Hambrecht & Quist comments on the announcement today...... --------------------------------- Company: CIEN Corporation Price: 26.81 Recommendation: HOLD Notes: f Firm: Hambrecht & Quist Date: 3/15/99
Estimates Q1 Q2 Q3 Q4 FY 1998 0.38 0.29 0.15 (0.03) 0.79 1999 0.02 0.03 0.08 0.15 0.28 2000 0.19 0.20 0.21 0.22 0.79
52-Week Range 8-92 ** Market Cap 2,251 Shares Out 108 ** Book Value $4.46 Net Cash/Share $2.64 ** 3-Year EPS Growth 40% CY99 P/E-to-Growth NM ** FY Revs 498 CY EPS 0.43 ** CY P/E 62
Ciena to Acquire Lightera And Omnia for $980M In Stock
Ciena announced it will acquire Lightera and Omnia. We believe these additions will greatly extend the functionality and improve the economics of Ciena's current DWDM products. Although we expect near-term dilution, we expect these transactions to clearly strengthen Ciena's position as a leading supplier of complete optical networking solutions. In the longer-term, we believe these two acquisitions significantly improve Ciena's competitive position and prospects. Given near-term risks and uncertainty in Ciena's story, we maintain our HOLD. Overview: Ciena today announced it will acquire Lightera Networks and Omnia Communications. Ciena's current DWDM products greatly increase the capacity of long-haul point-to-point networks. The Company's upcoming metro product, which we expect to begin shipping in Q3:99, extends DWDM into the metro area. However, these products are limited in terms of flexibility and functionality on the backbone, and the ability to cost effectively aggregate access traffic. We believe the addition of Lightera and Omnia fill these gaps. Although we expect these transactions to be dilutive in the near-term, we expect them to clearly strengthen Ciena's position as a leading supplier of complete optical networking solutions in the longer term.
Transaction terms: Both transactions will be accounted for as pooling of interests. Ciena will pay 20.6 million and 16.0 million shares of common stock for Lightera and Omnia, respectively. Based on Friday's closing price, this values Lightera at $552 million and Omnia at $429 million. There are no collars on either deal. Ciena expects the Lightera transaction to close in the March/April timeframe, and Omnia in the June/July timeframe.
Lightera: Lightera supplies optical switching products for transport applications. Current long-haul DWDM systems allow carriers to combine multiple signals (usually SONET) onto a single fiber, greatly increasing capacity. However, DWDM products are limited in terms of protection, restoration, provisioning, and network management. Lightera's products provide this additional funtionality. The Company's main product, the LightWorks CoreDirector intellegent optical core switch is a high-density (640 Gbps in a single bay, expandable to 48 Tbps in service) product that can provision capacity in a very granular fashion (down to STS-1, or 51.8 Mb/s). Additionally, Lightera has developed a sophisticated software operating system, called LightWorks OS, that allows the switches to communicate, and also enables the carrier to dynamically allocate bandwidth and deploy the switches in a variety of configurations. Lightera expects to begin lab trials (we believe with Williams) in July with beta trials beginning in September 1999, and general availability in Q4:99 or Q1:00. We have been tracking Lightera since early 1998, and view the Company's team, architecture, and products very favorably.
Omnia: Omnia supplies bandwidth aggregation products for access applications. DWDM provides massive amounts of bandwitdth. However, the economic benefits of this bandwidth cannot be fully realized unless lower speed access traffic of different types can be aggreagated cost effectively. Omni's products provide this functionality, enabling local service providers to aggregate different types of data and voice traffic (e.g., T1, T3, POTS, 10/100 Ethernet). Omnia is currently in lab trials and expects beta trials and general availability in 1H:99.
Estimates and recommendation: Net of transaction costs, management expects these acquisitions to be dilutive in FY:00 and accretive in 2H:00 (fiscal). Our current estimates are: $488M/0.28 for FY:99 and $698M/0.79 for FY:00. We are in the process of quantifying the effects of the acquisitions on our financial model. Preliminarily, we project our FY:99 estimate to go to $488M revenue and a slight loss (net of transaction costs), and our FY:00 estimate to go to $725-750M revenue, and 0.70-0.75 earnings. We plan to revisit these estimates in the next week. In the near-term, we remain cautious but positive about Ciena's prospects. Given near-term risks and uncertainty in Ciena's story, we are maintaining our HOLD recommendation. However, in the longer-term, we believe these two acquisitions, especially Lightera, significantly improve Ciena's competitive position and prospects.
CIENA supplies dense wavelength division multiplexing (DWDM) equipment, which increases fiber capacity for long-distance and local exchange carriers. CIENA's DWDM solutions include the MultiWave and MultiWave Sentry long-haul transport systems, MultiWave Firefly and MultiWave Metro short-haul systems, and WaveWatcher network management software.
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