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Technology Stocks : Winstar Comm. (WCII) -- Ignore unavailable to you. Want to Upgrade?


To: SteveG who wrote (9747)12/21/1998 1:47:00 AM
From: SteveG  Read Replies (1) | Respond to of 12468
 
BT Alex Brown (Bo Fifer/Jeff Hines) WCII: Williams Deal Gives WinStar
Broadband End-To-End Connectivity

WINSTAR COMMUNICATIONS INC. (WCII)
"STRONG BUY"
Williams Deal Gives WinStar Broadband End-To-End Connectivity

Date: 12/17/1998 EPS: 1997A 1998E 1999E

Price: 37.0 1Q (1.27) (2.59) (3.12)

52-Wk Range: 48 - 10 2Q (1.78) (2.77) (3.21)

Ann Dividend:0.0 3Q (2.01) (2.83) A (3.26)

Ann Div Yld: 0.00% 4Q (2.56) (2.98) (3.29)

Mkt Cap (mm):2,461 FY(Dec.) (7.66) (11.19) (12.88)

3-Yr Growth: 0% FY P/EPS NM NM NM

CY EPS (7.66) (11.19) (12.88)

Est. Changed No CY P/EPS NM NM NM

----------------------------------------------------------------------------


HIGHLIGHTS:

WinStar held its first-ever investor community meeting today (17-Dec)
in New York and made a series of announcements that substantiate
WinStar's focus on driving on-net traffic as opposed to relying on
resold facilities.

POSITIVE NEW NEWS: WinStar and Williams Communications signed a
two-part agreement that gives WinStar access to Williams' long haul
fiber and creates an end-to-end broadband network at WinStar. In
exchange WinStar will provide Williams with nationwide local capacity
on its Wireless Fiber network.

As expected WinStar announced expanded domestic market rollout details
on the international plan. WinStar now plans to offer services in 45
domestic markets by YE 1999 (up from 40) and in 6 international
markets by YE 1999.

WinStar also announced the commercial introduction of
point-to-multipoint (PMP) services in Washington DC and New York with
and plans to expand the PMP network nationally throughout 1999.

NEGATIVE NEW NEWS: Until the accounting issues surrounding the
Williams deal are finalized, the impact of the deal and the market
expansion on future EBITDA is uncertain. However, both announcements
mark significant positive strategic developments for WinStar.

STOCK PRICE PERFORMANCE: YTD, WCII is up 48% versus a 44% gain in our
CLEC Index and a 22% gain in the S&P 500.

NET-NET: While at times in the past WinStar's strategy (vis a vis
reselling versus facilities-based services) has been confusing, we
believe there is no longer any question that WinStar is entirely
motivated by driving on-net penetration. We continue to believe that
WinStar is positioned to offer a lower-cost, higher-speed,
higher-value service than its principal ILEC competitors (now on an
end-to-end basis), and therefore to attract significant market share.

VALUATION: Based on our 10-year DCF, using a 20% equity discount rate
and a 10x terminating multiple, our 12-month price objective for WCII
is $51/share.

Maintain "strong buy (1)" rating. We are placing our model under
review pending a discussion with management on the financial
implications of the Williams deal and the expanded market rollout.

DETAILS:

WinStar held its first-ever investor community meeting yesterday
(17-Dec) in New York with over 200 investors in attendance. WinStar
made a series of announcements that substantiate WinStar's focus on
driving on-net traffic as opposed to relying on resold facilities.

NEW MARKETING FOCUS

WinStar's focus remains capturing market share from the Regional Bell
Operating Companies (RBOCs). Management outlined a slightly new model
for attaining this goal based more on WinStar's own network and less
on reselling RBOC facilities. In fact, the overriding theme of the
meeting was "driving on-net traffic."

We believe WinStar is taking a positive step by addressing the size or
breadth of its network footprint, thereby allowing WinStar to keep
more traffic on net. WinStar announced it has signed building access
rights for 4,200 buildings YTD, versus our year-end estimate of 4,000,
and expects to have access to 8,000 buildings by YE 1999. We believe a
better-than-expected response to the Project Millennium effort
(WinStar's innovative pricing/marketing program offered only to on-net
customers) could result in higher-than-expected percent of on-net
traffic in 4Q (currently estimated at 19%), and a commensurate
improvement in gross margins.

NOW A BROADBAND, END-TO-END SERVICES PROVIDER

In the spirit of keeping traffic on net, WinStar and Williams
Communications agreed to a two-part agreement designed to give each
company broadband access on an end-to-end network. The deal requires
WinStar to provide Williams with nationwide local capacity in exchange
for dark fiber on Williams' long-haul network.

Under the terms of the deal, Williams will pay WinStar $400 million
for 2% of WinStar's ultimate network capacity. WinStar has agreed to
build out 270 hub sites (minimum) nationally by YE 2001 and to provide
2% of the capacity at each hub site to Williams. Williams will pay
WinStar on a pro rata basis as hub sites are built out based on the
number of hub sites constructed. Today, for example, WinStar can
provide Williams with capacity on 60 hub sites, implying a $89 million
payment from Williams (60 / 270 x $400M).

Part two of the deal calls for WinStar to pay Williams $640 million
over 7 years for 15,000 route miles and 60,000 fiber miles of dark
fiber across the country. WinStar's payments will be made in equal
monthly installments over the 84-month payment cycle, implying nearly
$23 million per quarter for long haul services. While WinStar does
not break out local versus long haul service costs, we estimate
WinStar would have spent in the range of $1.5 billion over the next 7
years (heavily dependent on subscriber growth and usage) for long
haul services, implying a savings of 50%-60%.

The deal was literally signed during yesterday's analyst meeting, and
therefore the accounting issues (mostly revolving around when and how
WinStar will recognize the Williams revenue) have not been resolved.
WinStar can recognize revenue as capacity is provided, or on a
straight-line basis over the life of the contract. The former would
have positive implications for WinStar's EBITDA in 1999, while the
latter would likely have negative implications. However, the true
cash flow is real and is positive for WinStar over the 3-year build
out window. WinStar will collect a total of $400 million through
2001, while paying approximately $275 million to Williams over the
same period.

The deal also values the WinStar network alone at $20 billion dollars
at YE 2001. In present value terms, under our current WinStar model,
the implied value of WinStar's equity would be valued at $142/share:

2001 Network Value $20,000 mil.
2001 Net Debt $3,500 mil.
2001 Equity Value $16,500 mil.
PV @ 20% discount rate $9,500 mil.
Diluted Shares out 66.8 mil.
Implied Value Per Share $142


This analysis does not take into account the incremental revenue from
the Williams contract or the incremental cash flow implications from
the international roll out, nor does it account for the value of
WinStar's content and ISP businesses. But it does demonstrate the
value of a high-speed local loop solution in the eyes of
communications providers.


MARKET ROLLOUT EXPANSION

As expected WinStar released details on an expanded domestic market
rollout and the first details on the international plan. WinStar now
plans to offer services in 45 domestic markets by YE 1999 (up from 40)
and in 6 international markets by YE 1999. We believe this move is
also consistent with the notion of increasing WinStar's network
coverage and keeping as much traffic as possible on net. Our model
already assumed that WinStar would be in 60 markets by 2001, which it
confirmed at yesterday's meeting. On the international front, WinStar
announced it would be in 6 markets by YE 1999, and 50 markets within 5
years, and will focus on 3 regions: Europe, Asia-Pacific, and Latin
America. We expect the first markets to be rolled out late in 1Q
1999.

Europe

Partners: None. Lucent to provide capital and turnkey network builds.

Initial Markets: Netherlands (Amsterdam launch scheduled 1Q 99).

Current Deals: Point-to-point (PP) and point-to-multipoint (PMP)
licenses acquired in Amsterdam. Filed for licenses in 7 German
cities. Will file in UK, Belgium, and France in early 1999.

Asia/Pacific

Partners: Joint venture with 2 companies in Japan pending. JV with
companies in Australia.

Initial Markets: Japan (planned 2Q 99 launch in 5 markets), Australia.
Looking at others.

Current Deals: Australian auctions expected Feb-99.

Latin America

Partners: None.

Initial Markets: Argentina, looking at others.

Current Deals: LOI to acquire 400 MHz in the 38 GHz range. Deal could
close Jan-99, service would begin shortly thereafter.

Canada/Mexico

Until regulatory restrictions on foreign ownership are lifted, WinStar
will focus on other opportunities.

FINANCIAL IMPACT

According to WinStar, the Williams deal and the expanded market
rollout will have the following incremental financial effects:

Incremental 4Q 98E Effects Revenue EBITDA

Expansion -- ($25M) - ($35M)

Williams $0 - $80M $0 - $70M

Incremental 1999E Effects Revenue EBITDA

Expansion -- ($140) - ($160)

Williams $15M - $125M $14M - $110M

Source: Company documents.

The impact to our model will be less severe since our model already
assumed cash flow losses associated with a 60 market rollout by 2001.
We are placing our model under review pending a discussion with
management regarding international losses and the Williams accounting.

POINT TO MULTIPOINT NOW COMMERCIAL

WinStar also announced the commercial introduction of
point-to-multipoint (PMP) services in Washington DC and New York with
plans to expand the PMP network nationally throughout 1999. While
this is consistent with our projections, the move signals WinStar's
comfort with the technology, given that it has been "sitting" on these
PMP networks for months. We would not view this as an indication that
PMP technology is commercially available in large quantity.

NET NET

While at times in the past WinStar's strategy (vis a vis reselling
versus facilities based services) has been confusing, we believe there
is no longer any question that every move WinStar makes is motivated
by driving on-net penetration.

How successful will WinStar be? According to management, November -
the first month of the Millennium project - was the best month ever
for WinStar's sales team. In five major markets, around 75% of new
subscribers were Millennium (and therefore on-net) subscribers, which
is why we believe 4Q 1998 gross margins and beyond could come in ahead
of our expectations.

EVERY MAJOR ANNOUNCEMENT MADE AT THE ANALYST MEETING DROVE HOME THE
NOTION THAT WINSTAR IS FOCUSED ON IMPROVING THE AMOUNT OF ON-NET
TRAFFIC. WE BELIEVE WINSTAR IS NOW THE FASTEST GROWING, MOST
UBIQUITOUS BROADBAND END-TO-END NETWORK PROVIDER OUT THERE.

We continue to believe that WinStar is positioned to offer a
lower-cost, higher-speed, higher-value service than the its principal
competitors (now on an end-to-end basis), and therefore to attract
significant market share.



To: SteveG who wrote (9747)12/21/1998 3:58:00 AM
From: SteveG  Read Replies (1) | Respond to of 12468
 
NBMO - Mike Renegar: WinStar Rings in the Holidays With a Conference Filled with Surprises

WinStar announced plans to expand its switched services into a total of 110 markets worldwide within five years.

Included in WinStar's new 110 market strategy were the company's plans for building out the international market. WinStar announced plans to serve the following six markets by year-end 1999: Amsterdam, Paris, London, Tokyo, Sydney and Buenos Aires. By leveraging the Lucent Technologies relationship, WinStar plans to expand to a total of 50 international markets over the next five years.

At the conference a major agreement between WinStar and Williams Communications was announced. WinStar signed a $640mm deal with Williams to obtain dark fiber backbone assets and Williams signed a $400mm deal with WinStar to acquire a two percent share of
WinStar's wireless broadband network.

Initial results from the Project Millennium marketing campaign were released. For the month of November, more than 40% of new line sales were from designated on-net buildings. In New York, 93% of November line orders came from Millennium buildings.

WinStar sets record with 700 new building access rights in the current quarter. This gives WinStar a total of 4,200 commercial buildings nationwide, exceeding its 1998 goal, and on target for the company's goal of 8000 buildings nationwide by year-end 1999.

We believe the positive momentum surrounding WCII will continue over the near term and anticipate future positive announcements that will act to fuel the stock price. We are raising our price target to the mid $50 range on these prospects as well as our concerns being lifted on the stock. We reiterate our BUY recommendations.

Expansion to 110 Markets Worldwide
WinStar plans to double the U.S. reach of its broadband network to 60 major markets over the next two years, which represents greater than 80% of the commercial marketplace. The company feels it is crucial to extend the breadth of its network, so it can have the advantage of being first to market with a ubiquitous broadband network ready to meet the growing demand for broadband services. In order to meet this goal, WinStar is relying on Lucent Technologies' expertise in building networks not only domestically, but also around the world. Dan Stanzione, Lucent Technologies COO and President of Bell Labs, and Nina Aversano, Lucent Technologies President of Global Commercial Markets, addressed the conference to reiterate the importance of the partnership and Lucent's commitment to technical integration of the network. Both companies have teams of 25 people specifically dedicated to managing the relationship. In addition, Lucent's executives said there are 35 technical design and engineering people, 3000-4000 installers around the country, and Lucent people around the world ready to go to work.

Stanzione felt both companies shared a vision of next generation networks and how they will be used and that advancement in networks and services will only be realized by successful partnerships like Lucent and WinStar.

The company provided details on its international plans to expand into six markets by year-end 1999 and a total of 50 markets over the next five years. An experienced management team headed by David Schmieg is leading the international expansion. WinStar believes the time is right to target the international market because there is demand for broadband capacity, a favorable regulatory environment and a pricing structure that is three to five times as expensive as the U.S. market. WinStar estimates that the top eleven countries, including the US, represent 75% of the worldwide telecom opportunity. These markets represent 78% of WinStar's target markets. WinStar's initial focus will be on data services which will help to lower capital costs because it won't be necessary to install multi-million dollar voice switches. It plans to secure the necessary spectrum through grants, purchasing from investors, joint ventures, or auctions.

Europe will be the first market internationally to get rolled out. WinStar has obtained a license in the Netherlands and the build-out is in progress in Amsterdam for a March 99 launch. The company is in the process of filing for operator licenses and wireless licenses in other markets in Europe. In Japan, the company's best Asia/Pacific opportunity, WinStar is looking for a partner to seek an award for a
nationwide wireless license. They have identified two companies and are currently in negotiations with them. WinStar has also identified two potential partners in Australia and should finalize the purchase of an Argentinean company in January 1999. Canada and Mexico are target markets, but because of the existing foreign ownership restrictions, WinStar will delay entry into these markets.

WinStar and Williams Agreements
Williams Communications will obtain 2% of the long-term capacity of WinStar's fixed wireless broadband network for $400 million. They will make pro rata payments to WinStar over four years as WinStar completes its hub construction obligations. WinStar is required to construct a total of 270 hubs by the end of 2001. Approximately 60 of these hubs are constructed and will be available to Williams immediately. The charts below show the potential financial impact to WinStar. While Williams pays cash as capacity is delivered, WinStar has not decided how it intends to account for the revenues.

WinStar will obtain nationwide dark fiber backbone assets and network services from Williams for $640 million. WinStar will make even monthly payments to Williams over seven years. Williams will provide approximately 60,000 fiber miles (4 strands over 15,000 route miles) by end of 2001, plus all of WinStar's interim long-haul transport requirements.

We feel the Williams agreement is a favorable agreement for WinStar and demonstrates the value of their network. While the initial cost seems above average for these miles, the agreement has deeper implications as Williams was likely chosen for their wholesale focus and will not be a direct competitor. Also the reciprocal payments to WinStar further validates the value of broadband capabilities to the consumer. Because they have complementary strategies and networks, both companies will realize cost advantages as both are able to operate optimal end-to-end broadband networks.

Project Millenium
WinStar experienced tremendous success in the initial month of its Project Millennium marketing campaign. WinStar designated buildings in 13 of the 30 markets in which it offers service as Millennium buildings and for the month of November these markets were responsible for 40% of the line orders.

Penetration rates were 6% in Millenium buildings, which is just below the break-even penetration rate of 9%. These results have increased on-net results significantly in the Millennium markets. We feel this
trend should continue as the company de-emphasizes low margin resell business and increasingly focuses the sales effort on on-net selling by launching several new Millennium initiatives.

Building Access Rights
WinStar for Buildings, the unit responsible for acquiring building access rights, secured access rights to approximately 700 commercial office buildings nationwide in the current quarter, giving WinStar more than 4,200 commercial buildings nationwide. The company expects to obtain access rights to a total of 8,000 buildings nationwide by year-end 1999. WinStar's strategy for building access rights is to focus on the portfolio owner, or real estate investment trust (REIT). While portfolio owners only make up 2% of the owner population, they control 35% of the market.

Point to Multipoint
Winstar announced the connection of its point-to-multipoint (PTM) service to its first paying customer and gave a live demonstration at the conference. David Ackerman, WinStar Network Services EVP and COO, demonstrated the capabilities of the technology by showing full-motion video, establishing a high-speed connection to the internet, while making a telephone call all over the same connection.

Currently, WinStar chose Siemens/P-Com to roll out the point-to-multipoint radios which was a switch from Hughes, who had been a frontrunner. We expect more vendors in the future. WinStar plans to deploy PTM equipment nationally throughout 1999, which will allow more effective use of its spectrum. Also, it allows WinStar to go down market because it opens up more buildings for cost effective
service. The cost per building drops to $6,500 at over 200 Mb/s/channel, compared to point-to-point technology, which costs approximately $20,000 per building at 45 Mb/s/channel.

Summary
In summary, the initiatives outlined at the conference lifted a number of concerns for us. The point-to-multi-point technology up and running was very encouraging to see. This network will allow WinStar to
move down market in a cost effective manner moving forward. The strength of the agreement with Lucent was solidified by Lucent's COO as they are guaranteeing the technological implementation of the
network. The agreement with William's creates a long-haul solution as well as a valuable partner to grow the company. Internationally the seeds are planted and we believe the Lucent relationship could be of
assistance in winning business there. Considering the reasons mentioned above, we are realizing this greater opportunity by raising our price target to the mid $50 range and are reiterating our BUY
recommendation at this time.



To: SteveG who wrote (9747)12/21/1998 4:03:00 AM
From: SteveG  Respond to of 12468
 
CSFB - Kathy Littlefield/Frank Governali:

WinStar held an analysts meeting yesterday, during which it made three signifi-cant disclosures. One, it announced a broad ranging strategic relationship with Williams Communications. Two, it gave some insight into the success of its on-net line growth effort (Project Millenium). And three, it announced an expansion of its network build. These announcements will boost EBITDA losses in the short term, but should create value longer term. The combination of the three announcements produced a very positive and appropriate response in its and other companies' share price. We still need to access the impact on our model of the higher spending levels along with the higher revenue potential. Thus, for the time being we haven't adjusted estimates.

Implications of the Announcements

We view these announcements as positive for several reasons:
1) Williams involvement with WinStar represents an independent vote of confi-dence in WinStar's strategy, its ability to execute, and its management;
2) Succesfully generating orders for on-net buildings at least partially demon-strates the wisdom of the marketing program (since getting the vast majority of customers on-net is the whole purpose of the wireless strategy;)
3) Successfully generating the on-net orders should also demonstrate the ability of reducing operating losses and improving long term returns by carrying the majority of the traffic on net;
4) Getting the on-net line orders should permit WinStar to prove in the next couple of quarters that its network works, and that it can actually install lines on a timely basis – these are two things that negative pundits have criticized it for in the past. The implicit assumption in the stock price rise yesterday obviously was that these concerns have now been addressed. In reality the results of the next couple of quarters should provide this evidence.
5) Gaining access to the Williams long distance network provides Williams with another anchor tenant, but importantly for WinStar, it obviously reduces future operating costs.
6) Industry implications – WinStar's announcement doesn't upset the com-petitive balance in the industry at all. It provides further prove of the oppor-tunity for well-run CLECs to penetrate the local market. In addition though, it proves that being a well-run CLEC is not an easy task, and requires a great deal of blocking and tackling in a number of areas. WinStar now has the or-ders on-net, it must provision them efficiently, which will be the real proof of its success. Similarly, by having the ability to combine a local and long dis-tance
offering, WinStar has the opportunity to boost margins and accelerate
market penetration, but needs to demonstrate this over the coming year. Other well-run CLECs have the same challenge and opportunity. In particu-lar, WinStar's progress in selling on-net services should also give a boost to the other major wireless CLEC, Teligent. Teligent's rollout is somewhat dif-ferent than WinStar, but with its excellent management, it should also be able to address the local market opportunity.

The Announcements Summarized

· Williams to pay $400 million over four years to obtain 2% of the capacity on WCII's network. - 270 hubs to be built over the next 3 years will be made available to Williams, with 60 being available immediately. WinStar predicts that this arrangement will produce an incremental $400 million of EBITDA over the next five years.

· WinStar to pay $640 million over seven years to control 15,000 miles of four strands of dark fiber on William's planned 32,000 mile network. – Prior to the transfer of this fiber to WinStar, Williams will provide all of WinStar's long haul transport needs. These payments do not represent any increase in spending over that which WinStar is already paying other long distance carriers today.

· WinStar plans to expand network to 70 additional markets (110 in total around the world over five years, and 45 total domestic markets and 6 in-ternational markets in 1999.

· Network expansion will produce upwards of $350 million to $400 million of incremental EBITDA losses, with $25 to $35 million occurring in this fourth quarter.

· On-net line sales through Project Millenium have substantially increased the level of full on-net service, demonstrating the efficacy and effectiveness of the wireless strategy. Project Millenium is a marketing program targeted at 1,000 buildings in 13 cities, where customers can get up to one year free local service if they sign multi-year contracts with WinStar. This program has stimulated line growth in these buildings, which are all on-net. As a re-sult,
WinStar reports that over 40% of November line orders came from
these 1,000 buildings, and therefore are all on-net. In WinStar's largest mar-ket, New York, over 93% of orders came from on-net buildings. Installations are beginning, with the revenue impact expected to begin in the first quarter. The on-net orders in November in other markets were reported as follows: Boston – 73%; Chicago – 65%; Dallas – 65%; Los Angeles 56%.

· WinStar reports that it now has rights to 4,200 buildings nationwide, with 700 being added in the fourth quarter.

==============

CSFB WMB note - fwiw:

Williams signs deal with WinStar (WCII, $37, BUY)
Gains access to the local loop!

WMB gives 4 dark fiber strands on 15,000 miles for $640M
WMB gets 2% of WinStar's local loop capacity for $400M
· This is a major revenue producing bandwidth sale.
· This is a major dark fiber sale.
· This agreement should boost earnings by cutting WMB's payments to local phone companies for completing calls.
· Williams becomes much more attractive to resellers, now that they can of-fer complete “end-to-end” service packages.



To: SteveG who wrote (9747)12/21/1998 4:11:00 AM
From: SteveG  Respond to of 12468
 
(next three OCR'd somewhat imprecisely) SSB - JAck Grubman -
Christine Gocciuco WCII-Analyst Meeting Upbeat

12/18/98 Winstar Communicatio (WCII $37.C0,l-S,Tgt $52.00)
*Winstar held an analyst meeting yesterday and provided details of
their updated business plan. The tone of the meeting was upbeat.

*The company expanded the number of markets in which they will provide
service to 45 domestic markets by YE'99 up from their previous goal of
40 and plans to be in 60 domestic markets by YE'00.

*In addition, WCII will provide service in 6 int'l markets by YE'99
and at least 50 in five years.

*Fixed wireless pt-to-multipt technology is operational (the
technology works) in Washington DC a will be deployed nationally
during 1999.

*WCII's Project Millennium has received a positive response.

*Strategic arrangement with Williams a real positive and demonstrates
the value of capacity.

-OPINION;
Yesterday at its analyst meeting, WinStar provided an update on its
progress to date and made a few announcements including agreements
with Williams Communications for swapping network capacity with the
net result to WCII being $400 million of cash coming in over the next
3 years with $640 million going out over the next 7 years.
specifically, in its first investor meeting WinStar announced its
expanded business plan, provided an update on the results from its
Project Millennium innovative marketing campaign, provided a
successful demonstration of its fixed wireless point-to-multipoint
broadband service and introduced many investors to its management team
which has extensive telecom experience. clearly, the potential of
fixed wireless and in particular point-to-multipoint technology which
is only at the beginning of its commercial deployment has provided
WinStar as well as Teligent with a unicue strategic asset in the
industry.

UPDATED BUSINESS PLAN. WinStar announced its plan to expand its
network to 110 markets worldwide--60 domestic and no international
markets. By the end of 1999, WcII will be operating in 45 domestic
markets and 6 international markets including Amsterdam (March 99
expected launch), Paris, London, Tokyo (Q2'99), Sydney and Buenos
Aires (Q1'99). This is an increase from WCII's goal of 40 cities by
the end of 1999. By year end 2000, WCII will add an additional 15
markets domestically for a total of 60 domestic markets and by 2004,
WCII will be in 110 cities worldwide- -60 domestic and 50
international markets. In Europe, Winstar has identified the first
five countries in which it will provide service: Netherlands, France,
Germany, Belgium and the UK. WcII has obtained the appropriate
licenses in the Netherlands and has filed for licenses in France and
Germany with plans to file in Belgium and the UK in January 1999,
Planning has also begun for its Japan, Australia, and Latin America.
Aiding in the expansion plan, especially internationally will be
Lucent, which will manage WarT's accelerated buildout as part of
the alliance formed by the two companies in October.

WinStar estimates that this additional market expansion will have
minimal revenue impact on Q4'9S and in 1999 but clearly expands WCII's
addressable market in the years beyond 2000. However, due to the
buildout of these new markets EBITDA losses will increase by $350-$400
million over the next three years with an additional $140-$160 million
in EBITDA losses in 1999. However, by virtue of the Williams deal,
WCII is getting $400 million of cash over the next three years and
depending on the accounting treatment for this, WCII's actual reported
EBITDA may not be impacted very much by the new buildout. We are in
the process of updating our model to include the impact of the market
expansion (which is clearly positive to NPV since WCII's return on
capital in a fully developed market is roughly twice its cost of
capital) as well as the Williams transaction which we describe later
in the note.

In addition, WCII obtained building access rights to an additional 700
buildings, bringing the total to 4,200 and exceeding its target of
4,000 by YE'98. By the end of 1999, the company plans to bring total
access rights to 8,000 buildings. Buildings are obviously the key to
driving revenue, thus, the faster buildings come on board, the better.

PROJECT MILLENNIUM. WinStar also provided an update on its recently
announced Project Millennium which will drive on-net customers and
margins. Project Millennium is WinStar's plan to roll out an on-net
point-to-point product in 1,000 buildings in 13 cities where
customers, if they sign up for a three year commitment and take
intralata toll services from WinStar will get a one year waiver on the
fixed monthly rental for the phone line. The customers will continue
to pay for in stallation of lines, subscriber line charges, long
distance (if they choose to take LD from WinStar), and any vertical
and enhanced services. The line orders from this innovative offering
have been quite strong and has accounted for more than 40% of November
line orders, which is particularly impressive given that Project
Millennium is only offered in 13 of its 30 markets in which WinStar
offers services. The percentage of overall November line orders that
came from Millennium buildings was 93% in New York, 73% in Boston, 65%
in Chicago, 65% in Dallas and 56% in Los Angeles. WCII has already
begun to install these orders and will begin to see the impact of the
installations in Ql'99. Importantly, these represent all completely
on-net lines- -meaning on-switch and on the wireless tail circuits.

Although Project Millennium is in its early stages, its penetration
rates for customer orders is impressive. Overall penetration of
Millennium buildings is already 6% with up to 50% in some buildings.
In 40% of Millennium buildings, WinStar has one or more customers and
the average lines per customer improves to 21 lines.

FIXED WIRELESS POINT-TO-MULTIPOINT TECHNOLOGY. WinStar provided a
demonstration of its point-to-multipoint technology at its meeting (in
fact, many of the courtesy phones at the meeting used this technology)
and began commercial deployment in Washington DC. The first customer
using this technology was installed this week and point-to-mulltipoint
will be deployed nationally in 1999. This should dispel any doubts
that the technology works. We believe fixed wireless,
point-to-multipoint will be the most cost effective way for broadband
services into end user buildings with 60% of US business lines in
buildings where fixed wireless is more cost effective than fiber or
Bell copper.

WILLIAMS CONTRACTS. WinStar signed a $400 million contract with
Williams whereby Williams will obtain 2% of the long-term capacity of
WinStar's fixed wireless network. If one did an NPV of WCII's
network, it would suggest a Sl5-$20 billion value compared with WCII's
firm value today of $3 billion. Obviously, we do not think WCII
should trade at a $l5-$20 billion firm value but its does indicate how
valuable WCII's network/asset are. Williams will use this capacity to
offer integrated local/long distance services to its wholesale
customers. In addition, if Williams chooses to sell local service,
WCII will be its preferred supplier. Thus, WCII has upside potential
beyond this deal. The agreements call for WinStar to construct a
total of 270 hubs by the end of 2001. Approximately 60 hubs have
already been constructed and will be made available to Williams
immediately. Williams will make prorata payments to WinStar over four
years as WinStar completes its hub construction obligations under the
agreement. Thus, since 60 hubs have already been constructed, roughly
ago million is currently owed by Williams. The Williams agreement is
expected to provide $15-$l25 million in revenue and $l4-$ll0 million
in EBITDA in 1999. The reason for the wide range is due to accounting
treatment, not cash which will come in the door as the hubs are built.
One method of revenue recognition would be to recognize revenue as
cash comes in (which makes sense) or recognize revenue over a 25 year
amortization period. Obviously, in the first scenario reported
revenues and EBITDA are higher.

In addition, WinStar will obtain nationwide dark fiber from Williams
Communications for $640 million and will make payments to Williams
over seven years. This is financially attractive to WCII since the
annual cash outlays roughly equal what WCII pays today for long-haul
network expense and obviously WCII's growth over the next seven years
would result in higher network expense even accounting for lower
transport rates. Furthermore, WCII can treat these payments as
capital outlays not expense, thus, WCII's EBITDA should be enhanced by
$80-$90 million per year, all things being equal. On top of the
financial impact WCII is getting dark fiber and network support on a
newly built network which will allow WCII to dramatically enhance its
ability to offer data and IP services. Williams is expected to
complete a 32,000 route mile network by the end of 2000 (15,000 new
miles) and will provide four strands of fiber over approximately
15,000 route miles (60,000 fiber miles) to WinStar together with other
network-related items such as co-location with POPs, operating and
maintenance costs. Therefore, WinStar is paying roughly
$10,000-$11,000 per fiber mile which is a good deal for WCII yet
is higher than where the other fiber network companies are trading
such as Qwest which obviously has all the installation, maintenance
and service level requirements embedded in its value per fiber mile.
Prior to lighting the fiber, Williams will also provide all of
WinStar's long-haul transport requirements by delivering full groomed
circuits.

NET IMPACT OF WILLIAMS DEAL AND BUILDOUT

Depending on how the Williams deal can be accounted for, in particular
the cost of network treatment and revenue recognition, WCII could
actually see a net positive impact to reported EBITDA even after
incurring higher !SSTDA losses from the market expansion. Thus, if
the accounting treatment falls the right way, the Williams deal will
pay for the buildout on an EBITDA basis. The table below lays out the
various possible scenarios.

($ in millions)
ANNUAL IMPACT OF WILLIAMS DEAL

1999 2000 2001
SCENARIO 1
Revenue: $100 $100 $100
COG (network expense
going to capital) (85) (85) (85)
------------------------------------------------
EBITDA $185 $185 $185

SCENARIO 2
Revenue: $ 15 $ 15 $ 15
COG (network expense
going to capital) (85) (85) (85)
-------------------------------------------------
EBITDA $100 $100 $100

BUILDOUT EBITDA
LOSSES $160 $120 $120

NET WILLIAMS+BUILDOUT
SCENARIO 1 $ 25 $ 65 $ 65
SCENARIO 2 (60) (20) (20)

NOTE: WCII is getting cash over the next 3 years.

*Scenario 1: Assuming recognize WMB revenue over next 3 years as
network is built
*scenario 2: Assuming recognize VOS revenue over 25 year amortization
*COG (same in both cases): WCII spends $85-$90 million per year on
transport which is now a capital outlay via Williams.

WILLIAMS DEAL UNDERSCORES VALUE OF BANDWIDTH

When one looks at the value chain, the fact is capacity is going to be
very valuable and the most valuable networks will be local fixed
wireless, long-haul fiber, local dense fiber network, Pan-European and
subsea networks. Some companies have the scale and scope to be
completely end-to-end like WorldCom. Others, like WinStar, Teligent,
Global Crossing, Metromedia Fiber Network and Qwest, will optimize on
one or more elements of the value chain and through partnerships or
other arrangements will be part of an end-to-end solution although we
believe Qwest has the ability to evolve into a full scale end-to-end
player on its own.

NET/NET: WinStar through its fixed wireless technology and vast
spectrum in the top 50 markets in the US is clearly a unique strategic
asset. With its innovative products WinStar is leveraging its high
capacity network and increasing the number of on-net customers. We
believe WinStar's expansion into new markets and agreements with
Williams has created value for its shareholders.



To: SteveG who wrote (9747)12/21/1998 4:25:00 AM
From: SteveG  Read Replies (1) | Respond to of 12468
 
Goldman Sachs Ken Hoexter, Richard Klugman
December 18, 1998
WinStar Communications, Inc.

** Analyst Meeting Filled With Positive News; **

* WinStar released a flurry of announcements during its analyst
meeting yesterday including (1) an expansion to 110 markets (60
domestic and 50 international) Over the next five years; (2) a fiber
lease from Williams in exchange for 2% of WinStar's local capacity;
(3) roof rights that surpassed our year end goal of 4,000, and (4)
roll-out of commercial point-to-multipoint services.

* We believe the net effect of these announcements is very positive
for WinStar, and while we maintain our market outperformer rating on
WCII shares, we do view the stock more positively.

ANNOUNCES MARKET EXPANSION. WinStar announced that it will increase
its buildout to 110 domestic and international markets over the next
five years from its previous target of 40 domestic markets at yearend
1999.

We believe the staged expansion plan that WinStar announced is the
right way to expand, rather than spreading itself too thin by trying
to expand all at once.

ACCESSES LONG-HAUL FIBER WinStar announced an agreement to purchase
60,000 dark fiber miles from Williams (4 strands in a 15,000 mile
network) for $640 million in cash. In exchange, Williams will
purchase $400 million worth of local capacity from WinStar, or 2% of
the company's capacity on its targeted 270 hub network. (See our
other note this morning 'WCII-WMB Swap: Bullish For Both, And Long
Haul Carriers')

SURPASSES OUR ROOF RIGHTS ESTIMATE. The company announced that it has
accessed 4,200 roof rights, surpassing our 4,000 yearend estimate and
has 60 hub sites operational (with another 49 under construction) .
We are very encouraged by the increased focus on network installation
as the company focus on-net, and away from resale.

PROJECT MILLENIOM INCREASES ON-NET PERCENTAGES. Early returns suggest
WinStar's Project Millennium is off ro a very success£ul start with
on-net sales in New York increasing to over 93%. WinStar's margins
should benefit directly as the company increases its on-net
subscribers due to network cost savings (5%-l5% gross margin for
resale vs. 70%-90% for on-net)

ROLLS OUT POINT-TO-MULTIPOINT (PMP) SYSTEMS. WinStar announced that
it has rolled out commercial PMP services in Washington, D.C.. We
believe PMP could lower its network deployment costs and increase the
number of prospect buildings, contributing at least a hundrEd basis
points to cost of services.

EBITDA LOSSES LIKELY TO INCREASE IN THE NEAR TERM. WinStar announced
that losses are likely to expand in fourth quarter by $25 million (We
currently assume a $47 million loss), which could raise our loss
estimate to $72 million. The increased losses are attributed to start
up losses from new market entry. Additionally. the next three years
could see incremental EBITDA losses of $350 million, offsetting the
positive $175 million we anticipated cumulatively £rom 1999-2001
(leaving a negative $175 million) - However, these estimates are
preliminary and we anticipate revisiting over the next few days as we
also see details of the Williams contribution, which could offset part
or most of the $350 million in start up losses.

INVESTMENT CONCLUSION
We reiterate our Market Outperformer rating on WinStar, although we
note that after yesterday's analvst meeting we view the
stock-more-positively based on the company's considerable expansion
plans announced yesterday. We believe the company gave a very credible
presentation on increased business prospects, which warrants a closer
look. WinStar has the opportunity to provide broadband services
economically to a much greater audience than fiber networks, providing
those services quickly, and thus capitalizing on its first to market
advantages.

EXPANDING ITS ADDRESSABLE MARKET. WinStar announced that it will
increase its network buildout to 110 markets (60 domestic and 50
international) over the next five years. The company plans to enter
the 60 domestic markets by the end of 2000, double the 30 currently in
service. WinStar now plans on having 45 domestic markets in service
by the end of 1999, an increase from its previous goal of 40.
Additionally, WinStar announced plans to buildout 6 international
markets by the end of 1999, including Buenos Aires, Sydney, Tokyo,
Paris, and London. We believe the company is attacking its expansion
opportunities intelligently as it paces its new market builds,
especially At it Cnters the international arena. We are also
encouraged by the increased working relationship between Lucent and
WinStar in building out the markets as Lucent has clearly given a vote
of confidence to the wireless local loop business, and WinStar
specifically.

WILLIAMS DEAL GIVES ACCESS TO NATIONWIDE FIBER. WinStar announced an
agreement with Williams where Williams will obtain 2% of the long-term
capacity of its fixed wireless network for $400 million. Additionally,
WinStar will pay for $640 million of nationwide dark fiber from
Williams. On its end, WinStar is expected to construct 270 hubs sites
by the end of 2001 (60 are already operational) WinStar should be
paid $400 million over 4 years as it constructs the hubs = Llin
increasing telecom revenue beyond our previous $1.8 billion
expectations ('99-'0l) Williams will provide 60,000 fiber miles,
consisting of 4 strands over 15,000 route miles and becomes WinStar's
preferred network provider on an ongoing basis. WinStar will pay
willaims S640 million on a fixed monthly basis of $7.6 million per
month, evenly over 7 years. We believe this works to expand WinStar's
backbone, allows it to begin offering wholesale products, and
maintains its first to market advantage to many buildings. We believe
Ehis could have significant banefits to WinShar's long term EBITDA
margins, increasing margins as much as 300-400 b.p.

OBTAINS ADDITIONAL ACCESS RIGHTS. WinStar announced it has signed an
agreement with Spieker Properties, a REIT, for 600 roof rights (in Los
Angeles, San Francisco and the Bay Area, Seattle and San Jose),
enabling WinStar to reach over 4,200 buildings today, above our 4,000
forecast. The company also announced plans to add another 4,000 roof
rights during 1999, doubling its current serviceable market.
We believe thi5, along with the company's announcement to keep its
salesforce at current levels emphasizes the company's dedication to
getting its traffic on-net and control its costs.

PROJECT MILLENNIUM UPDATE - INCREASES ON-NET PENETRATION.' HALTS
RESALE OFFERING. Project Millennium, WinStar's offer of free local
service until 2000 for new customers in its 1,000 on-net buildings
(within 13 of its 30 operational markets), allowed WinStar to
tremendously increase its on-net sales. In New York, WinStar's most
mature market, 93% of all new customer orders (not installs) were in
on-net buildings This is reinforced by the company's decision to
stop selling resale local services in all of its markets. We believe
the response rate to Project Millennium has been extremely positive as
indicated by November's results.

November On-Net Lines Sold
New York 93% Currently 18% of all installed lines
Boston 73% are fully on-net. 30 NET-ADDS
Chicago 65% showed improvement but were still
Dallas 65% only 28% on-net Project Millennium
Los Angeles 56% % increases are a solid improvement.

Source: WinStar

After less than three months of the Project Millennium offering, 40%
of Millennium buildings have one or more customer, the overall
penetration rate in Millennium buildings has reached 6%, and average
lines per customer is topping 21, well above the company's low teens
average.

WinStar announced that it would stop offering local ralc to new
customers, being the second carrier this week to do so (e.spire
announced that it was suspending its resale offering to new customers
on Monday) . We view this move positively as the focus migrates
toward profitable revenues, not just revenue growth for growth sake.

ROLLS OUT POINT-TO-MULTIPOINT SYSTEMS. WinStar announced that it has
rolled out commercial point-to-multipoint services in Washington, D.C.
and New York, which we believe should lower its network deployment
costs and increase the number of prospect buildings. Currently a
point-to-point hub can addrsss 50 buildings, usually due to limited
physical space on building rooftops. However, the number of buildings
within line-of-sight for PMP is usually much grcater. This aspect
enhances the value of rolling cut point-to-multipoint, which one hub
building can 'see' a much greater number of customer antennas. Over
the next few years, WinStar should have line-of-sight to over 10,000
customer buildings, almost equal to all buildings connected with fiber
today. WinStar management stated an optimistic goal of increasing its
line-of-sight to 50,000 buildings by the end of 2000 (with some
potential legislative victories that would allow the company access to
buildings that it is currently restricted from serving - near term
action is pending in 4 states).

VALUE SHOULD PAY OUT OVER TIME AS NEAR TERM EBITDA LOSSES WIDEN WITH
INCREASED BUILDOUT While we are not adjusting Our estimates today, we
do recognize that our fourth quarter EBITDA loss estimate should
increase to more than $70 million from our Current $47 million loss
estimate. Additionally, 1999 EBITDA loss might be larger than our
current $125 million estimate as lack of local revenues from on-net
Project Millennium customers during 1999, start up Expansion expenses
and the Williams long-haul network leases should be larger than new
revenues from Williams contribution for local network leases.

1999-2004
Williams Revs +$400-$450 mil. (cumulative)
Williams EBITDA Contrib. +$350-$400 mil (cumulative)
Capital Expenditures -$640 mil. (cumulative)

Network Expansion/PMP Rollout 4Q98e 1999-2000
& PMP Rollout EBITDA Losses $25-$35 -$325 to -$375 mil

While we believe the company has enough cash to cover its planned
capital expenditures (including the $2 billion vsndor financing), we
believe the company will need cash for working capital with the
potential increase in EBTTDA losses sometime around 2000-2001

DAN STANZIONE, COO OF LUCENT TECH., PROVIDED KEYNOTE LUNCH SPEECH -
REITERATED TIES BETWEEN LUCENT & WINSTAR

Throughout the conference and highlighted by Dan Stanzione, Lucent's
COO, in his keynote speech, was the integration between Lucent and
WinStar for turn-key solutions as WinStar enters new markets and in
augmenting its buildont in existing markets, Lucent will aid WinStar
in planning, design, buildout services, network integration,
operational and business support systems. Clearly Lucent's $2 billion
vendor financing package was a vote of confidence, and it we believe
it was an extra vote of confidence that Stanzione agreed to be the
keynote speaker for WinStar's Analyst Day.



To: SteveG who wrote (9747)12/21/1998 4:27:00 AM
From: SteveG  Read Replies (2) | Respond to of 12468
 
(hardly worth the effort to write or post) Legg Mason (Zito-Wilson) (I don't think either attended - nor did Comfort)

WINSTAR COMMUNICATIONS (WCII)

• Raising target to $45 from $35 due to a ramped up deployment effort and increased management focus concern namely, the use of resale and the performance of provisioning systems.
• Expanding market roll-out:
• Domestic:45 markets, up from 40 in 1999 and 60 markets by year-end 2000
• International: 6 markets by year-end 1999 with 50 completed by the end of 2OOl
• Reached capacity swap agreement with Williams:
• WinStar pays Williams $640 million over seven years for 60,000 fiber route miles
• Williams pays WinStar S4OO million over four years for 2% ofWinStar wireless-local-loop capacity
• Launched point-to-multipoint service in New York and Washington D.C..
• Announced decision to curtail resale activity in favor of more focused sales approach geared toward on-net sales. Ta connection
provided insight on some encouraging results on Project Millenium.



To: SteveG who wrote (9747)12/21/1998 9:59:00 AM
From: indy  Read Replies (2) | Respond to of 12468
 
"The deal with WMB was a real coup, as the cost for owning fiber was what they were paying for leasing a lesser amount. Further - this is not just dark fiber - this is lit and serviced. In THIS light, $640MM is not considered an inflated price."

SteveG

Later posts reference this as being dark fiber. Is there language in the agreement with WMB, to your knowledge, that does not make it totally clear as to whether this is "light" or "dark" fiber?

Appreciate your posts and your perspectives on WCII.

Thanks

Jim Andrews