NYTimes "The Fiber Optic Fantasy Slips Away"
By SIMON ROMERO and SETH SCHIESEL, February 17, 2002
Only a few years ago, the dream of striking it rich by transmitting Internet data and telephone calls across continents and under oceans, through endless ribbons of fiber optic cable, captivated one company after another. But rarely in economic history have so many people with so much money got it so wrong.
Instead of a stampede of customers to fill up these fiber optic highways, the industry found itself with too many vacant lanes ó way too many. What had once seemed like a brilliant idea ó carriers' buying and selling future access on those fiber networks to meet expected customer demand ó became a swap meet unto itself, with its own peculiar bookkeeping.
As an element of the telecommunications meltdown that has come to light only recently, the market for fiber network access seems to have been an important common ingredient in the epidemic of accounting fiascos bursting out all over. Certainly, it played a major role in the unraveling of Global Crossing, which filed for bankruptcy protection last month. Fiber swaps hurt other big communications companies, like Qwest Communications International (news/quote) and Cable and Wireless (news/quote). And they played roles in the cascading problems of Enron (news/quote) and Tyco International (news/quote).
Significantly, the Securities and Exchange Commission took a close look at the practices involved in fiber deals a few years ago and apparently did little to contain transactions that later became the basis for a vibrant swapping market. Now, though, the S.E.C. and the Federal Bureau of Investigation are taking a new look, searching for signs of accounting fraud. Investors and former employees of the companies laid low by fiber swaps probably wish the government had stepped in sooner.
The S.E.C. has declined to comment on its previous or current look at Global Crossing. But its silence, together with copies of correspondence between the company and the commission obtained through the Freedom of Information Act by SEC Insight, a private research company in Plymouth, Minn., prompt a flurry of questions.
Among them are these: Did liberal use of such long- term capacity sales encourage the creation of an active swapping market? Did the S.E.C. accept Global Crossing's assertion of its accountants' independence without a fuss? More troubling, and perhaps hardest to answer: How can the telecommunications industry, now plagued by suspicions of sham transactions and accounting, right itself?
"There is no sector that illustrates creative destruction so effectively," said Howard Holme, president of Bandwidth Exchange, a capacity broker in Denver, referring to the theory of the economist Joseph A. Schumpeter that entrepreneurs generate innovation by rendering their predecessors' ideas obsolete.
There are few other industries aside from telecommunications that changed so quickly and produced so much confusion, Mr. Holme said.
Certainly, telecommunications is no stranger to turmoil after a meltdown at upstart carriers and established equipment makers resulted in the loss of more than 500,000 jobs worldwide in the last two years. Communications companies large and small are now in for an unexpected extension of this instability.
Among the most obvious candidates for closer scrutiny is Qwest, which said last week that it had received an S.E.C. subpoena demanding details of its dealings with Global Crossing.
Qwest has been forced out of the short-term debt markets amid growing doubts about the legitimacy of off-balance-sheet transactions involving Global Crossing and other companies. Fortunately for Qwest, which is based in Denver, it can count on a stream of revenue from local phone operations in 14 states.
The stress from the Global Crossing inquiry also extended to Europe, where Cable and Wireless of Britain and KPNQwest (news/quote) of the Netherlands came under pressure last week as investors questioned their use of swap transactions to show healthy revenue gains when little or no money was actually generated.
Roy L. Olofson, a former vice president for finance at Global Crossing, contends that the company misled investors by engaging in these swaps, in which the outgoing transfer of capacity was counted as revenue while the incoming capacity was considered a capital expense, making it seem as if the company's cash flow kept climbing from such deals.
In some of the deals, Global Crossing and its counterparts issued checks to each other in equal amounts, potentially allowing each to use the proceeds as an increase in revenue, according to Mr. Olofson's lawyer, Brian C. Lysaght. In other transactions, no money may have changed hands.
Qwest and Cable and Wireless are just two companies known to have done swaps of this type with Global Crossing. Other companies include Flag Telecom of Britain, China Netcom and Telecom New Zealand, according to people close to Global Crossing. Many other companies, including Tyco and WorldCom (news/quote), used the same type of transaction to show growing revenue before the market for such transactions abruptly collapsed about the middle of last year.
The collapse was caused, in effect, by market forces. With the spot price of bandwidth down 90 percent and bound to fall further, it made no economic sense for carriers to make long-term leasing arrangements.
Such complexity was much less common in the telecommunications world just five years ago, when big companies like AT&T (news/quote), British Telecommunications (news/quote) and Deutsche Telekom (news/quote) dominated the business.
Long-distance phone calls were of decent quality but expensive. The Internet was not the big deal it is today. When the industry's titans ran short of capacity on their own systems or on crowded transoceanic cables, they hammered out deals with one another by swapping space on their networks.
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This system worked fairly well, partly because it helped the companies avoid the need to raise additional money for the installation of cables across the Atlantic or the Pacific. That changed in 1997 with the creation of Global Crossing. It dreamed of profitably transmitting phone calls and Internet data across a 100,000-mile fiber optic network spanning more than two dozen countries. Companies like Level 3 Communications (news/quote) and 360networks (news/quote) quickly sprang up as rivals.
There was no way the average investor could have known that Global Crossing's business model had come under scrutiny in June 2000, when the company's potential appeared almost as unlimited as that of the Internet itself. But on June 5 of that year, the S.E.C. began to take a close look at Global Crossing's books.
Among the S.E.C.'s concerns were how Global Crossing accounted for capacity swaps and the independence of its auditor, Arthur Andersen. Global Crossing had recently hired as its executive vice president for finance Joseph Perrone, the Arthur Andersen executive in charge of auditing Global Crossing.
In fact, according to people close to Global Crossing, Mr. Perrone was already known at the company as co- author of a two-page memo dated Feb. 10, 1999, before his hiring, in which he recommended how to best account for capacity swaps.
Among Mr. Perrone's suggestions in the memo, these people said, were to keep the contracts 60 days apart, apparently to avoid suspicion that the deals were reached merely to help each party meet its quarterly financial objectives, and to require each party to submit separate cash payments, apparently to create the look of a valid deal.
In its July 20, 2000, response to the S.E.C. query, Global Crossing made it clear that its accounting had been accepted by Arthur Andersen. Global Crossing also said it had based its long-term leases on an arcane interpretation of Statement 66, a rule for recognizing profit or loss from sales of real estate developed by the Financial Accounting Standards Board, the group that sets accounting standards for business.
The S.E.C. apparently gave Global Crossing its blessing to proceed with the long-term leases of capacity on its network that eventually were the basis for the swaps the company made with Qwest and several other companies in 2000 and 2001.
Global Crossing continues to deny that it has done anything wrong. And transactions by Global Crossing and others that have been called into question are based on a legitimate, longstanding practice in the telecom industry known as an I.R.U. sale.
I.R.U. stands for the indefeasible right to use a certain amount of bandwidth on a communications company's network. For instance, Company A might own a network that links Seattle and Chicago. Company B has customers in those two cities who want to communicate.
Company A might sell Company B the right to use 622 megabits of capacity on the Seattle-Chicago route for 25 years, meaning that Company B would have the right to transmit 622 million bits of digital information each second on that route. In exchange, Company B might write a check to Company A for $100 million.
Company A must now choose between two methods of accounting for the $100 million, both potentially legal. The more conservative path would be to record the $100 million as income gradually, over the life of the I.R.U. contract. If the contract were for 25 years, the company would record $4 million in revenue each year, or $1 million each quarter. Most well-established telecommunications companies, like AT&T, use the more conservative method.
The more aggressive method would be to record the $100 million as revenue all at once. Under certain circumstances, this method can fall within generally accepted accounting principles. Nonetheless, it is generally shunned. In fact, Qwest appears to be one of the only major companies to use it.
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GLOBAL CROSSING essentially tried to have it both ways at once, and even then did not follow its own rules and may have misled investors, according to statements by Mr. Olofson.
In some cases, Global Crossing appeared to use the more conservative method in its formal revenue statements. Global Crossing, however, encouraged investors to focus not on its formal revenue statements but rather on an unofficial measure that it called "cash revenue." Many analysts and investors did just that.
It was in its cash revenue statements that Global Crossing often recorded all of its I.R.U. sales at once, helping the company meet its quarterly financial targets. In the first quarter of 2001, for instance, about one-third of Global Crossing's roughly $1.6 billion in cash revenue appeared to come from the upfront recognition of I.R.U. sales.
A result, according to Mr. Olofson, is that Global Crossing did not even follow its own rules for reporting cash revenue, rules that investors relied upon. Last year, Global Crossing recorded $150 million in cash revenue from a transaction in which it did not actually receive any cash, according to Mr. Olofson.
Among the company's partners in various reciprocal deals, EPIK and Qwest have publicly acknowledged working with Global Crossing. A Cable and Wireless spokesman said, "Certainly we have purchased capacity from Global Crossing, mainly capacity within Europe." He declined to specify the size of the deals. A spokesman for Flag declined to say whether his company had any dealings with Global Crossing. Calls to China Netcom and Telecom New Zealand were not returned.
As far as the other companies' accounting practices are concerned, EPIK has said that it uses the more conservative method, as has Flag. Cable and Wireless reports its results under the accounting standards of both Britain and the United States. Under British standards, the company often records I.R.U. sales all at once. Under American standards, the company says it spreads out those sales over the life of the various contracts. It is unclear how China Netcom and Telecom New Zealand report results.
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There will it all end? One clue may lie in the history of the nation's railroads, which are often compared to relatively young fiber optic systems. Some fiber optic operators, like Qwest, even got their start by laying fiber along existing rail lines.
By now it is almost forgotten that railroad companies expanded with ferocity in a post-Civil War boom that resulted in a spectacular financial collapse called the Panic of 1873. Many small investors were burned by the scandalous activities of concerns like Union Pacific Railroad, which, like Global Crossing, stretched the boundaries of corporate behavior in its day.
But eventually, as true believers of the fiber optic age are quick to point out, the glut of unused railway capacity was absorbed.†" |
