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Skypes Rules! Well, Maybe Not…

March 30th, 2004 | No Comments | Posted in Main Page

By Mark Evans
Anyone looking at Skype may have a difficult time avoiding a troubling case of dot-com deja vu.
The Luxembourg-based company, which makes software that lets computer users make free phone calls over the Internet, sports many of the characteristics evident during the dot-com boom: minimal revenue, no profits and an unproven business model, but plenty of hype surrounding its efforts and lots of financial support.
Skype's notoriety and ability to attract money has much to do with the buzz over Voice over Internet Protocol technology, which lets voice traffic travel inexpensively over high-speed networks.
Skype has another component attractive to investors: two high-profile founders, Niklas Zennstrom and Janus Friis, who made their mark developing Kazaa, the peer-to-peer software that has drawn the wrath of the music industry by letting computer users share billions of free songs over the Internet.
It has become increasingly difficult to avoid Skype amid a steady stream of recent announcements about partnerships, new services and investments. Earlier this month, the company raised US$18.8-million from a group of investors that includes Draper Fisher Jurvetson. The money will be used to expand global operations and enhance its technology.
Make no mistake, Skype's technology is intriguing. Its software has been downloaded 9.5 million times since it became available last August.
The software features conference calling, instant messaging, personal ring tones and call history. Skype makes the bold claim its service is superior to traditional circuit switched networks.
Not surprisingly, there are many telecom analysts and executives who think Skype is more style than substance. They believe while Skype has capitalized on the interest in VoIP, its ability to become a viable player and a serious threat to phone carriers is far from assured.
Brian Van Steen, a principal with PointEast Research, said Skype will do well with early adopters but it will face a large challenge when carriers and cable companies launch their own VoIP services. “I don't see the mass market using [Skype],” he said.
Brad Fisher, general manager, consumer services development with Bell Canada, adds that Skype's technology is not innovative because computer users can already do Internet telephony using instant-messaging and chat software. While he concedes the Kazaa connection has driven Skype's popularity, Mr. Fisher said it is unclear how Skype will make money and how it will pay for the large investments to upgrade its service in the future.
“As customers are asked to pay for features, their expectations of quality will shift,” he said. “No longer will outages due to downtime be acceptable because consumers have paid.”
Skype is hoping to address its growth issues with the recent cash infusion. One of its first goals will be connecting the free service to traditional phone networks. This will see Skype buy large amounts of minutes from carriers and make them available to its users who subscribe to premium services.
Skype has heard all the arguments why it will not succeed. Their confidence, however, is ground in the belief that high-speed networks will change the telecom industry, and VoIP will join e-mail as a Web-based “killer app”.
“It is a matter of shifting values,” Mr. Zennstrom said in a recent interview. “Innovation creates technological evolution. It means you don't need costly circuit-switch and billing systems in place. We are building an alternative network called the Internet that you can use for any type of communication. ”
Skype's business model is still a work in progress, although a free service will remain a key element. Mr. Zennstrom, Skype's chief executive, said the strategic priorities are making sure the software is easy to use and that the service is as good as traditional telephony services.
As more people use the software, he said, Skype will launch new features so it can be used with personal digital assistants, mobile phones and cordless phones. Most important, it will launch, fee-based services such as voice-mail.
After enraging the music industry with Kazaa, Mr. Zennstrom said he and Mr. Friis do not see themselves as telephony rebels. Instead, he said they are simply introducing disruptive technology that is less expensive and superior to current technology.
“To me, business is nothing more than that,” he said. “At the end of the day, we are trying to make products great for consumers.”
Despite its challenges, Skype has its believers. Jon Arnold, an analyst with Frost & Sullivan, said Skype may be successful because the service's quality and ease-of-use are top-notch. And with three million users, he said, Skype is building a large user base that could make it financially viable if it can launch premium services to lure consumers away from carriers.
The key, he said, will be migrating people from the free service to fee-based services such as voice mail and the ability to track missed calls.
“That is the logical thing where they say 'for $2 a month or $5 a month, we will add basic features you add on your regular phone'. It doesn't sound like a lot of money but if you have a few million people, it adds up.”
Mr. Arnold said Skype has its skeptics because the service is still free and the VoIP market is moving slowly. What people should not ignore, he said, is Skype's users, which have been attracted with little marketing. “I am not saying [Skype] will be big tomorrow or a year from now, but you could look back five years from now and say 'this is the thing that spelled the end for the [regional Bell carriers]',” he said.
© National Post 2004

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What's Enterprise Thinking?

March 27th, 2004 | No Comments | Posted in Main Page

Desperate measures call for desperate times. You would think that given Enterprise Capital Management's latest attempt to kill the Manitoba Telecom Services-Allstream deal by leaning on little-used Toronto Stock Exchange regulations to force a meeting of MTS shareholders. The biggest problem - and one Enterprise appears unable to overcome - is that MTS's board approved the $1.7 billion acquisition of Allstream, and MTS has a binding agreement to complete the deal. Unless Enterprise can find a loophole or BCE, which owns 21% of MTS, steps into the fray, it seems like the acquisition will close in June.

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Thanks, Ron!

March 26th, 2004 | No Comments | Posted in Main Page

With apologies for going off the telecom track today, it would remiss not to mention the impending retirement of Cognos CEO Ron Zambonini. Not only one of the most colorful individuals within Canada's high-tech industry - and we can always do with a little personality, can't we? - Zambonini should also be acclaimed for the impressive job he has done making Cognos the world's leading business intelligence software maker. In a world dominated by big players such as Oracle, SAS and SAP and, increasingly, Microsoft, Cognos stands out as the little software company that could.

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Outsourcing: the salvation for carriers?

March 25th, 2004 | No Comments | Posted in Main Page

By Mark Evans, Financial Post
A new study says telecom carriers can reduce their operating costs by as much as US$14.5-billion by sending high-tech and other business functions offshore to countries such as India, China and Canada.
The study by Deloitte Touche Tohmatsu, which interviewed executives from 42 telecom firms around the world, is more evidence of the growing interest in outsourcing. With thousands of jobs leaving high-cost countries such as the United States, outsourcing has become as much of a political issue as an economic one.
Phil Asmundson, a deputy managing partner with Deloitte, said offshore outsourcing has not been widely used by telecom carriers, mostly due to opposition from unions, concerns about a political and public image backlash, and the tendency among carriers to control all parts of their businesses.
Mr. Asmundson said, however, said it will be difficult for carriers to ignore the economic benefits of employing offshore operations.
“We think offshoring can be quite substantial and the survey's respondents agreed with that,” he said. “They agreed that 10% of their operating spending — US$57-billion — can be offshored by 2008. If you use typical cost-savings extrapolations of 25%, you would get US$14.5-billion in potential savings.”
While many carriers may not have carefully examined offshore operations, they are intimately aware of the importance of cost-savings programs.
Bell Canada, for example, has implemented an extensive cost-reduction and productivity improvement strategy since Michael Sabia took over as president and chief executive of parent BCE Inc. in 2002. Telus Corp., meanwhile, has gone through a restructuring that has eliminated more than 6,500 jobs.
Cost-cutting has become a way of life for many carriers because there is little revenue growth. A major culprit is the launch of lower-cost Internet-based services that have started to cannibalize older, high-margin services.
The growing interest in offshore opportunities could be good news for Canada, which already has a large call-centre industry. Deloitte ranks Canada as a second-tier country, which means it has “moderate” offshore capability owing to its lower wages, educated workforce and use of English. Other tier-two countries include China and Ireland.
India, which is the dominant offshore supplier to the communications industry, is the only tier-one country because of its highly educated workforce and low wages.
Other countries on the horizon include tier-three “up and comers” such as Israel and Estonia. The tier-four neophytes include Bangladesh and Vietnam.
Deloitte found that wages in India for high-tech positions are US$5,000 to US$12,000 a year, while wages in China are roughly US$3,000 to US$8,000. In Canada, salaries are in the US$25,000 to US$50,000 range. And in the United States, the salary range is US$60,000 to US$90,000.

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Good News for Telco Equipment Makers

March 24th, 2004 | No Comments | Posted in Main Page

It looks like the days of sharp reductions in capital spending by North American carriers could be a thing of the past. According to a new report by Infonetics Research, capex is expected to only drop 2% this year to about US$47.2-billion. This compares with a 22% decline in 2003 from 2002. As important, it appears the capex-to-revenue ratio has levelled off at about 14%. If you are Nortel, Lucent, Ciena, etc., this has to be the best news you've heard in a long time. It's also a positive signal for Nortel, which has been so engulfed in accounting issues that many investors fail to realize it is poised to capitalize on the equipment market's rebound.

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Recent Article: Can MTS-Allstream deal be derailed?

March 22nd, 2004 | No Comments | Posted in Main Page
 

March 20, 2004 - With palpable opposition to Manitoba Telecom Services Inc.'s $1.7-billion acquisition of Allstream Inc., a looming issue is whether there is anything unhappy investors can do to derail it.

It is an intriguing question because two investors — Enterprise Capital Management Inc. and Highfields Capital Management — several mutual fund managers and a number of analysts believe it is a bad deal for MTS and its shareholders.

At the very least, there is growing sentiment the takeover proposal and a proposal to convert MTS into an income trust should be voted on by shareholders at the annual meeting in June.

In a research note, Desjardins Securities' Joseph MacKay said it is surprising MTS is not going to seek approval from shareholders for the acquisition, even though it represents a major change in the company's strategic direction.

“While there may be no legal requirement to hold a vote, we believe that management should put the issue to a special shareholders' meeting to highlight the advantages and disadvantages of proceeding with a trust structure as well as the Allstream acquisition,” he said.

Given it is unlikely MTS will hold its AGM until after the Allstream deal is completed, Mr. MacKay added that “shareholders, particularly BCE Inc. [which owns 21% of MTS], may be motivated to appeal to the courts to force the board to hold a special meeting concerning such significant decisions.”

It will be interesting to see how MTS management reacts if BCE demands a shareholder vote on either or both proposals. For its part, BCE has not said anything beyond a statement it issued Thursday after the MTS-Allstream deal was unveiled.

The legal route may not be available to shareholders intent on blocking the MTS-Allstream deal. Michael Sinclair, a partner with Winnipeg-based law firm Thompson Dorfman Sweatman, said there are no provisions in the Manitoba Corporations Act giving investors the right to use legal means to force a company to hold a shareholders meeting.

“The basic law is that the directors of the corporation manage the affairs of the company, and shareholders are limited to who will be on the board of directors,” he said.

Another obstacle facing investors looking to kill the MTS-Allstream deal is that MTS — with board approval — has a legal obligation to buy Allstream pending its approval by regulators and Allstream shareholders. If Allstream is acquired by another firm such as Telus, it will have to pay MTS a $50-million break-up fee.

Much of the opposition to the MTS-Allstream deal, particularly investors such as Highfields and Enterprise Capital, is focused on the probability MTS will not be converted into an income trust even if a vote is held after the acquisition of Allstream is completed. This means MTS — for the short-term — is worth less than the $55 to $60 analysts believe it would fetch as an income trust.

There are also investors leery about the transaction because Allstream is a low-growth carrier competing for corporate customer in a market with aggressive rivals such as Bell Canada, Telus Corp. and Call-Net Enterprises Inc. While Allstream has impressed investors by restructuring operations, most of its bottom line improvements have come from cost-cutting rather than growth.

Eamon Hoey, senior partner with Hoey & Associates, said a big challenge facing MTS/Allstream is the new entity needs to make major investments upgrading Allstream's networks. This has been something Allstream has not tackled, he said, because it has capital spending low at only 8% to 10% of revenue.

“Allstream is facing significant capital expenses to upgrade their networks to provide new [Internet-based] services,” Mr. Hoey said. “Now, they're financially stable and got a good banker in MTS.”

Telecom consultant Mark Goldberg said Microcell Telecommunications Inc., the country's fourth-largest wireless carrier, would have been a better fit for MTS because it would have represented a cleaner break from BCE.

MTS closed up 81 cents to $48.81 yesterday after dropping $5.23 on Thursday after the Allstream acquisition was announced.

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As the Nortel Turns…

March 22nd, 2004 | No Comments | Posted in Main Page

As another week unfolds, it will be interesting to see if the folks at Nortel have anything to talk about. You have to believe Nortel has to say something soon to calm the frayed nerves of investors. Then again, Nortel audit committee chair John Cleghorn is not going to risk revealing his cards before he's ready.

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Bill Fraser's done deal; Nights out with the CRTC

March 20th, 2004 | No Comments | Posted in Main Page

Looks like Manitoba Telecom Services CEO Bill Fraser really wanted to screw over those pesky hedge fund managers who wanted MTS to become a boring income trust. Turns out, the deal to buy Allstream for a cool $1.7 billion is locked down with no escape routes. Fraser has essentially told the hedge funds that if they don't like the cooking, get the hell out of the kitchen.

Meanwhile, the CRTC has decided not to let carriers take them out for smoozy, boozy dinners. The “Last Bash” was given by BCE CEO Michael Sabia, who hosted a dinner in Ottawa last year. It was fun while it lasted! If CRTC chair Charles Dalfen ever gets lonely and hungry, I'll be happy to buy him lunch - that is, if it's still allowed.

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Recent article: Nortel brings in legal muscle

March 19th, 2004 | No Comments | Posted in Main Page

The biggest cloud now hanging over Nortel Networks Corp. is what will happen to chief executive Frank Dunn.

This is a legitimate question in the wake of Nortel's decision Monday to put CFO Doug Beatty and controller Michael Gollogly on paid leave — a move that surprised investors and caused Nortel shares to tumble 19%, eliminating much of the lustre the telecom equipment maker has gained in recent months.

At the heart of Mr. Dunn's future is the “independent” review being conducted by an audit committee headed up by former Royal Bank of Canada CEO John Cleghorn, which is looking into the company's financial statements for the past four years.

If the audit committee discovers serious financial problems, they will have to dig into what role Mr. Dunn played. After all, he was Nortel's chief financial officer from 1999 to 2001 before he became CEO.

If the audit committee finds relatively minor issues — something that several analysts speculated yesterday — then one has to question why Nortel's board and Mr. Dunn felt it was necessary to make Mr. Beatty and Mr. Gollogly walk the plank. Even if both executives are welcomed back into the fold, their reputations have certainly been impaired. More serious is the possibility that Nortel made a serious strategic error that may have prompted investors to panic for no good reason.

“I don't know how you put these guys back on the payroll after the crap that has unfolded, unless you are trying to protect Dunn,” said forensic and investigative accountant Al Rosen. “How did he get appointed CEO in the first place? Why hasn't he told these guys to clean up the damn mess?”

Nortel hasn't said very much. But we do know the five-member audit committee, which includes Mr. Cleghorn and Air Canada chairman Robert Brown, launched its review last October after Nortel started its own accounting review in July.

As part of the process, the audit committee hired Washington-based Wilmer Cutler Pickering LLP as its advisor. Wilmer Cutler is a large, high-profile firm that, among other things, specializes in securities enforcement. If the audit committee did not believe there was the possibility of something serious emerging, why would it hire a big U.S. law firm? Why wouldn't it hire a local firm such as Torys or McCarthy Tetrault?

According to its Web site, Wilmer Cutler assists “clients in responding to informal inquiries as well as formal SEC … investigations. This includes working with the SEC … staff in the course of its fact-finding. In that context, we present factual, legal, and policy arguments either to persuade the staff not to recommend enforcement proceedings, or to persuade the agency not to authorize such proceedings.”

Wilmer Cutler also says it has worked on SEC enforcement matters involving high-profile insider trading matters and accounting practices.

Heading up the firm's securities practice is William McLucas, who spent eight years as the U.S. Securities and Exchange Commission's director of enforcement. During his tenure, he led the division's staff in a number of investigations and enforcement actions. This included the SEC's case against junk-bond dealer Michael Milken.

In other words, Mr. McLucas is not a lightweight. He is a securities “robo-cop” who clearly liked his job with the SEC. For Nortel to hire Wilmer Cutler and Mr. McLucas's services suggests the audit committee wants to ensure it has the big guns on its side if a major problem comes to light.

This is an important consideration when one remembers that the most valuable asset a person such as Mr. Cleghorn possesses is his reputation. The last thing he wants to suffer through is an accounting scandal on his watch.

“If you were a big boy like John Cleghorn and you think of yourself as a very important person and something bad happens to a company, you want the best,” said an analyst who wished not to be named. “You will go to a Washington-based law firm and get the lead partner who has got experience in such matters that may involve the SEC.”

Anyone looking for quick answers to Nortel's accounting woes will be disappointed. Given developments this week, the role being played by the audit committee and Wilmer Cutler, this is going to be a drawn out process that may not produce any answers for a long, long time.

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Income Trust? Ha!

March 19th, 2004 | No Comments | Posted in Main Page

You have to like the nerve of Manitoba Telecom Services CEO Bill Fraser. Just when you thought he was destined to head up a boring, cash-producing income trust telecom, he pulls the $1.7 billion acquisition of Allstream out of his hat. Surprise, surprise to all those folks happily counting on MTS becoming an income trust. Who would have thought Fraser had aspirations of grandeur and growth?
In addition to the folks - Enterprise Capital, Highfield Capital, etc. - pissed at Fraser for skewering their income trust plans, how do you think the fine folks at BCE feel? When BCE acquired a 20% stake in MTS in 1999, the idea was it would keep rivals - can you say Telus? - - from making a takeover run at MTS. I guess they didn't count on MTS doing the buying.
So what happens now? As much as Fraser and Allstream CEO John McLennan were bubbling about their deal, if BCE and Enterprise Capital join forces, all of a sudden you'll have shareholders holding 30% of MTS shares opposed to the deal. Add in a few more of “the disappointed” and MTS may be looking at an income trust after all. Perhaps MTS had an inkling this was a possibility given there is no break-up fee if the deal falls apart.
Keeps watching 'cause this thing ain't over!

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