Verizon to Acquire MCI for $6.7 Billion

Feb 15, 2005


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Verizon Communications Inc. and MCI, Inc. have announced that Verizon has agreed to acquire MCI for $4.8 billion in equity and $488 million in cash. The Boards of Directors of both companies have approved the agreement. MCI shareowners will receive 0.4062 shares of Verizon common stock for each common share of MCI. This is worth $4.795 billion and equivalent to $14.75 per MCI share, based on Verizon's closing price on Friday, Feb. 11. MCI shareowners will also receive $1.50 per MCI share in cash, worth $488 million. This consideration is subject to adjustment at closing and may be decreased based on MCI's bankruptcy claims-related experience. In addition, MCI will pay its shareowners quarterly and special dividends of $4.50 per share, worth $1.463 billion. This includes a 40-cent-per-share quarterly dividend approved by the MCI Board on Friday, Feb 11. In total, the transaction values MCI shares at $20.75 a share, or $6.746 billion. Verizon will assume MCI's net debt (total debt less cash on hand), targeted to be approximately $4 billion at closing, and customary closing conditions will apply. In addition to MCI shareowner approval, the acquisition requires regulatory approvals, which the companies are targeting to obtain in about a year. The companies will determine operational plans, such as branding strategies and organizational structure, as the transaction moves closer to closing.
(www.mci.com; www.verizon.com)