Shares of Ciena Fall 30%, Clouding Dela With Tellabs
The Wall Street Journal Interactive Edition -- September 10, 1998
(my apologies if this article was posted already).
By STEPHANIE N. MEHTA Staff Reporter of THE WALL STREET JOURNAL
Shares of Ciena Corp. plunged 30%, fueling speculation that Ciena's $4 billion acquisition by Tellabs Inc., another maker of telephone-company equipment, could again be renegotiated or scuttled altogether.
Ciena shares were hit when Digital Teleport Inc., a closely held carrier, said it awarded a $100 million, three-year equipment contract to rival gear maker Pirelli Cables & Systems, a unit of Italian cable and tire maker Pirelli SpA. Analysts had expected Ciena, which already supplies gear to Digital Teleport, to win much of that contract.
In Nasdaq Stock Market trading, Ciena shares fell $8.5313 to close at $19.75. Shares of Tellabs rose $1.50 on Nasdaq to close at $44.9375.
New Questions
The plunge in Ciena's shares, coupled with fresh concerns about the equipment maker's ability to compete with the likes of Pirelli and Lucent Technologies Inc., raised new questions about whether Tellabs shareholders would approve the proposed merger. "Tellabs shareholders will want to feel more comfortable with the transaction," said Nikos Theodosopolous, an analyst with Warburg Dillon Read. "With all that's happening, the comfort level is going lower and lower."
Tellabs has already renegotiated the terms of the deal: Last month it agreed to pay 0.8 Tellabs share for each Ciena share, compared with the one-for-one stock swap originally announced in June. That helped shave the value of the deal to about $4 billion from nearly $7 billion.
The move followed a steady decline in Ciena stock, prompted by two major events: Ciena signaled last month that its fiscal third-quarter revenue would be lower than expected; a week later, the Linthicum, Md., company said AT&T Corp. wouldn't buy certain Ciena gear for boosting the capacity of fiber-optic networks.
A Tellabs spokesman declined to comment.
Denny Bilter, a Ciena spokesman, suggested the market may have overreacted to the loss of additional Digital Teleport business. "We haven't viewed this as a major loss," he said.
Digital Teleport agreed to award Pirelli 80% of its business for wave-division multiplexing equipment, which increases the transmission capacity of fiber-optic lines, said Gary Douglas, the company's chief financial officer.
Ciena has been a supplier of equipment to Digital Teleport, he noted, but the contract with Pirelli reduces the scope of the potential relationship between the companies. "What it came down to was a combination of price, quality and ability to deliver," he said.
Mr. Douglas added, however, that Digital Teleport has Ciena equipment in service and hasn't had problems with it.
Ciena executives continue to believe in the strategic benefits of the combination, Mr. Bilter said. Tellabs, of Lisle, Ill., makes "digital cross connect" technology that helps carriers manage their networks. It has relationships with local carriers, such as the Baby Bell telephone companies, that Ciena is trying to reach with a new line of products. Ciena, meanwhile, specializes in gear for fiber-optic networks, an area that Tellabs hopes to plumb.
Volpe Brown Whelan & Co. analyst Timothy Savageaux said he considered Wednesday's stock trading as an indicator that investors are having serious doubts that the merger will take place at all.
As an existing customer that fits Ciena's goal of broadening its customer base, Digital Teleport should have been a relatively easy contract for Ciena to keep, he said. "It tells you more about a tightening competitive environment and more about the likelihood of earnings volatility," he said.
Ciena's Mr. Bilter said the company expected competition for the contract and had built that assumption into its plans. He said he didn't know if the company has altered revenue estimates in light of the decision.
"People are losing perspective on this merger," Mr. Bilter said. "We're not putting these two companies together for the short term."
Analysts expect Tellabs to re-examine Ciena's financial strength and prospects in light of the Digital Teleport decision, as they did after AT&T declined to test Ciena's gear for a possible purchase. "Tellabs will look hard at this piece of news and act accordingly," said Polina Ialamova, an analyst with Madison Securities. Ms. Ialamova said she feels Ciena is "expensive" at 0.8 Tellabs share, according to the current formula for the takeover.
To be sure, it isn't unusual for carriers to contract with two vendors for the same types of equipment. The competition helps keep prices low and ensures that the carrier always has a back-up vendor if things go awry. But some analysts were surprised that Ciena, an early leader in such capacity-boosting technology, wasn't selected as the main vendor on the Digital Teleport contract, and some industry observers were surprised that AT&T didn't even make Ciena's 40-channel system a back-up to another gear maker's system.
Tellabs and Ciena shareholders are expected to vote on the merger in November.
Both Tellabs and Ciena have been Wall Street darlings at one point or another and both have had a wild ride on the stock market this summer. Tellabs shares are down about 50% from a summer high of $89 a share, while Ciena has sunk more than 75% from about $88 a share in July. |