This presentation is intended for use in higher education for instructional purposes only, and is not for application in practice. Permission is granted to classroom instructors to photocopy this document for classroom teaching purposes only. All other rights are reserved. Copyright 2003, 2005 by the American Institute of Certified Public Accountants, Inc., New York, New York. 2003, 2005 by the AICPA Adelphias Background John Rigas purchased cable company in 1952 for $300 in Coudersport, Pennsylvania
He purchased it to hedge against lost sales for his movie theater
In 1972, he and his brother, Gus, created Adelphia Communications Corporation 2003, 2005 by the AICPA Adelphias Background Adelphia is Greek for Brothers Signifies the Greek heritage Corporation run by brothers
Adelphia has always been a family business
In the late 1990s, it purchased Century Communications for $5.2 billion and became the 6 th
largest cable company with 5.6 million subscribers 2003, 2005 by the AICPA John Rigas (Adelphia Founder) Loves Limelight/Service
Board of Directors National Cable Television Citizens Trust Company Charles Cole Memorial Hospital
President of several committees
2003, 2005 by the AICPA John Rigas (Adelphia Founder) Ordered network to show him at least once during Sabres games Bought homes for people Flew people on private planes for medical treatment Gave huge amounts to charities Had to approve every business transaction
2003, 2005 by the AICPA John Rigas (Adelphia Founder)
Characteristics of a fraud perpetrator Egocentrism Omniscience Omnipotence Invulnerability 2003, 2005 by the AICPA The Family Business
Family Members in Management include: John Rigas, Founder and Chairman (Father) Tim Rigas, CFO and Board member (Son) Michael Rigas, EVP and Board member (Son) James Rigas, EVP and Board member (Son) Peter Venetis, Board member (Son-in-law) Family Management = Majority of Adelphias Voting Stock Majority on Adelphias Board of Directors 2003, 2005 by the AICPA Extravagant Lifestyle symptoms Several Vacation Homes and luxury apartments in Manhattan Several private jets Construction of a world-class 18-hole golf course Majority ownership of the Buffalo Sabres $700,000 membership in an exclusive golf club
2003, 2005 by the AICPA The Fraud Charges Violation of RICO act Breach of fiduciary duties Waste of corporate assets Abuse of control Breach of contract Unjust enrichment Fraudulent conveyance Conversion of corporate assets
2003, 2005 by the AICPA How the Fraud took place Adelphia backed $2.3 billion worth of personal loans to the Rigases
Rigas Management manipulated the books to meet analysts expectations and inflate the stock price
Rigases created private partnerships w/Adelphia as a tool for the self-dealing schemes. Fund transfers were made through journal entries that gave Adelphia more debt and the Rigases multi- million dollar assets at no cost. 2003, 2005 by the AICPA How the Fraud took place (contd)
Rigas Management commingled Adelphia funds with family funds causing Adelphia to fund non-corporate projects, such as:
Personal loans
Real estate transactions Purchase of Manhattan apartments for private use Purchase of land for a private golf course
Cash advances to the Buffalo Sabres
$252 million to pay margin calls, or demands for cash payments on loans for which the family had put up Adelphia stock as collateral. 2003, 2005 by the AICPA How the Fraud took place (contd) Revenues from Adelphia subsidiaries and other businesses were dumped into one central account. They used this account to pay bills.
Financial affairs of Rigas Family Entities were intermingled with Adelphia, but not consolidated. (Off-the-balance sheet debt)
The Rigases used Adelphias line of credit for personal purchases.
2003, 2005 by the AICPA How the Fraud took place (contd) Transaction Account from Adelphia Communications Buffalo Sabres Hockey Family-owned Farm Interior Design Shop Private Car Dealership M o n e y
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2003, 2005 by the AICPA How the Fraud took place (contd) The Rigases doctored financial records at Adelphia and created sham transactions and phony companies to inflate the firm's earnings and to conceal its mounting debts.
Upon realizing the extent of funds taken, Tim Rigas limited the amount of Adelphias funds his father could take to $1,000,000/Month 2003, 2005 by the AICPA How the Fraud Evolved It is commonplace for owners of family businesses to think of the companys money as their own. Adelphias management and board was controlled by the Rigas family The suit against the Rigas family details the ways in which the family used Adelphia in a rampant self-dealing scheme 2003, 2005 by the AICPA The Aftermath The companys stock price plummeted after it was delisted from the NASDAQ for failure to file its 2001 10-K. Shortly after that, on June 25, 2002, it filed for bankruptcy. 2003, 2005 by the AICPA Litigation John and Timothy Rigas found guilty of conspiracy, bank fraud and securities fraud await sentencing of possible 30 years in prison. Michael Rigas acquitted of conspiracy and wire fraud. Awaiting a new trial on securities fraud Rigas family facing suit by Adelphia 2003, 2005 by the AICPA Litigation (contd) James R. Brown, VP of Finance pleaded guilty in SEC case against him Michael C. Mulcahey, VP and Assistant Treasurer acquitted of criminal charges Adelphia sues auditor Deloitte & Touche for professional negligence, breach of contract, fraud and other wrongful conduct. Adelphias reorganization plan in emerging from bankruptcy gives the Rigases nothing for their holdings