May 9, 2000
IN THE MONEY: Now Mkt Thinks 3Com Non-Palm Ops Have Value
By MICHAEL RAPOPORT
A Dow Jones Newswires Column
NEW YORK -- 3Com Corp. (COMS) shareholders, rejoice! Finally, the market is acknowledging that 3Com will actually retain some value once it finishes spinning off its Palm Inc. (PALM) unit.
Not much value, to be sure - only about $4 a share, at least as of right now. But heck, you've got to start somewhere. And it beats a valuation of less than zero - which is essentially what the market has applied to 3Com's non-Palm operations for more than two months.
Finally, one of the more striking market anomalies of recent months appears to be correcting itself, with a little help from 3Com. Ever since 3Com took Palm public in early March, the 94% stake it retained in Palm has been given a higher value by the market than the entirety of 3Com itself. At the end of Palm's first day of trading, 3Com had a market capitalization of about $28 billion, but its stake in Palm was worth about $50.6 billion - meaning, essentially, that the market thought the rest of 3Com, profit-making businesses with more than $4.8 billion in revenue over the last year, was worth negative $22.6 billion.
That situation has persisted ever since, though the gap has narrowed - 3Com stock has tumbled since early March, but Palm stock has fallen even more, and has been below its $38 IPO price for nearly a month. The gap seemed set to reverse itself a week ago, when 3Com's stake in Palm was worth "only" $440 million more than all of 3Com, but then it started widening again, and was about $1.83 billion as of Monday's close.
Late Monday, however, 3Com set July 27 as the date for its planned spinoff to shareholders of its remaining Palm stake. That, combined with a stock buyback and changes to employee options that 3Com hopes will bolster its share price, seems to have shaken investors into finally realizing that this bizarre situation couldn't and shouldn't continue.
So, on Tuesday, the valuations turned around so fast investors might have gotten whiplash. 3Com stock was at 47 7/8, up 4 3/16, while Palm was at 28 7/8, down 3 3/8. That means 3Com's market cap is now about $16.8 billion and its share in Palm is worth about $15.4 billion - a difference of $1.4 billion, this time in the right direction. With about 350.8 million 3Com shares outstanding, that works out to about $4 a share for the non-Palm operations.
That $4 figure is a pretty safe bet to grow as the distribution date approaches, considering that the non-Palm operations have provided 3Com with most of its revenues and much more of its profits than has Palm.
Over the nine months ending just before the IPO, Palm had $707.4 million in revenues - about 16% of 3Com's $4.28 billion in total revenues over the same period. The handheld computing segment of 3Com, corresponding to Palm, had income of $77 million over those nine months, compared with $416.6 million for 3Com's other two segments, network systems and personal connectivity.
"We think that as we get closer to the distribution, and clearly immediately following the distribution, the market will be forced to put a valuation on 3Com," Brian Johnson, a 3Com spokesman, said last week. "We think at that point, the valuation of 3Com will come shining through." (A Palm spokesman couldn't be reached for comment.)
Part of the reason the 3Com-Palm valuation gap has persisted for so long is that arbitrageurs, who normally would take advantage of such a gap by buying 3Com stock and shorting Palm, to bring the two valuations back into alignment, haven't been completely free to do so. With only 23 million of Palm's 564 million shares available for public trading, it's been harder for them to borrow shares to short, and thus to drive Palm's price lower. Not that they don't want to - as of mid-April, Palm had short interest of 12.5 million shares, or a whopping 54% of Palm's public float.
But "now people have a time frame, they have the tax ruling," said one arbitrageur who didn't want to be identified, referring to an Internal Revenue Service ruling that the Palm spinoff will be tax-free. That's spurring Tuesday's movement he said - while arbs are still finding shares "virtually impossible" to borrow for shorting purposes, they're using other strategies to try to profit.
"People are scrambling to set this up," he said.
And so, things have returned to something approaching rationality, at least in the 3Com-Palm segment of the universe. Of course, in a market this weird, that might not last long - but it'll do until the next common-sense-defying market impossibility comes along.
-Michael Rapoport, Dow Jones Newswires, 201-938-5976, michael.rapoport@dowjones.com
3Com closed Tuesday at 48 3/16, up 4 1/2, or 10.3%, while Palm closed at 29 1/8, down 3 1/8, or 9.7%. That puts 3Com's market cap at $16.9 billion, compared with a value of $15.49 billion for its stake in Palm - a difference of $1.41 billion, or a value of about $4.02 per 3Com share exclusive of Palm's operations.
The 3Com/Palm situation still appears to be a little out of whack, however: As of its most recent balance sheet, 3Com has nearly $3 billion in cash alone, or more than $8 a share.
-Michael Rapoport, Dow Jones Newswires, 201-938-5976, michael.rapoport@dowjones.com |