Orchestream Goes for Peanuts

Barring an unlikely shareholder revolt, Orchestream Holdings plc (London: OCH) will be sold to competitor MetaSolv Software Inc. (Nasdaq: MSLV) for less than $12 million within the next month (see MetaSolv Bids to Buy Orchestream).

The quoted price, which represents a fraction of Orchestream's value at its IPO in 2000 (see Orchestream Gets A Flying Start), could wind up even lower, as adjustments are made to reflect the value of Orchestream's stock after its pending end-of-year financials.

The sale -- for less than 1 percent of the company's 2001 market cap of $2.89 billion -- ends a long downward spiral for Orchestream. Is it a happy ending?

To answer, let's turn the clock back to 1996, when Orchestream was founded by U.K. kid entrepreneur Charles Muirhead, with help from his dad -- a lawyer specializing in getting rock musicians out of tight legal spots -- and money from private investors, including record producer Hugh Padgham. (Charlie's first endeavor was a successful online music publishing business begun after he dropped out of London's Imperial College.)

From its inception, Orchestream was characterized by slick marketing moves. Muirhead and his brother Richard hopped on the enterprise Quality of Service bandwagon at first, claiming to be ready to compete or partner with the likes of 3Com Corp. (Nasdaq: COMS). But after management of the company went to grayer if not wiser heads circa 2000, Orchestream went with the flow, touting its role as a VPN company just in time for its IPO (see Orchestream Banks on QoS and Orchestream Models Its Makeover ).

In May 2001, Orchestream shed yet another skin, sweeping its enterprise clientele under the rug in order to impress carriers. At the time, Light Reading seemed alone in pointing to the state of undress resulting from the Emperor's multiple costume changes.

An excerpt from Orchestream Preps VPN Push:

    Said the Duchess to Alice: "Never imagine yourself not to be otherwise than what it might appear to others that what you were or might have been was not otherwise than what you had been would have appeared to them to be otherwise."
Gradually, Orchestream's bubble bumped into the telecom one. Its purchase of Crosskeys (see Orchestream to Acquire CrossKeys) seemed to go nowhere. Job cuts, management changes, accounting errors, and other mishaps followed in a now-familiar litany (see Orchestream Warns of Job Cuts, Orchestream Posts Q1, Loses CEO, and Orchestream Admits Accounting Error).

Can MetaSolv, which has its own downturn-induced tale of woe (see MetaSolv Reports Q3), hope to make good of this miserable record?

MetaSolv sources say yes. The maker of OSS (operations support system) software says the buy will achieve several goals:

  • EMEA expansion. MetaSolv hopes to build out its presence in the Europe, Middle East, and Africa region with Orchestream contacts and personnel. MetaSolv would like at least 25 percent of its revenues to come from EMEA. Orchestream's CEO, Anthony Finbow, will become general manager of MetaSolv's EMEA division.

  • Cost cutting. MetaSolv hopes to cut costs by consolidating its European offices into existing, cheaper Orchestream ones. There also could be some staff consolidation in coming months, as it becomes clearer which of Orchestream's roughly 110 employees (down from 234 earlier this year) will stay or go.

  • Product enhancement. MetaSolv plans to merge Orchestream's off-the-shelf IP provisioning wares, which actually activate IP services, onto its product line, which comprises software that's more customized and geared to inventory management.

  • Juniper partner upgrade. "We're excited to get in on the leverage of that Juniper partnership," says MetaSolv CEO Jim Janicki on a conference call today, referring to Orchestream's OSS partnership with router maker Juniper Networks Inc. (Nasdaq: JNPR). While MetaSolv is a partner too, its status on Juniper's totem pole is "preferred," while Orchestream's is "premium" (see Juniper Launches Alliance Program).

Some of these hoped-for goals are at least questionable. First, MetaSolv already has offices in Europe and shares many of the same customers Orchestream has, including AT&T Corp. (NYSE: T), BT Ignite, Cable & Wireless (NYSE: CWP), SBC Communications Inc. (NYSE: SBC), Telstra Corp., and Vodafone Group plc (NYSE: VOD).

Beyond some office space and extra employees, it's tough to tell just what Orchestream brings to MetaSolv's EMEA push. Indeed, Orchestream doesn't seem to have a longstanding claim to some of the most influential customers. Its relationship with Vodafone, for instance, is fairly recent (see Orchestream Offers Trading Update).

MetaSolv doesn't have a great track record with acquisitions. According to its SEC filings, its purchase of the OSS assets of Nortel Networks Corp. (NYSE/Toronto: NT) in February 2002 expanded its ability to support IP-based service activation. But the company took a goodwill impairment of $28 million for the nine months ended September 30, 2002, up from zero the year before. Also, it's not clear how Nortel's offerings will or won't be sold with Orchestream's, which also performs IP service activation.

But at least one analyst says MetaSolv's buy shouldn't be downplayed. "I think Orchestream's product capabilities are a plus," says Karl Whitelock, program director of OSS competitive strategies at Stratecast Partners. He says Orchestream's IP capabilities are bound to increase the value of MetaSolv's OSS offerings. It's also conceivable that MetaSolv could help Orchestream resurrect some value buried in its original acquisition of Crosskeys.

Whitelock also claims Orchestream's got better mindshare than MetaSolv in Europe. Still, he acknowledges that integration of products remains to be demonstrated. Further, the acquisition is the latest evidence of ongoing consolidation in the OSS market, following news last week that Micromuse Inc. (Nasdaq: MUSE) has bid on Lumos Technologies (see Micromuse to Acquire Lumos). It's conceivable that MetaSolv itself could come under the wing of another company before the market stabilizes.

It also remains to be seen whether Orchestream's mindshare holds substance or will fall away like yet another used-up carapace. — Mary Jander, Senior Editor, Light Reading
sgamble 12/4/2012 | 9:12:59 PM
re: Orchestream Goes for Peanuts Hmm. And I was wondering why Casey van der Grient was gone. *light switch goes on*

With Metasolv canning a bunch of jobs in Plano and in Ottawa this year, more cuts for the IPSM team in Ottawa are likely. That really sucks. There are some really amazing people there. I hope they can be moved to their SLA suite or something. Maybe now I can steal MT to work with me (prediction: MT gets a raise after this post). Help me Obi Won Marc, you're my only hope....

The only plus of this purchase is that Orch is local to Metasolv's bigger customer: C&W. One of C&Ws biggest complaints with Metasolv is that they cannot get good local support. Guess this will be fixed. The only hope is C&W hates the orch software and somehow pushes Plano to keep IPSM around.... Doubt that will happen.

I am wondering what will happen with their trials that were supposed to start soon. I can't list the customers (NDA), but they were supposed to start soon. Wonder what they will think of moving to an Orch trial.

Good luck Brian, Marc, Regan, Jim, Keith, Al, Audrey, Greg, Victor, Matt, Scott, Rob, David and Julie. I know I am missing people. Goood luck everyone.

Anyone find Larry's speedo yet during testing? Who will buy Ivan his paper?!

beowulf888 12/4/2012 | 9:12:48 PM
re: Orchestream Goes for Peanuts Heh, heh. Love that LR humor. Got to admit you folks know how to burst the hype bubbles. I hope the MetaSolv folks read LR.
silenceofthelambdas 12/4/2012 | 9:12:03 PM
re: Orchestream Goes for Peanuts Steve, you seem to know a lot about Orchestream's Ottawa operation, which if I remember correctly has its roots in the Newbridge-spawned Crosskeys. As a yardstick of how things have changed pre- and post-bubble, what would the return on investment be for a Crosskeys employee who exercised a stock option at say $10 pre-bubble, after the Crosskeys share was converted to an Orchestream share fraction at some devalued ratio, then Orchestream converts to a Metasolv share fraction at some further devalued ratio?
Not trying to depress anyone, but it seems like a representative example of capital loss in the downturn.
Best wishes for success to all the Metasolv, Orchestream and ex-Crosskeys people.
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