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Oclaro, Inc. (NASDAQ:OCLR)

Citi Technology Conference

September 06, 2012 03:30 pm ET

Executives

Jerry Turin - Chief Financial Officer

Analysts

Kevin Dennean - Citi

Jerry Turin

I think they are stable from what we've talked about this since our quarterly announcement which was a relatively tempered view.

Kevin Dennean - Citi

Right. Okay, so no change since your last public?

Jerry Turin

I would say consistent, but a tempered view, which is what we came out with.

Kevin Dennean

This is probably question that's hard for you to answer because of the nature you shipped from one place where they might installed elsewhere. Do you have a view that see notion of better, worse or the same? Do you have any sense for that on a geographic basis, right? And, we know you shipped (Inaudible) assembled there and deployed in EMEA, so you might not have perfect visibility. Not it's a real good question, because we've been finding and speaking in geographic terms as far as big picture end market has been the most effective way of understanding the market dynamics. Right now in recent quarters, where Europe has clearly been soft.

The first six months was dramatically from the first six months of last year from some industry data that I saw recently, and certainly not getting any stronger. North America kind of flat, choppy carriers tend to be deploying it feels like and more point as opposed to big rollouts. That feel is consistent.

China kind of inconsistent. It wasn't bad for six months, but mixed messages on the next six months and kind of consistent with the macroeconomic conditions in China. Are they stimulate growth, or they want to minimize growth. How are they managing that inconsistency plays through and from a market point of view and rest of world seems to have mix of all of that very consistent for the macro economic conditions and there has really not been any change by geography. I think those sorts of conditions continue to be the way our view and consistent to what I think I hear from peers and parallel spaces and so forth.

Kevin Dennean

Last question that we are all the companies and you're in a little bit of unique position (Inaudible) given the merger and given recovery from flood, but top priority for use cash seem keep on the balance sheet and grow it going forward. Not too much interest in buybacks, M&A, and we've clearly got to focus our cash resources on executing the deal and turning ourselves from an operating point of view to cash positive, which is something we are working hard on and we know it's going to take more than a quarter or so as far as the integration of the teams to go together.

I would also add from our point of view that the focus on the business plan and focus on the merger just from a resource and focus point of view other than cash, we've got a lot on our table, we are moving some backend manufacturing, we are executing the deal itself and integration of the companies and you don't want to de-focus yourself too much, so that reinforces that point from our point of view.

Kevin Dennean

Make sense, so you mentioned the merger, so let's take a deeper look at the merger. If we look at Oclaro, pre-Opnext merger, Oclaro was a result of the Bookham and Avanex merger. Now we've got Bookham plus Avanex, so can you walk us through why one can be greater than three? So what's the power of this merged entity why where will Oclaro be more successful post the Opnext merger than previously?

Jerry Turin

There's a lot of ways to look at that. First of all, from a bottom line cost base point of view, you certainly generated a lot of operating expense efficiencies going from three public companies to one public company going from three sales forces largely focused at the same customer base to one sales force in corresponding marketing support.

From an R&D point of view, there are areas of concentration of R&D resources where multiple companies were going after similar opportunities. You now concentrate those resources, maybe have some cost savings, but also have more resource going after the same solution both, in the case of Avanex, but even more so in the case of Opnext one of the strengths of Oclaro that goes book them as a predecessor is a lot of strength at the component level, lasers, modulators, receivers, tunability integrated devices, what we believe are some of the world's leading optical fabs that create some of the leading components that part of our strategy is leveraged that into vertical integration in the higher level products whether that's transponders, transceivers even in the amplifier line card space and Opnext has a significant strength at the transceiver skill set, legacy technology presence, but probably not as vertically integrated as it could be, so you bring the component strength from Oclaro to strengthen the position of Opnext in those module and device levels, both in telecom, both where we have shared leadership in 40-gig and going to 100-gig, but also on the data com enterprise side of the world where Opnext has a reasonable position, good reputation for quality, but it's probably a tier-two because of the lack of that vertical integration.

From Oclaro point of view, we think we have some very interesting laser technology that fits very well within the way the data com markets are going both, on the client side, both on short pluggables, maybe an optical interconnect of different sorts in the long-term, but we couldn't really operate our technology into those markets without an existing presence, so we think certainly strengthened the former Opnext offerings in all those area.

Kevin Dennean

We'll talk about kind of the vertical integration aspect the Opnext acquisition in a minute, but can we first talk about with sort of customer overlap was here between Oclaro and Opnext, so I always had a sense it's largely complementary. If you selling into the same customers you weren't necessarily selling the same products, same SKUs.

Jerry Turin

That's really important point because one of the premises that we very much focus on during all those merger and acquisition activity and integration activity we've been taking is minimized disruption of customer business, right? And, we actually have very few product areas where there is really a direct overlap from the customer point of view, so that's good for customers, because you are adding scale or you are adding breadth of product, you are adding roadmap, you are adding an awful lot form the customer point of view, but you are not causing them disruption from their own roadmaps or forcing them to chose between one alternative or the other.

There are areas from our roadmap point of view, where if we were a little further down the path, we probably would have created more complexities for customers. A good way to look at it is in 40-gig and 100-gig, where we believe who the clear leader is.

At 40-gig, the leadership is in different modulation schemes, so Oclaro is a leader of Coherent, 40-gig Coherent and 40-gig DPSK and Opnext strength is really in the QPSK, so bringing it together we really reinforce the 40-gig leadership, but without causing issues from a customer point of view and choosing one platform versus the other and in 100-gig, we are early enough in the qualification stage and we believe where Oclaro market leaders in terms time to market now, but we are going to be able to kind of melt the two programs and combine the Opnext time to market, where Opnext is probably the leader in terms of 100-gig transponder solution, but we'll be able to get our Oclaro components and within the initial qualification cycles of customers, again minimizing the need for customer to choose one platform over another and also not coming in a year or two from saying, "Hey, let's get Oclaro components in.", and customers either facing the requalification of now facing a delay in terms of getting that improvement in.

Kevin Dennean

I think of Oclaro I think the company that's been more telecom focus. You mentioned Opnext has a reasonable. Can you help give us a sense of post merger and kind of on a on a normalized basis let's call it, which we think that's even rough and tough terms.

Jerry Turin

Yes, so it's never a clean white line and what's data com versus metro so forth. I would guess that probably about 30% of Opnext revenues were from data comm. Enterprise and it's probably a 60-40 mix between the two companies historically and overall revenues, so if Opnext experience 40% of the revenue base and maybe 30% of that is data comm. Centric, so maybe 15% moving to 20% if we're.

Kevin Dennean

I was going to ask do you think you can scale up that exposure.

Jerry Turin

One of the things that's I think particularly attractive about the data comm. Side, we've seen this in the competitors' numbers, they had really consistent growth for five or six quarters now in their enterprise market.

I think we can and the question is timescale and timeframe to make any difference. I think there are some specific areas, where what we call in-fit of our optical components into an Opnext product can make a difference in the market position is that going to happen six months? Probably not, there are some cases whether there maybe some requalification. I think there is also roadmap implications where for example from an Oclaro point of view we think have a strong presence in tunable excess and a strong roadmap in tunable XFP, the logical roadmap of tunability extends to smaller and smaller factors, I guess FP plus tunable. That may be something whereas Oclaro may we didn't have quite as deeper legacy in the packaging skills of those form factors, but it's very much up next Opnext sweet spot, so not only do we kind of concentrate resources or focus on tunable XFP, but we've probably strengthened the roadmap of a combination for a real positive in terms of the migration to SFP plus another form factors over time.

Kevin Dennean

Right. Okay, so with this merger Oclaro is now number two in optical component supplier. How have the conversations with your customers changed is a result of being the number two vendor? Do you get the sense that you are kind of gaining strategic importance with our customers? I am sure you had a certain levels of strategic importance going into this merger, but I would being Oclaro number two now that puts you in a different area.

Jerry Turin

I think certainly from the Oclaro perspective, we'd certainly established their self as a primary tier-one supplier to our key customers. I think that expands that presence in the data comm. I think there were particular customers who reinforces that presence. What we hear from customers is, and again this is not necessarily consistent across all customers, but some data points I have heard is customers that have a very strong view about the technology of the combination that they really believe where that technology leaders in this space and they tell us focus on execution. You've got a lot on the plate going forward. You've had a lot on the plate last year whether it's flood recovery, whether it's on the Opnext, certainly exposure in Japan from the Tsunami and aftereffects, so we are hearing focus on execution and we really like the technology that the combination brings to the table and obviously very important to the customers.

Kevin Dennean

Just following up on that. How does this merger impact the competitive dynamic in the industry, and should we think about a combined entity, you probably touched on this a little bit already, but in transceivers should we think about the combined entity grabbing more than the individual component market share in the transceiver market, so again this notion of where one would be greater than two in this case?

Jerry Turin

I think we are certainly set up to that opportunity, but execution certainly comes into play? Right? So, the things I am talking about in terms of value proposition in terms of the respect for the Opnext team in the industry as far as quality and packaging skills, the Oclaro components and strengthen lasers, those are all real and those all position us to do what you are saying, but in the end you have to execute and you have to execute against certainly viable competition.

There is leaders in the data comm. side they have had a very strong incumbent position, which is one reason is Oclaro it wouldn't have made sense to extrapolate ourselves to then into areas where we don't have that presence, so it's there and the opportunity is there, but certainly you have to execute.

Kevin Dennean

So along the lines of execution, how are you looking to do to gain share? You are gaining share by definition it from someone else. What do you think will be kind of the value proposition that you are offering to your customers once we get through the merger integration that will enable Oclaro to gain share in the pluggables market?

Jerry Turin

I think it will establish credibility. I think it establishes scale and some of the short reach pluggables, where perhaps the business of Opnext was subscale in addition to not being vertically integrated. I think in terms of product roadmaps, where you are able to display a product roadmap with the leading lasers and photonic integration and a ray technologies at the laser level, but also at the lower power VCSEL level. I think being a strategic supplier and being part of the customers' roadmap and having to roadmap at the component level reinforces that position.

Last couple of questions on kind of industry impact from your merger with Opnext. How does this potentially change pricing dynamics in the industry? Right? Pricing in technology always good as one right now, but we've seen historically 10% to 15% ASP declines, sometimes little bit heavier because of lower capacities like demand and what not. Does this merger finally set the industry up to be something maybe 7.5% to 10% ASP decline, or should we think about it what this merger really does is put us maybe in that better end of the range of 10% to 15%.

Jerry Turin

I don't think one particular merger changes the landscape in that perspective and as you said in technology, if you are going to continue provide that cost improvement for your customer. I think that having more technology and more innovation allows you to address that sort of cost curve more effectively. I think that as the space concentrates and you have players that across the board have a greater breadth of technology, I think there is the opportunity to set initial price points higher with more value pricing and providing more value proposition of the customer in terms o customer time to market in terms to concentrating more on the network elements within one solution, and if you are able to establish that higher price point then the pricing environment as it moves forward, still keeps the pricing at a higher level.

I think there's a lot of ways consolidation can help that dynamic, but I don't think it's in terms of a material difference in annual pricing and I don't think it's something that happens overnight just from one merger.

Kevin Dennean - Citi

Okay. Terrific. Let's talk about synergies and roadmaps for your synergies, so on your last earnings call July 31, I believe it was you upsized your synergy targets to $45 million versus original $35 million to $45 million goal. What give you and the rest of the team at Oclaro the confidence to make that call? What do you see in the business, what do you see now that you are really in the pick of the integration market that enables you to make that call?

Jerry Turin

Really, it's taken a real short-term hard focus on the synergy that can be executed for the December quarter, so when we were finalizing the merger from the point of view of signing the deal, so in the March timeframe, we are looking at environment where we saw ourselves coming out of the flood impact. We saw dynamic, where we thought as you hit the middle of the year and second half of the year that the sector and maybe the technology space at large would see some significant growth coming off of a year that has been fairly slow with no recovery.

As we got into the June timeframe, and formally closing the deal and reaching the point of analogy in our not just the deal, but our June earnings, we say that there are still of visibility in the space and some macroeconomic concerns and we realize we have to really drive as hard as we could in December to maximize the cost synergies. A lot of that's operating expense-centric. A lot of that's under our control with making the decision on how deep and how quick you go in some of the cost areas.

What we are able to do is, come up with an estimate million of synergies from those sorts of cost savings in the December quarter which annualizes other 35, so based on fairly tangible decisions and actions were able to get to the low end of the range, and what we haven't read it as much is a lot of the gross margin synergies some of which were product entry related we talked about that were largely due to 2013 trajectory, so by nailing the bottom end of the range we are fairly comfortable in saying we think we can exceed the top end of the range with that next level of synergies from the gross margin point of view, but we are working hard at really quantifying those to say exactly what the top end of that range is. If we go back to the discussion on the product infeeds we had on the component infeeds, there are some of those that are margin improvement to hit fairly quickly, well, there may be an existing supplier to Opnext or existing supplier of a fairly ubiquitous part where once you go into inventory and maybe commitments to our competitor, you know that you are going to see some gross margin pick up fairly quickly.

Some of the other examples I gave, for example getting our own VCSEL lasers into short reach pluggables they require requalification. In fact, maybe the first qualification of our VCSEL lasers for communication applications, because we tend to apply our VCSEL lasers into consumers, so you think about that sort of timeline and there's variations in between based on qualification and so forth depending on the product area, and it also depends on the revenues, obviously.

So if you higher revenue trajectory next year, you are going to have more gross margin dollar savings, we also have some back-end assembly and test actions where we're looking to get more out of the western world, where next year have some relatively small scale, but meaningful production and backend activity in Japan that can transition to lower cost areas. What is exactly the right transition plan, who is the right contract manufacturing partner to be on the receipt side, we've got existing contract manufacturing partners who are actually very busy right now with either flood recovery or taking some of our production from our Shenzhen facility?

There's some real work to do to think about the right timeline on that is. As you add those together with a product and food synergies, that's where we see trajectory for some significant improvement in 2013. We think that adds on top of their $35 million to get us above 45, but what's the exact number and the exact timeline, there's really a lot of specific work that we are working on right now to be more refined, so lots to follow-up there.

Kevin Dennean - Citi

If I can, it's hone in on one or two specific things. With synergies and OpEx, should we think about that being allocated across R&D and SG&A and qualitative answer is fine. Is R&D and I think a lot of people would likely view R&D almost like the safer category because that's a sea garn you know why, but we walks through, so what I can't breakdown the 9 million by particular category not disclose that, but if you think in terms of the SG&A, you are looking in terms of specific overlap public company cost administration. You look at the sales force overlap, similar customer base and aligning to deal with.

With R&D look at it from a different perspective, so first of all at this point in time we still think a 13% R&D investment is the right level of investment for the space, so while you are maybe taking out some cost in the short-term. You are thinking about aligning your R&D investment to that sort of profile relative to your revenue expectations.

You also look at a lot of old areas where there is significant development overlap, while on our revenue base there wasn't a lot of overlap in specific products, a lot of the key development areas, there is overlap, so you can teams and probably spend more on more on the effort while reducing cards, so for example 100-gig, there's a pretty significant effort both, in terms of manpower, but in terms of different material and parts and different spend of that level, so you combine teams, you no longer have that overlap from, say, call it the material spend and where you were spending 100% before, 100 plus 100 is 200, or maybe you can spend 150, have more substantially more resources concentrated with the same solution, but still have savings.

Kevin Dennean - Citi

Now, just following on that, I think one thing optical whether it's a 15 companies within optical or the component vendors in optical, one things that weigh down industry margins has been that duplicative R&D effort. Do you think that you will be able to keep those cost savings and R&D in your bottom line or do we have to worry about you'll use that for pricing, right? The cost savings that you've realized in your R&D line that we lose it on pricing, we're losing on gross margins, should we think about that as really flowing down to operating margins over time?

Jerry Turin

I think the concentration of R&D, if anything would enhance the bottom line and the profitability in the long-term, because it should improve time to market. Time to market should translate into a larger share of the end market. It should, in the case of someone Altera we have R&D say not just at the module level, but R&D at the component level mean that you are maintaining the margin profile in terms of the profitable project, because you are using your own components.

A portion of R&D also goes to cost reduction, so if you think 13% is the rate percent of your revenue spend, in some areas it's more concentrated on market opportunities, but it's also still giving you the R&D resources to focus on cost reduction, yield improvement, the next product variation maybe not the next completely different product generation.

If you look at the Oclaro model, we've got a substantial portion of our R&D resources in low cost areas in China, in Shanghai and Shenzhen, and a lot of that the responsibility of those teams is to just kind products and then work products and the cost reduction were maybe some of the more innovation and the new generations of new products is in the western world.

One of the propositions, we didn't talk about from the merger, which again is maybe more of a longer term proposition as most of our next R&D resources are in the U.S. or Japan and they don't have that sort of low-cost the engineering team to hand off to manage the products through that ongoing cost improvement and delivery those new design.

Kevin Dennean - Citi

Right, so your low here is low…\

Jerry Turin

Designed for proxy, so we really hope that we developed some really nice relationships between the western world of next teams, and I'll call Japan western world in that context and leverage a lot of the R&D resources we have in those other parts of the world, which does contribute to cost improvement over time.

Kevin Dennean - Citi

We will see if there is any questions from the floor.

Question-and-Answer Session

Kevin Dennean - Citi

Okay, so let's talk about your balance and cash for a little bit, so with emerged company in the backend manufacturing strategy, which we think about long-term capital intensity for Oclaro going forward?

Jerry Turin

It's interesting question. We'll continue to be somewhat capital-intensive for the next few quarters. We are looking at something like maybe $6 million a quarter sort of run rate. That can vary based on what revenue expectations are, so certainly in a market that gets harder where you are looking at ramp in revenues. That's one dynamic. If you continue to see the softer condition, you can manage your CapEx differently.

Over time, certainly more of the capital end up in hands of contract manufacturers in particular with our transition from Shenzhen to venture over two years as we transition those product lines to Venture the equipment and the inventory will transition and we'll certainly generate a return on that capital by monetizing it over time.

What the steady state of long timer CapEx of the combined company is we really need to understand what the market conditions look like, but it will certainly be at least in the $6 million range I think for the long-term.

Kevin Dennean - Citi

My sense of it is that if we look at Oclaro's CapEx spend for the calendar '10, calendar '11, it was skewed towards backend? You are moving towards outsourced model. When we look at it, we look at longer term trends, I mean should we think of calendar '10, calendar '11 as being maybe heavier than what the combined can look like?

Jerry Turin

In think in a robust growth environment, I think you may see similar sort of spend. Certainly if you look at that period of time, there is a lot of new product cycles for Oclaro, so it's driving a lot of new products as well as driving capacity. Exactly what the right balance of backend investment in our hands versus CM hands will be something that's evaluated continually. Certainly gives you the opportunity to work with your contract manufacturers to support some of the capital investment, but you ultimately do pay that back over time through the pricing arrangements you have with the contract manufacturers. There maybe be some of the backend or test applications are all. The more proprietary and unique to Oclaro, the more likely it's going to make sense for us to be the one holding the equipment whereas contract manufacturer may be interested in supporting the capital or maybe they have a little bit more flexibility in redeploying that capital over time and again if it's proprietary to one customer, that limits their ability which are applied to other product lines or other areas over time becomes a question of the more generic versus specific becomes a question of the return on investment proposition from new capacity expansion and so it gives us more leverage and more alternatives, but it's not going to be buying everything, but one year was all internal. In the future it's all flat CM.

Kevin Dennean - Citi

Understood, so staying on the topic of cash and the balance sheet, post merger and you are acknowledging that the next couple of quarters. You are going to think of the integration, but let's talk a year from now is issue warrant back of '13. What about opportunities to leaner on working capital particularly on inventory.

Jerry Turin

Back to the CM discussion. That really is we are working with contract manufacturers on a backend has a significant positive impact from the return on invested capital point of view, because most of the inventory, most of the work in progress is owned by the contract manufacturer until it comes out to back end, so you are not holding as much working capital on your balance sheet. That's one of the propositions of us moving more towards backend strategy in this space where cash generation is not dramatic to matters that closely and be very smart about how you deploy your capital in this space.

Similarly, significant receivables balances and managing that effectively in terms of managing your DSOs, but we also look at that as a viable asset-based back in for some of the financing reviews to work through the flood and something we'll look at contribute to the financing of the integration cost as well, because as an industry we do have a very significant asset base relative to the size of the company, so we need to think about how to utilize that capital really smart for the shareholders and for the success for the company.

Kevin Dennean - Citi

Okay. Staying on the cash and balance sheet, obviously in the near-term, there's a lot of moving parts, so your cash balances and your liquidity, but look for the more kind of intermediate to longer term view, what sort of cash levels do you feel comfortable with keeping to run the business on a day-to-day basis?

Jerry Turin

I mean it's really, really difficult to say what that level is from a comfort point of view, so I'll break it down different ways, right? I mean there's comfort level point of view from customers feeling comfortable that you are in strong position in the end and there is cash position, but what sort of other liquidity other we have available to pull the trigger on.

For example maintaining line of credits with headroom within them. Then there is flexibility from a strategic point of view and whether it's different types of investments, whether it's M&A activity in the future, being able to have as much flexibility as you'd like to have in terms of strategic options. I think those implied different and so it is kind of a mixed bag.

Kevin Dennean - Citi

Okay. Fair enough. A couple of minutes remaining, so let's focus on kind of demand trends and Jim, I think Europe is what it is and fairly well understood. I think there's a little bit of surprise about the weakness in North America, and we are getting very mixed messages. We had Juniper, Rendezvous, fairly robust view as North American CapEx into the back half of the year. We've had others may be. What's happened. What are your thoughts on North American CapEx going into the back end of the year understanding that you are not maybe as close to the carriers, but just what are you hearing from your customers in terms of their expectations?

Jerry Turin

I actually don't hear anything dramatically bullish. I think that from the data center enterprise point there may be more stability from the telecom point of view can tend to be focused on different parts of the network at different points and time, and I think that those of you that maybe in the short-term there is maybe more pressure on access from our revenue point of view, so again our carriers are maybe leaning towards ensuring that end customers get access to network are dropping off to ensure there are not risk in the revenue base.

I think there is as I mentioned earlier, probably more deployment on a point of pressure base. That's where do we feel pressure network and freely expanding to take care of that as opposed to a systematic rollout and development of system wide upgrade system - new networks and so far, so I think those are some characteristics. I don't have a great magic ball.

Kevin Dennean - Citi

I don't think we've need it right now. I'll ask one more quick one and this is maybe a tougher question again. I think the biggest surprises here might Chinese carriers their CapEx budgets to give us a lot granularity. I think there was a lot of excitement around their transmission line which is mostly about 10%. What are thoughts on China going to your R&D? you mentioned that there's overall kind of ebbs and flows of Chinese economy, but what are your thoughts on China in to your R&D, we see some improvement there and budget plus or the environment will kind of stay around where we are now, because there's a lot of focus on access there, right, but you're talking about North America, but I think we all are waiting for this resumption of China build-out.

Jerry Turin

Time's up. The first six months of the year were pretty reasonable for China. I mean, when we describe that we try to be a little bit tempered because when you strength in China, people tend to hear something, something expediential extrapolation, so but it was solid. I think when we announced, we saw, we thought that second half maybe softer relative to that.

Every week I hear someone maybe talk that maybe China is going to be a little stronger, someone say China is going to be a little weaker. I think we still see kind of a mixed bag, but I do think China is maybe the one part of the world where things can turn on adoption quickly, and if there was a big pick up in investment in China, it's something that could translate in the second half of the year to meaningful change. I don't really see that, but I do think that's area where just by the nature of the (Inaudible) or even downside. I think things can just happen quickly. Let's go with upside for purpose of this conversation, but I do think that's an area where things can't change quick.

Kevin Dennean - Citi

Okay. Terrific Jerry, thanks so much. We appreciate you being here.

Jerry Turin

Thank you, Kevin. Thank you for the support.

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