To: Greg h2o who wrote (19174 ) 2/23/2000 10:36:00 AM From: cmg Read Replies (1) | Respond to of 42804
After the close yesterday, MRV Communications Inc.(Nasdaq: MRVC)announced it had met analysts' estimates of $0.02-a-share in earnings for its fourth quarter (prior to a one-time write-off related to the exiting of its LAN switching business). The company also announced it would pay $263 million to acquire Fiber Optic Communications Inc (FOCI). FOCI will be merged with MRV's Optical Access division (OA) prior to OA's contemplated IPO. That move, along with its announcement to end its enterprise LAN switching business, indicates clearly that MRV intends to concentrate on optical technology and internet infrastructure. Such unexciting commodity products as stackable switches no longer have a place in the new MRV. How quickly the tables can turn. For years, N-base, MRV's networking business, was believed by many to hold the most promise, while Optical Access seemed like the sleepy division plugging along in the background. Today combined with FOCI, OA will be one of the top five optical components and module manufacturers in the world and will reportedly be the only company other than JDS-Uniphase to combine active and passive technologies. Optical Access manufactures fiber-optic components: high-performance laser diodes, ELEDs, detectors, transmitters, receivers and transceivers. These components, long considered the mundane nuts and bolts of the optics business, are now being recognized as the indispensable and critical building blocks of the coming optical revolution in telecommunications and data networking. OA supplies OEM's in the data communications, telecom, CATV, PCS/cellular and fiber-optic test equipment marketplaces. Customers for long range optics include established venders such as Cisco, Nortel, and Alcatel, as well as emerging venders such as Extreme Networks and Foundry. Optical Access is also supplying product for fiber to the curb (FTTC) solutions to Marconi North America. It certainly appears that MRV's management recognized the direction of the market far before the optical components market heated up. In an effort to unlock shareholder value the decision was made in early 1999 to organize the business into a separate division and, if conditions were ripe, to spin it off entirely or otherwise realize value in it. While few saw it then, in hindsight, the timing could not have been better. In the later half of 1999, optical components suddenly became fashionable and the market rush was on. Corning bought Oak Industries, Inc. for $1.8 billion, while JDS-Uniphase agreed to acquire Optical Coating Laboratory, Inc. in a $2.8 billion deal. Although Ortel (Nasdaq: ORTL) had been in the business for many years, they too were caught in this tornado. In the last six months of 1999, Ortel's market valuation increased more than tenfold. Today Ortel is valued at nearly $2 billion. While a market valuation of more than $1 billion for Ortel seemed excessive to some last fall (considering that their third-quarter revenues in 1999 were only $19.4 million), no one was prepared for Finisar's IPO (Nasdaq: FNSR). On the first day of trading in November its stock leaped 357.2 % (Today Finisar has a market value in excess of $5 Billion). Finisar's third quarter 1999 revenues were only $16M, which interestingly is slightly less than what OA brought home in that time period. To put this in perspective, at around $90 per share, MRV's total market valuation is only about $2.5 billion. OA is 100% owned by MRV and is only one piece of the company. What makes the OA story particularly compelling for MRV shareholders is that if all goes according to plan, sometime within the next 12 months, OA itself will debut on Wall Street as yet another extravagantly valued fiber-optic IPO taking it's rightful place alongside the likes of Finisar and Ortel. As a special bonus, MRV hopes to make the day of OA's IPO special for current MRV shareholders by giving them a piece of the new company directly (and tax-free). Reportedly a top-tier banker has been hired to explore alternatives as to how such an arrangement could be structured. If all goes according to plan, when the fireworks of OA's IPO start, MRV shareholders will have box seats in the exclusive section reserved for venture capitalists, courtesy of MRV's management. It should be mentioned that the seven pieces of MRV we discussed in Part 1 of this series have now been doubled. The new organizational chart on the new MRV site, updated Tuesday, gives some clues as to how the pieces will fit together. Nbase-Xyplex will apparently be divided into the Red-Sea Xyplex division and the Optiswitch Linux division. One new optical start-up and one new optical spin-off are slated for announcement at a later date, but these changes only bring the total to ten. MRV clearly has some additional plans, but in yesterday's conference call management made it clear that they are not going to announce more details until they feel the time is right.