M2, on the other hand, is an infrastructure-lite but sales force-heavy consumer-focused telecom entity. Its stellar growth has also been driven by many acquisitions.
The February 2016 merger between these companies transformed the enlarged Vocus into a full-service, vertically integrated player with the necessary ammunition to materially lift its share in all segments of the Australian and New Zealand telecommunications markets. However, the group has been beset by integration and execution risks, leading to a string of board and management changes. Under new management, the turnaround is now progressing solidly.
- Vocus’ extensive fibre network infrastructure has the potential to materially lift the company’s share of the corporate and small business telecommunications markets.
- Vocus’ Australian retail unit faces margin pressure in the National Broadband Network, or NBN, era.
- Vocus is well and truly past the “fix and repair” stage, and is on the “shed and grow” phase of its journey, with network services clearly identified as its core unit longer term.
Vocus’ Scheme of Arrangement with MIRA/Aware Super Consortium
We recommend shareholders of Vocus vote in favour of the proposed scheme of arrangement with Voyage, a vehicle owned 50/50 by Macquarie Infrastructure and Real Assets Holdings, or MIRA, and Aware Super. The recommendation is based on the following reasons. First, there have not been any competing interests for Vocus since MIRA’s AUD 5.50 offer was first proposed on Feb. 8, 2021. No left-field utility companies have come along with visions of “bundled plays”, and no right-field upstarts have come along with “funny paper” hoping to turn it into hard assets (as is occurring in other sectors).
In fact, the Vocus board is fully on board with the scheme, at least 15.6% of the voting interests are in the bag (Janchor with 9.3%, MIRA/Aware Super with 6.3%), and we do not see any reasons for other major institutional shareholders to dissent. Second, as pointed out in our prior research, MIRA/Aware Super’s AUD 5.50 per share offer is generous. It is at a significant premium to our AUD 3.50 stand-alone assessment for Vocus, and represents a ritzy 12.7 times underlying EBITDA for the past 12 months, or 11.6 our forecast fiscal 2021 EBITDA. The independent expert’s report, unsurprisingly, also agrees, declaring the offer to be within its AUD 4.98 and AUD 5.60 valuation range. Third, Vocus shareholders should cherish the straightforward, uncomplicated nature of the high-premium bid.
It is AUD 5.50 per share in cold, hard cash right now, as opposed to remaining as shareholders of a listed entity competing in the turbulent and NBN-infested waters of the telecom industry, with no certainty as to when or if Vocus’ value may ever exceed AUD 5.50 in the future.
Bulls Say
- Vocus owns and operates an extensive fibre network that drives attractive economics in its fibre and Ethernet business and provides a durable competitive advantage.
- The marriage of Vocus’ infrastructure and M2’s strong sales force has the potential to materially lift the company’s share of both the corporate and the small business markets.
- Vocus’ presence in the New Zealand telecommunications market is underappreciated by investors and is a fertile source of growth.
Bears Say
- The merger with M2 has exposed Vocus to the margin dilutive NBN regime.
- While steps are being taken to improve in these areas, it is abundantly clear Vocus has bitten off more than it can chew with its recent spate of mergers and acquisitions, with reporting and technology systems woefully inadequate for what is a major player in the telecom big leagues.
Source:Morningstar
Disclaimer
General Advice Warning
Any advice/ information provided is general in nature only and does not take into account the personal financial situation, objectives or needs of any particular person.