|Verizon Enterprise Solutions|
|Fate||Acquired by Verizon Communications in 2006|
|Headquarters||Ashburn, Virginia, U.S.|
|Francis J. Shammo, President|
Kerry T. Bailey, Senior Vice President—Global Services
Rommel Santos, CFO
|Products||Conferencing, Contact Centers, Data and IP Services, Internet access, IT Solutions and Hosting, Managed Networks, Premises Equipment (CPE), Security, Voice, VoIP, Wireless|
|Revenue||US$20.6 billion (2005)|
Number of employees
|Parent||Verizon Communications (2006–present)|
MCI, Inc. (previously Worldcom and MCI WorldCom) was a telecommunications company. For a time, it was the second largest long distance telephone company in the United States, after AT&T. The company grew largely by acquiring other telecommunications companies and filed bankruptcy in 2002 after an accounting scandal, in which several executives, including CEO Bernard Ebbers were convicted. In January 2006, the company was acquired by Verizon Communications and was later integrated into Verizon Business.
In 1983, in a coffee shop in Hattiesburg, Mississippi, Bernard Ebbers and 3 other investors formed Long Distance Discount Services, Inc. based in Jackson, Mississippi and in 1985, Ebbers was named chief executive officer. The company acquired over 60 telecommunications firms and in 1995, it changed its name to WorldCom.
The company became a public company as a corporation in 1989 as a result of a merger with Advantage Companies Inc. The company name was changed to LDDS WorldCom in 1995, and relocated to Clinton, Mississippi.
The company grew rapidly in the 1990s, after completing several mergers and acquisitions.
Worldcom’s first major acquisition was in 1992 with the $720 million acquisition of Advanced Telecommunications Corporation, outbidding larger rivals Sprint Corporation and AT&T to secure the deal, making Worldcom a larger player in the telecoms market.
Other acquisitions included: Metromedia Communication Corp. and Resurgens Communications Group in 1993, IDB Communications Group, Inc (1994), Williams Technology Group, Inc. (1995), and MFS Communications Company (1996), and MCI in 1998. The acquisition of MFS included UUNET Technologies, Inc., which had been acquired by MFS shortly before the merger with WorldCom. In February 1998, WorldCom acquired CompuServe from its parent company H&R Block. WorldCom then retained the CompuServe Network Services Division, sold its online service to America Online, and received AOL's network division, ANS. WorldCom acquired the corporate parent of Digex, Intermedia Communications in June 2001 and then sold all of Intermedia's non-Digex assets to Allegiance Telecom.
On November 4, 1997, WorldCom and MCI Communications announced a $37 billion merger to form MCI WorldCom, making it the largest corporate merger in U.S. history. On September 15, 1998, the merger was consummated, forming MCI WorldCom. MCI divested itself of its "internetMCI" business to gain approval from the U.S. United States Department of Justice.
Proposed Sprint merger
On October 5, 1999, Sprint Corporation and MCI WorldCom announced a $129 billion merger. Had the deal been completed, it would have been the largest corporate merger in history. The merged company would have surpassed AT&T as the largest communications company in the United States. However, the deal floundered due to opposition from the United States Department of Justice and the European Union on concerns that it would create a monopoly. On July 13, 2000, the boards of directors of both companies terminated the merger. Later that year, MCI WorldCom renamed itself "WorldCom".
Between September 2000 and April 2002, the board of directors of Worldcom authorized several loans and loan guarantees to CEO Bernard Ebbers so that he would not have to sell his Worldcom shares to meet margin calls as the share price plummeted during the bursting of the dot-com bubble. By April 2002, the board had lost patience with these loans. Directors also believed that Ebbers didn't seem to have a coherent strategy after the Sprint merger collapsed. On April 26, the board voted to ask for Ebbers' resignation. Ebbers formally resigned on April 30, 2002 and was replaced by John W. Sidgmore, former CEO of UUNET. As part of his departure, Ebbers's loans were consolidated into a single $408.2 million promissory note. In 2003, Ebbers defaulted on the note and Worldcom foreclosed on many of his assets.
Beginning modestly during mid-1999 and continuing at an accelerated pace through May 2002, the company—directed by Ebbers (as CEO), Scott Sullivan (CFO), David Myers (Controller), and Buford "Buddy" Yates (Director of General Accounting)—used fraudulent accounting methods to disguise its decreasing earnings to maintain the price of WorldCom's stock.
The fraud was accomplished primarily in two ways:
- Booking "line costs" (interconnection expenses with other telecommunication companies) as capital expenditures on the balance sheet instead of expenses.
- Inflating revenues with bogus accounting entries from "corporate unallocated revenue accounts".
In 2002, a small team of internal auditors at WorldCom led by division vice president Cynthia Cooper and senior associate Eugene Morse worked together, often at night and secretly, to investigate and reveal what was ultimately discovered to be $3.8 billion worth of fraudulent entries in WorldCom's books. Cooper and Morse notified the company's audit committee and board of directors in June 2002. The board moved swiftly, forcing Myers to resign and firing Sullivan when he refused to resign. Arthur Andersen withdrew its audit opinion for 2001.
By this time, the U. S. Attorney for the Southern District of Mississippi, the Federal Bureau of Investigation and the U.S. Securities and Exchange Commission were already looking into the matter as well. The SEC launched a formal inquiry into these matters on June 26, 2002.
By the end of 2003, it was estimated that the company's total assets had been inflated by about $11 billion. This made the WorldCom scandal the largest accounting fraud in American history, displacing the fraud uncovered at Enron two years earlier. It would remain the largest accounting fraud ever uncovered until the exposure of Bernard Madoff's Madoff investment scandal in 2008.
The fraud came to light just days after Andersen was convicted of obstruction of justice in the Enron scandal, a verdict that effectively put Andersen out of business. In his post-mortem of the Enron scandal, Conspiracy of Fools, journalist Kurt Eichenwald argued that Andersen's failure to uncover WorldCom's deceit would have brought Andersen down even if it had escaped the Enron fraud unscathed.
On July 21, 2002, WorldCom filed bankruptcy in the largest such filing in United States history at the time (overtaken by the bankruptcies of both Lehman Brothers and Washington Mutual in a span of eleven days during September 2008). The WorldCom bankruptcy proceedings were held before U.S. Federal Bankruptcy Judge Arthur Gonzalez, who simultaneously heard the Enron bankruptcy proceedings, which were the second largest bankruptcy case resulting from one of the largest corporate fraud scandals. None of the criminal proceedings against WorldCom and its officers and agents were originated by referral from Gonzalez or the Department of Justice lawyers. By the bankruptcy reorganization agreement, the company paid $750 million to the SEC in cash and stock in the new MCI, which was intended to be paid to wronged investors.
Effective December 16, 2002, Michael Capellas became chairman and chief executive officer. On April 14, 2003, WorldCom changed its name to MCI, and relocated its corporate headquarters from Clinton, Mississippi, to Ashburn, Virginia.
Even before then, however, employees from the MCI side of the merger had taken over top executive posts, while many longtime executives from the old WorldCom were pushed out. In late 2002, the company began moving most of its operations to its campus in Ashburn, which had opened in 2000. Capellas, for instance, spent most of his time in Northern Virginia. After the name chance, one executive from the old MCI said, "We're taking our company back." Another wrote in an email, "My company was not founded in a motel coffee shop."
In May 2003, in a controversial deal, the company was given a $45 million no-bid contract by the United States Department of Defense to build a cellular phone service in Iraq as part of the U.S.-led reconstruction effort despite the fact that the company known for its expertise in building wireless networks.
WorldCom agreed to pay a civil penalty of $2.25 billion to the U.S. Securities and Exchange Commission. The deal was approved by federal judge Jed Rakoff in July 2003. In a sweeping consent decree, the SEC and Rakoff essentially took control of WorldCom. Rakoff appointed former SEC chairman Richard C. Breeden to oversee WorldCom's compliance with the SEC agreement. Breeden actively involved himself with the management of the company, and prepared a report for Rakoff, titled Restoring Trust, in which he proposed extensive corporate governance reforms, as part of an effort to "cast the new MCI into what he hoped would become a model of how shareholders should be protected and how companies should be run".
The company emerged from bankruptcy in 2004 with about $5.7 billion in debt and $6 billion in cash. About half of the cash was intended to pay various claims and settlements. Previous bondholders ended up being paid 35.7 cents on the dollar, in bonds and stock in the new MCI company. The previous stockholders' stock was cancelled.
It had yet to pay many of its creditors, who had waited for two years for a portion of the money owed. Many of the small creditors included former employees, primarily those who were dismissed during June 2002 and whose severance and benefits were withheld when WorldCom filed for bankruptcy.
On March 15, 2005, Bernard Ebbers was found guilty of all charges and convicted of fraud, conspiracy and filing false documents with regulators — all related to the $11 billion accounting scandal. Other former WorldCom officials charged with criminal penalties in relation to the company's financial misstatements include former CFO Scott Sullivan (entered a guilty plea on March 2, 2004, to one count each of securities fraud, conspiracy to commit securities fraud, and filing false statements), former controller David Myers (pleaded guilty to securities fraud, conspiracy to commit securities fraud, and filing false statements on September 27, 2002), former accounting director Buford Yates (pleaded guilty to conspiracy and fraud charges on October 7, 2002), and former accounting managers Betty Vinson and Troy Normand (both pleading guilty to conspiracy and securities fraud on October 10, 2002).
On July 13, 2005, Bernard Ebbers received a sentence that would have kept him imprisoned for 25 years. At time of sentencing, Ebbers was 63 years old. On September 26, 2006, Ebbers surrendered himself to the Federal Bureau of Prisons prison at Oakdale, Louisiana, the Oakdale Federal Correctional Institution, to begin serving his sentence; he was released in late 2019 for health reasons and died in February 2020, after serving 13 years of his sentence.
In December 2005, Microsoft announced a partnership with MCI to provide Windows Live Messenger customers voice over IP service to make telephone calls - called "MCI Web Calling". After the merger with Verizon, this product was renamed "Verizon Web Calling".
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- Cooper, Cynthia (February 4, 2008). Extraordinary Circumstances: The Journey of a Corporate Whistleblower. Hoboken, New Jersey: John Wiley & Sons, Inc. ISBN 978-0-470-12429-1.
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- Cooper, Cynthia (April 15, 2009). Extraordinary Circumstances: The Journey of a Corporate Whistleblower. Hoboken, New Jersey: John Wiley & Sons. ISBN 978-0-470-12429-1.
- Eichenwald, Kurt (2005). Conspiracy of Fools. Broadway Books. ISBN 0767911792.
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- "Restoring Trust: Corporate Governance for the future of MCI". July 31, 2003.
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- Reardon, Marguerite (January 6, 2006). "Verizon closes book on MCI merger". CNET.
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- Raina, Mekhla (February 2, 2020). "Convicted former WorldCom CEO Ebbers dead at 78". Reuters.
- "Microsoft and MCI Join to Deliver Consumer PC-to-Phone Calling" (Press release). Microsoft. December 12, 2005.
- "Citigroup Reaches Settlement on WorldCom Class Action Litigation for $1.64 Billion After-Tax" (Press release). Business Wire. May 10, 2004.
- "J.P. Morgan Chase Settles WorldCom Suit for $2 Billion". The New York Times. March 16, 2005.
- Lynne W. Jeter (2003). Disconnected: Deceit and Betrayal at WorldCom. Wiley. ISBN 0-471-42997-X.
- Om Malik (2003). Broadbandits. Wiley. ISBN 0-471-43405-1.
- Cooper, Cynthia (2008). Extraordinary Circumstances: The Journey of a Corporate Whistleblower. Wiley. ISBN 978-0-470-12429-1. - A book by the former Chief Audit Executive of Worldcom on the demise of the company.