent
transaction at which Fiorini had grown so adept: making yet another bank
loan appear to be an equity investment (see "Lyin' Game" chart). That
seemingly brought in another $150 million.
With that, plus several
contingent or phony commitments such as those from Fininvest and Reteitalia,
and bolstered by Fiorini's misrepresented summer debenture offering, Parretti
asked CLBN and Credit Lyonnais in Paris to lend him enough money to close
the MGM deal on November 1. He promised to repay this "bridge" loan later
when he received funds from Fininvest, Reteitalia, and his other investors.
The staff of CLBN's
Entertainment Business Division opposed further loans to Parretti. But
Parretti didn't need the support of EBD. He had not bribed the staff of
EBD. He had bribed Georges Vigon, Jacques Griffault, and Jean-Jacques
Brutschi. Parretti was in constant contact with them by late October.
The circular Bickart charade was part of about $550 million in last-minute
loans the three bankers approved--Vigon in Paris gave the final okay--so
that Parretti and Fiorini could close their purchase of MGM. In all, the
two Italians had borrowed at least 76% of the $1.3 billion purchase price
from Credit Lyonnais, much of it in secret to get around restrictions
by Dutch and French banking regulators. Most of the loans were made without
contracts or disclosure to investors--a violation of U.S. securities laws
and the consent decree that Pathe Communications had signed with the SEC
in 1987, which prohibited transactions among related companies pretending
to be independent.
Pathe's official
November SEC report on the new loans amounted to an elaborate lie.
Giancarlo Parretti
and Florio Fiorini's takeover of Metro-Goldwyn-Mayer closed on November
1, 1990, in Los Angeles. MGM executives broke out champagne and paraded
a 400-pound live lion through the studio in celebration. "Non me mangia!"
Parretti yelled in fright, "Don't eat me!" Parretti issued a press release
declaring a "goal of being the most powerful Euro-American communications
group of the Nineties."
Once MGM was his,
almost without pause, Parretti began looting the studio in earnest, firing
most of the financial staff and naming his 21-year-old daughter, Valentina,
to an important financial post. Various of Parretti's many women were
seen entering his office suite each afternoon. Sounds of sex could be
heard from behind closed doors.
CLBN's largesse continued.
The bank lent the studio another $97 million early in 1991.
But the party didn't
last long. Looted and hopelessly in debt, the MGM studio was already little
more than a tottering shell. The entire structure was so precarious that
it was all but undone by one man, a canny Los Angeles lawyer named Stephen
Chrystie. The great tangled Ponzi-esque skein of debt began to unravel.
Chrystie had made
a good living over the years forcing corporations into bankruptcy when
they didn't pay their creditors. In March several clients had complained
to Chrystie that MGM owed them money--a total of about $18 million--and
wasn't paying. Chrystie became the latest in a lengthening line of lawyers
and executives to obtain Parretti's Italian rap sheet. He promptly filed
a formal complaint against MGM in the U.S. Bankruptcy Court, invoking
Chapter 7 of the federal bankruptcy code, the chapter governing involuntary
bankruptcy. It was barely five months since Parretti had acquired MGM.
If upheld by a judge, the complaint would cause $300 million to $400 million
of MGM bonds to come due in 60 days. It might also transfer control of
MGM from Giancarlo Parretti, Florio Fiorini, and the Credit Lyonnais bank
to an independent bankruptcy examiner.
Chrystie's complaint
terrified the high command of the Credit Lyonnais bank. If the bond debt
came due, it would take precedence over MGM's debt to the bank. But loss
of control of MGM could be worse. A bankruptcy examiner would have broad
powers to investigate MGM's affairs, including its banking relationships.
Haberer huddled with
two senior deputies, Alexis Wolkenstein and Francois Gille. They reached
a fateful decision: Parretti had to go. At all costs, the bank wanted
to avoid an independent investigation of its relationship with Parretti.
When news of Chrystie's
complaint broke, the two Haberer deputies had just returned to Paris from
Los Angeles, where they had been laying plans to reduce MGM's debt. Haberer,
the bank's CEO, didn't give them time to unpack. Gille and Wolkenstein
immediately flew back to Los Angeles to deal with the crisis.
Of the two, Wolkenstein
was more familiar with MGM. He was Georges Vigon's boss and had supervised
the bank's loans to Parretti and Fiorini leading up to the acquisition
the previous year. Wolkenstein also had met at least twice with Foreign
Minister DeMichelis in connection with Parretti's purchase of
Since his fateful
lunch with Georges Vigon at the Cannes Film Festival in 1987, Giancarlo
Parretti had become one of CLBN's biggest customers. It didn't matter.
In the eyes of Gille and Wolkenstein, Parretti was history.
Everything Gille
and Wolkenstein learned in the days to come only strengthened their conviction.
First, in his conference room in Century City, lawyer Steve Chrystie put
Giancarlo Parretti's rap sheet in front of the French bankers. "How could
you loan money to a man like this?" Chrystie demanded. Visibly nervous,
they averted their eyes from the legal documents freshly faxed from Naples.
"He's a fine gentleman," one of them said of Parretti.
In meetings with
MGM's and Pathe's auditors, Wolkenstein and Gille grew even more alarmed--the
auditors had been scrutinizing the financial deal put together to acquire
MGM, and they warned Wolkenstein and Gille that Parretti had violated
U.S. securities laws. It appeared he had lied about the companies' debt-to-equity
ratios in the wake of the hidden Credit Lyonnais loans. Parretti also
had lied in official reports to the SEC about the Cinema V transaction
in 1989, in which $184 million of debt had been disguised, and about the
merger financing that had been made to look like an equity investment
made by him and Fiorini. The auditors told Gille and Wolkenstein that
Pathe's SEC reports on the MGM acquisition would have to be revised forthwith.
Alan Ladd Jr., too,
had lost confidence in Parretti, and he was the bankers' first choice
to replace him. Ladd had been among Parretti's biggest supporters when
he arrived in Los Angeles. He had praised Parretti at the black-tie gala
at the Beverly Hilton Hotel. Now, however, Ladd was telling Credit Lyonnais
that Parretti was a disaster, and offered to take command of the company--for
a $1 million bonus, atop his $3.3 million salary.
Gille and Wolkenstein
told Parretti that the bank would be willing to loan MGM still more millions
of dollars to keep it out of bankruptcy and away from an independent examiner--but
only if he relinquished control of the company. Parretti agreed to leave
as chief executive of MGM, but insisted on remaining a director. After
initial reluctance, he also ceded his job as head of Pathe Communications
to his old acquaintance Cesare DeMichelis, brother of Gianni. The bankers
crafted a "corporate governance agreement" that purported to insulate
Ladd from control by Parretti.
Credit Lyonnais would
loan MGM an additional $145 million to stanch its $1-million-a-day cash
flow deficit. Chrystie's clients would be made whole , and he would drop
his complaint. As security for the loan, the bank would take voting control
of Pathe's MGM stock.
The agreement was
signed on April 15, 1991. As a gesture of good will, Parretti treated
everyone to champagne and dinner.
But the day after
the new agreement took effect, he sent Ladd a memorandum demanding that
Ladd inform him, as MGM's majority owner, of all important decisions and
meet with him weekly. Ladd dispatched his own memorandum saying he was
boss. Parretti countered with another memo, and the company was soon mired
in a debilitating civil war of memos that left it without effective governance.
By late May, the
bank was seeking alternatives to the standoff between Parretti and Ladd.
It recruited Charles Meeker, the White & Case lawyer who had been
in charge of getting Steve Chrystie's bankruptcy complaint dismissed,
to join MGM as president. As it turned out, Meeker did little more than
courier memos between Ladd and Parretti, adding his own memos to the mix
and angering Parretti. In Paris, on Thursday, June 6, Parretti told Meeker
(whom he called "Meekers"): "I want you to understand, Meekers, that I
am really crazy...I want you to understand that I am really dangerous.
I am very dangerous. Do you understand, Meekers? I'm very dangerous."
While in Paris, Meeker
received a telephone call from a friend in the U.S. telling him his life
was in danger. Rumors, never substantiated, were coursing through MGM
that Parretti was a violent man, a Mafia guy, who would kill anyone who
threatened his position with the company, or that of his daughter, Valentina.
The bankers themselves took such rumors seriously; they began holding
their meetings under armed guard.
Eight days later,
on Friday, June 14, Parretti called a meeting of the MGM board in Los
Angeles. Ladd and Meeker boycotted the meeting. The directors who attended--all
Parretti allies--passed several "resolutions" that, in effect, purported
to revoke the "corporate governance agreement" that the bank had imposed
in April and that Parretti was now claiming he had signed "with a gun
to my head."
Parretti flew to
Paris that night and had a tense meeting Saturday with Gille and Wolkenstein.
It was the last straw. On Monday, June 17, invoking its rights under the
April agreement, the bank seized control of MGM, removed Giancarlo Parretti
from the company, and began a lawsuit against him in the Chancery Court
of Delaware, where MGM is incorporated.
Charles Meeker, meanwhile,
called the FBI and the SEC, both of which began investigations of Parretti
and his stewardship of MGM. Meeker also hired the retiring special agent
in charge of the FBI's Los Angeles office to probe the company.
Credit Lyonnais's
sudden emergence as the de facto owner of the world's most famous movie
studio, after years of shadowy dealings with two disreputable Italian
tycoons, broke like an intense summer storm in the French press. The bank
came under increasing pressure from the French Ministry of Finance and
various deputies in the National Assembly to provide details of its links
to Parretti and Fiorini. The aloof Jean-Yves Haberer found himself in
the rare position of issuing a written press statement defending the bank's
conduct. He tried to have it both ways. On the one hand, he blamed Georges
Vigon for loans to Parretti in the face of contrary instructions. On the
other hand, he complained that the bank was the victim of a disinformation
campaign. Citing widespread rumors about Parretti's background, Haberer
said he had no proof from any government that Parretti was undesirable.
Haberer did not mention bribery or high-speed trains.
Credit Lyonnais announced
that Georges Vigon had taken early retirement and that Jean-Jacques Brutschi
had been reassigned to Southeast Asia. The bank did not mention Jacques
Griffault, but he too was soon sidelined.
A conservative on
the French National Assembly's finance committee, Francois d'Aubert, attacked
Haberer's scapegoating of Vigon: "It's obvious that the decisions made
on behalf of Mr. Parretti had been impossible without the approval coming
from those at the highest levels of the bank." d'Aubert questioned whether
Socialist Party groups in France and Italy had pressured the bank into
lending billions to Parretti and Fiorini. At the time, the French press
was rife with rumors that Mitterrand was influencing loans.
With Credit Lyonnais
trying to fathom its losses, the business relationship between the bank
and its Hollywood clients shifted rapidly from one of self-dealing, deception,
and bribery to one of intense legal combat, as intriguing in its own way
as their prior dealings. Billions of dollars were at stake. The bank and
Parretti sued each other in both Delaware and California over whether
the bank had improperly seized MGM. The bank and Kirk Kerkorian sued each
other, in both federal and state courts in Los Angeles, over whether the
bank had defrauded Kerkorian and whether he bore any responsibility for
MGM's financial condition at the time he sold it. The bank and several
of its smaller Hollywood clients, such as Hemdale, Epic, and a former
officer of Film Accord, fought over who was to blame for those companies'
difficulties.
The Delaware Chancery
Court found that the bank had been justified in seizing MGM. The judge
accused Parretti of lying on the witness stand; Parretti accused the bank
of suborning perjury by Fiorini.
Parretti's suit against
Credit Lyonnais in California would take longer to resolve, as would the
bank's battles with Kerkorian and Epic Pictures.
In one of the many
sealed depositions taken by Kerkorian's lawyers and obtained by FORTUNE,
the attorneys try various approaches, including sarcasm, to penetrate
the hubris of Credit Lyonnais bankers. An exchange between the lawyers
and Francois Gille, the Credit Lyonnais general manager in charge of finance:
"Mr. Gille, are you
aware that there is a lawsuit filed in California today wherein it is
alleged that Mr. Vigon received $2 million as a bribe that was set up
in a Canadian bank account in connection with a loan extended by CLBN
to a company called Film Accord?...Have you been able to do any investigation
with respect to whether that is an accurate rendition of the facts?"
"No."
"Do you intend to?"
"I have formed no
decision."
"You've got to be
a little curious, though, right?"
"Thank you for your
recommendation."
The lawyers also
asked Gille how much debt was carried on the books of Credit Lyonnais
in connection with MGM:
"The debt should
reach an approximate amount of $1.1 billion," he replied.
"And how much of
the $1.1 billion has been reserved?"
"For the moment,
nothing."
Where did the money
go--the $2 billion-plus that Credit Lyonnais lent Parretti and Fiorni?
According to the investigation by the former FBI official, Lawrence Lawler,
Parretti misappropriated roughly $100 million, directly or indirectly,
from MGM and Pathe Communications. More than $1 billion went to Kirk Kerkorian,
who then paid a small percentage back to CLBN to settle litigation between
them. Much of the rest of the money was spent operating Pathe from 1987
to 1991 and covering MGM's operating losses for the eight months Parretti
owned it. "MGM was a company the executives kept running so they would
have someplace to go to get their paychecks," says one executive who worked
there at the time.
Even now, not every
dollar is accounted for. Nor is it known whether the bank's officers ever
benefited from the bribes they took. Jacques Griffault testified that
he kept the 21st Century Distribution Corp. stock certificates in a drawer
at his home. Jean-Jacques Brutschi testified that he "eliminated" the
stock certificates when he changed offices. Just as well; 21st Century
currently is back in bankruptcy. The value of the artworks the bankers
took is also in doubt. One of the many lawyers looking into the Parretti-Credit
Lyonnais affair compares it to Chinatown, the Roman Polanski movie in
which ambiguity clouds verifiable facts to the end.
EPILOGUE
--Florio Fiorini's
holding company, Sasea, filed for bankruptcy in 1992. It was the largest
bankruptcy in the history of Europe, with Credit Lyonnais as one of its
largest creditors.
--In Geneva, a
judge eventually charged Credit Lyonnais Chief Executive Jean-Yves Haberer
and general manager Francois Gille with fraudulent complicity. Gille,
in an earlier hearing, had called the Geneva judge a "lout" and a "thug"
to his face in court. In late 1993, the French government fired Haberer
and put him in charge of a bank whose total assets barely topped Credit
Lyonnais's bad loans--$25 billion--the largest bad-debt designation
in history. In 1994, Haberer was fired from that job too.
--The bank's lending
policies in the late Eighties and early Nineties led to massive losses
in nonentertainment fields such as real estate and finance. It took
years for the extent of the losses to emerge. In 1992 it lost money
for only the fourth time in its history. Under a draconian bailout plan
imposed by the European Union in 1995, the bank must shed 35% of its
non-French assets. It has sold many of its major foreign operations,
including subsidiaries in Argentina and Brazil, and the notorious CLBN.
By 2002, according to a Paribas report, Credit Lyonnais will be only
half the size of its main rivals, Societe Generale and Banque Nationale
de Paris, which it once aspired to dominate.
While battling
Parretti in court, Credit Lyonnais has put MGM up for sale. As bidders
test the veracity of Credit Lyonnais's presentation, they might want
to explore the nature of the bank's strenuous and continuing efforts
to conceal the nature of its relationship with the studio's prior owner.
--Florio Fiorini
was arrested and jailed in Geneva, charged with bankruptcy fraud. He
spends much of his time in prison chronicling his experiences on a typewriter.
Since his arrest in 1992, he has published a book of vignettes of his
life entitled Ricordati da Lontano (Memories of Long Ago). He has written
an 82-page "affidavit" covering his experiences with Parretti, Credit
Lyonnais, and MGM. He has reportedly written a book-length account of
the Vatican's relationship with Italian banks. And he is preparing to
circulate a 356-page manuscript to American publishers on the MGM fiasco.
Fiorini stands
convicted of bankruptcy fraud in Switzerland. Credit Lyonnais's Jacques
Griffault this year pleaded guilty in the Italian part of the Sasea
bankruptcy.
--On a warrant
from France, Giancarlo Parretti was arrested and cuffed with his hands
behind his back by federal agents in the conference room of White &
Case in downtown Los Angeles last October. The agents whisked him through
the art-adorned reception area and off to a holding cell for federal
prisoners in a seedy neighborhood east of the U.S Court House. As Parretti
was hauled away, a startled judge who had been presiding at a deposition
Parretti had been giving in the conference room observed, "Even Charles
Manson got cuffed in front."
A federal court
in Los Angeles has ruled that France may extradite Parretti; he is appealing.
For now, he is free on bail and living with his son in Burbank, but
confined to the Los Angeles area.
--On May 5, the
opulent Paris headquarters of Credit Lyonnais, a hulking French Empire
pile, was completely gutted by fire. Authorities have found no cause.
SPECIAL EFFECTS
IN HOLLYWOOD: HOW TO MAKE BAD LOANS DISAPPEAR
When Bruce McNall, the
Los Angeles rare-coin dealer and sports impresario, got in trouble, he had
the right banker on his side--the bribery-ridden Credit Lyonnais, which
has since chalked up $25 billion of loans, 7.4% of its assets, as bad debt,
the largest debacle in the annals of world banking.
In the 1980s, McNall
and David Begelman, the former Columbia Pictures and MGM executive who
had been convicted of grand theft in a check forgery scandal, ran a film
company named Gladden Entertainment. By 1989 a credit analyst at the bank's
Dutch unit, CLBN, was telling his superiors that "the financial position
of the [McNall-Begelman] company is a disaster." And yet the top officers
of CLBN, who oversaw Credit Lyonnais's loans to Hollywood--one of whom
McNall and Begelman had been bribing since 1983--not only loaned the company
more money but also assented to a ruse to make it appear that an independent
investor was purchasing $20 million of equity in Gladden when no such
investor existed.
Ultimately, Gladden
Entertainment and the rest of the McNall-Begelman corporate empire went
under. A lawsuit filed in May by the McNall bankruptcy trustee alleges
that CLBN actually had a "practice and policy" of loaning money to disreputable
people and allowing officers to accept "gratuities and/or consulting payments"
from them, and that the bank engaged in a Ponzi-esque scheme of frauds
to conceal its loans from regulators. By such fraud, the suit claims,
CLBN also enabled McNall to borrow millions of dollars fraudulently from
other banks, such as the Bank of America--some of which was then paid
to CLBN.
Another troubled
borrower to which CLBN gave fraudulent help was Empire Entertainment,
producer of such dreck as Crash and Burn, Crawlspace, and Ghoulies. Empire
had borrowed $26 million from CLBN and by 1988 was in default and nearly
bankrupt. Georges Vigon, head of European lending for Credit Lyonnais,
feared that if Empire failed, the Dutch central bank and other regulators
might force CLBN to call its growing number of shaky Hollywood loans.
That would destroy the bank's entertainment business, possibly ending
Vigon's career.
Vigon enlisted the
aid of two Hollywood producers, Eduard Sarlui and Moshe Diamant, who also
were longtime clients of CLBN. They created a new company, Epic Holdings,
which acquired Empire. Epic in turn was owned by a shell company in the
Netherlands, Formax, whose stock in turn was owned by a newly formed Panamanian
corporation, Route of the Stars, or ROS. ROS's ownership was evidenced
only by bearer certificates carrying no names. The bearers were Sarlui
and Diamant, to whom CLBN loaned $200 million, some of which was used
to pay off Empire's old loans. Empire's other creditors, however, were
not paid. And, since the the new owners of Empire were hidden behind a
cloud of anonymous shares at the top of a corporate pyramid in Panama,
creditors had nowhere to turn. The structure was similar to Giancarlo
Parretti's corporate structure, which had been used by some Credit Lyonnais
officers to conceal bad loans at the Cannon Group.
Those were just a
couple of a staggering number of rotten deals that have since compelled
the French government to infuse $14 billion, or 5% of its total tax revenues
in 1995, to save Credit Lyonnais from collapse--the largest bailout in
banking history.
MGM: ON THE BLOCK
AGAIN
KATHRYN HARRIS
Like a well-done
hamburger, Metro-Goldwyn-Mayer Inc. has been flipped a lot in the past
decade, fetching $1 billion, plus or minus, in each sale. Now MGM is being
tossed from the spatula of Credit Lyonnais. Bids are due June 24, according
to two sources, although the process could drag on.
Who has an appetite
for this still-tempting asset? Any number of players, it turns out, ranging
from the mighty News Corp. to small producers jockeying to assemble investors
and lenders. Each savors the MGM name and its film library, which includes
the 1,200-title United Artists library, plus Cannon and post-1986 MGM
movies. The library owns such classics as High Noon, West Side Story,
Midnight Cowboy, Annie Hall, Rain Man, the Rocky pictures, and the James
Bond series--products that would bring smaller producers like PolyGram
or New Regency Productions or Morgan Creek Productions added revenues,
plus instant cachet. For their part, major studios need more top-notch
products to feed their distribution systems; they also could use the film
library to boost or distinguish any cable TV or pay-TV venture.
Some observers think
Warner Bros.--controlled by Time Warner, the parent of the publisher of
FORTUNE--has the inside track because of the home-video deal it struck
with Giancarlo Parretti in 1990. Not only does Warner have the right to
distribute MGM's movies on video until 2003, but it also claims home-video
rights to the movies of any company that might acquire MGM, according
to people familiar with the contract. Those rights diminish MGM's value
to other big studios. Warner won't bid directly for MGM; it doesn't want
to inflame antitrust regulators already scrutinizing Time Warner's proposed
acquisition of Turner Broadcasting System. Instead, Warner is expected
to back a bid by New Regency or Morgan Creek.
By all accounts,
the current head of MGM, Frank Mancuso, has done a solid job, capped by
recent blockbusters Goldeneye and The Birdcage. The studio may even enter
the black this year. Although MGM's existing debt will be retired on its
sale, any new owner needs $500 million to $600 million in working capital
to play in Hollywood's major league. Without that, says one investment
banker, "you're back in Parretti Land. If five or six movies don't work,
you're dead."