Posted: 5/2003

Agents Cash Out of Telcorp Agent
Equity Program
By Khali Henderson and Tara Seals
In what may be the first equity
program payout, agents for switchless reseller Telcorp Ltd. cashed out after the
company closed its acquisition by NUI Telecom, the telecom unit of energy
company NUI Corp., on April 2.
In the all-cash deal, NUI Telecom
acquired the 13-year-old company's primarily commercial long-distance customer
base for about $3.5 million, plus an additional undisclosed payment based on
Telcorp's sales results from June through November 2002.
Steve Samuels, former president of
Telcorp and now a consultant with NUI Telecom, says the payout was a validation
of his company's commitment to the channel.
"It was always our view that
with the excess of capacity -- which turned out to be true in hindsight - that
the channel was going to become more important than anything else," he
says, explaining the underpinnings of the agent equity offer. It was tendered in
1999 to entice agents, with payouts ranging from 12.5 percent to 65 percent of
their contribution to the company's revenue.
What made it sweeter, Samuels says,
was that the payouts, which ranged from $25,000 to $700,000, were far in excess
of the amounts Telcorp had projected its agents would take in.
"When we did our projections
for our agents in terms of what they were likely to get, we were realistic based
on our current performance at the time, and we managed to increase that
performance so substantially that we increased the payments to our agents by a
factor of about 60 percent," he says.
To be fair, some of that boost --
the company doubled its income -- came as a result of the guarantee of a payout
during the six-month window. But, Samuels said he hand picked agents to invite
into the program at the time and focused on those that could land mid-market and
large enterprise customers--in the end, NUI Telecom acquired about 1,500 such
accounts.
Telcorp agents will continue to earn
commissions on the accounts acquired by NUI Telecom. Telcorp also will continue
to operate as a brand under the NUI Telecom banner for about a year before
transitioning to the corporate branding. At that time Telcorp agents will be
rolled into the NUI Solutions Express program.
Samuels and Telcorp's director of
operations David Luther will stay on with NUI Telecom as consultants. Samuels
has been working the NUI Telecom's Executive Vice President of Sales and
Marketing Tom McCrosson to integrate the agent programs, and says the task in
nearly completed. He expects to spend his time capitalizing on the buzz around
the payout to boost agent recruitment efforts.
"While many people saw the
[equity] model as 'erroneous,' it has become reality for those that stayed the
course and believed in our ability to execute," says Daryl Heller,
president, CEO and director of sales for master agency Premier Management Group,
one of the founding participants of the plan, noting that two initial
acquisition deals fell through. "It's been a long journey...the protracted
deal process classically demonstrates the maniac-depressive environment
intrinsic to deal-making, while the subsequent results reflect again to me the
principle value of fortitude, resilience and commitment in execution within
business."
Prior to Telcorp, the closest thing
to an equity event was a special distribution made by UniDial to its agents in
October 1998. Following a $27 million cash-for-equity injection from the
Williams Network in Tulsa, Okla., UniDial offered the distribution to agents
participating in its original "Bonus Program," which gave agents 25
percent ownership of their base for a $25,000 agency fee. The program was
discontinued in April 1997. Agents were offered the choice to remain under the
original program or opt for an accelerated payout schedule and a reduction of
the bonus to 21.875 percent upon the sale of their accounts. A third option
eliminated agents' rights to a bonus commission on the sale of their accounts,
in exchange for a refund of the agency fee paid. More than 200 agents were
eligible for the special distribution, which UniDial estimated to be $8 million
to $10 million.
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