QCOM: ASIC Spin-off is Good News
Qualcomm Inc(QCOM)* Rating: 1H As of 07/26/2000 Last Changed 03/31/2000
Salomon Smith Barney ~ July 26, 2000
QUALCOMM, Inc. (QCOM) QCOM: ASIC Spin-off is Good News 1H (Buy, High Risk) Mkt Cap: $50,993.1 mil.
July 25, 2000 SUMMARY * Tues AM, QCOM announced plans to spin off its chip TELECOMMUNICATIONS business in an IPO creating 2 cos: a chip company EQUIPMENT ("Spinco") & a royalty company (Qualcomm). Alex M. Cena * We believe this separation of businesses is positive for the company and for shareholders for several reasons: 1) it reduces the need for cross licensing by Karen O. Nielsen the royalty/licensing part of the company and improves the access to third party technology for the new chip business; 2) it eliminates licensee/ASIC customer Thomas Robillard conflicts who now deal with one company for chips and JR another for royalties; and 3) creates greater strategic focus for both new companies. * Revs for the new chip biz were about $1.1 bn in F99 & $1.3 bn for the royalty company. EBT in F99 was 38.5% for chips and 57% for royalty company. * The new structure does not affect exisiting royalties in any way. * We continue to rate the stock a 1-H and believe the market will continue to respond positively as the details of the spin are digested.
FUNDAMENTALS P/E (9/00E) 60.6x P/E (9/01E) 47.1x TEV/EBITDA (9/00E) NA TEV/EBITDA (9/01E) NA Book Value/Share (9/00E) NA Price/Book Value NA Dividend/Yield (9/00E) NA/NA Revenue (9/00E) $2,986.3 mil. Proj. Long-Term EPS Growth 0% ROE (9/00E) 113.8% Long-Term Debt to Capital(a) NA QCOM is in the S&P 500(R) Index. (a) Data as of most recent quarter SHARE DATA RECOMMENDATION Price (7/24/00) $63.63 Current Rating 1H 52-Week Range $179.31-$35.00 Prior Rating 1H Shares Outstanding(a) 801.4 mil. Current Target Price $200.00 Convertible No Previous Target Price $200.00 EARNINGS PER SHARE FY ends 1Q 2Q 3Q 4Q Full Year 9/99A Actual $0.08A $0.10A $0.19A $0.23A $0.62A 9/00E Current $0.26A $0.26A $0.27E $0.26E $1.05E Previous $0.26A $0.26A $0.27E $0.26E $1.05E 9/01E Current NA NA NA NA $1.35E Previous NA NA NA NA $1.35E 9/02E Current NA NA NA NA NA
Previous NA NA NA NA NA First Call Consensus EPS: 9/00E $1.03; 9/01E $1.30; 9/02E NA Calendar Year EPS: 12/99A $1.70; 12/00E NA; 12/01E NA; 12/02E NA QUALCOMM PLANS TO SPIN OFF ITS ASIC BUSINESS IN AN IPO The company's current plan is to transfer its ASIC business to newly formed SpinCo. The shares of Spinco would be distributed to QCOM stockholders in the form of a tax-free dividend. The tentative time frame is as follows: the S-1 has already been filed. An IPO of 10% of the company would take place in the fall. The remaining distribution to shareholders would take place in the spring/summer time frame of 2001. The spin off is expected to be completed by August 2001 at the latest. WE BELIEVE THIS BUSINESS SEPARATION IS POSITIVE FOR THE COMPANY AND FOR SHAREHOLDERS We continue to believe that the separation of the businesses makes sense for the company and shareholders for several reasons. Foremost, the separation of the two businesses creates separate ASIC and royalty companies. Thus, licensees won't have to pay the same company for royalties as well as for chip purchases, which has created conflict in the past among licensees. This independence should further enhance the chip business, which is already the largest chip supplier of CDMA ASICs having shipped more than 100 million CDMA chipsets. Second, Spinco will have more effective access, through its ability to cross-license, to third party technology such as GSM to enter the multimode chip business. Third, both companies get greater strategic focus. SPINCO BECOMES THE NEW CHIP COMPANY Spinco will inherit Qualcomm Technologies (the chip business), HDR products, Positioning Location products (SnapTrack) and 1000 engineers. In lieu of paying a royalty fee to Qualcomm, Spinco will receive credits in exchange for which they will provide Qualcomm with additional patents that Qualcomm can then license. Spinco will be assigned a portion of QCOM's patents that are essential and/or necessary to implement CDMA standards so that it can gain reasonable access to third party intellectual property and to negotiate cross-licenses. EBT margin for first 9 months 2000 is estimated at 37% on 9 month revenues of $965 million. Revenues for the end of fiscal 1999 were $1.1 billion with an EBT margin of 37.8%. With independence, Spinco becomes a pureplay wireless ASIC and software company with unparalleled CDMA knowledge and expertise. According to Dataquest, Spinco is the largest fabless semiconductor company in the world. The new company's goals are to be an end to end CDMA systems supplier (in addition to the chips, providing RF designs, software, applications support, design help, etc.); expand their capabilities; enter the multi-mode chip business (CDMA2000, WCDMA, GSM, and TDMA); and continue its technology leadership. Spinco's focus will include developing innovative ASICs and software solutions for handset and infrastructure providers. QUALCOMM BECOMES THE NEW ROYALTY COMPANY Qualcomm will inherit the licensing business, OmniTRACs, Globalstar, and Eudora as well as Position Location IPR (SnapTrack) and 800 engineers. Qualcomm's focus is on developing and supporting the growth of CDMA technology and the integration of data/Internet with the goal of increasing royalties. EBT margin for first 9 months 2000 is estimated at 57% on 9 month revenues of $1.2 billion. Qualcomm's goals are to drive CDMA market growth; increase the number, breadth and variety of licenses; and reinvest revenues in technological development. With independence, Qualcomm reduces its need for cross- licensing; eliminates conflicts with its customers; gains greater strategic industry impact and greater management focus. Qualcomm's patents cover all 3G technologies including CDMAOne, HDR, TD-SCDMA (China), WCDMA, and CDMA2000. The royalty fees are the same independent of technology. After the spin off of the chip business, Qualcomm will retain more than 1000 patents and patent applications, substantially all of which are essential to or useful in CDMA applications. Moreover, QCOM will have the right each year to select and receive ownerhsip of a portion of Spinco's patent applications, which should enable QCOM to extend the terms of its licenses and create new licensing opportunities. THE SPIN OFF CREATES NUMEROUS BENEFITS FOR BOTH NEW COMPANIES There are several benefits of the spin. These include: (1) Reduces need for cross-licensing. Since QCOM will no longer be producing ASICs, there won't be much need for third party cross-licenses to develop multi-mode ASICs. Any potential cross licensing net payment reduction risks are thus minimized. Likewise, Spinco gains more effective access to third party technology. (2) Eliminates Customer/Licensee Conflicts. As both a licensor and ASIC supplier, QCOM's two businesses are also in conflict. As more independent entities, this potential conflict is reduced. Customers can go to Spinco for chips and to Qualcomm for royalties. (3) Greater Strategic Focus and Impact. The two separated companies will gain greater strategic focus. SpinCo can focus on ASIC development and innovation while QCOM can focus on the expansion of CDMA technology worldwide. |