by sonmez/iStock via Getty Images

IDT Corporation () has substantial upside when valued as a some of the parts story. The company can be broken into two segments, traditional communications and growth businesses. The traditional communications businesses have been consistently shrinking which

While I will touch on a reasonable updated valuation for the business based on a sum of the parts analysis, the focus of this article will be reviewing the major overhang of the stock - the pending Straight Path Communications Class Action lawsuit.

Sum of The Parts Analysis

Let's start with the easiest part to look at - cash. In their June 2023 presentation, IDT notes that they have $138 million in cash and cash equivalents (representing $5.44 / share in value) with $0 debt.

High Growth

The high growth segment consists of (1) Boss Money, (2) Net2Phone, and (3) National Retail Solutions.

1. BOSS Money: BOSS Money remittance has experienced strong growth, with a 29% increase in revenue and a 24% rise in transaction volume, reaching 11.9 million transactions in the past twelve months. Leveraging its existing customer base from BOSS Revolution Calling, BOSS Money efficiently cross-sells its remittance services, serving families relying on cross-border payments. With expansion into new geographies and partnerships, the future looks promising for continued growth. Comparable businesses such as MoneyGram International (MGI) and Remitly Global (RELY) trade for 1.32 and 4.36 times Enterprise Value / Sales respectively. BOSS Money's growth makes it a much closer comparison to Remitly, but given that BOSS Money is substantially smaller and growing slightly slower it deserves some discount to that comparable. Conservatively, I would estimate that BOSS Money could be sold for at least 3 times Sales and should have an annualized run rate of roughly $80 million, implying a $240 million valuation for this segment.

Boss Money (IDT Q3 23 Presentation)

2. Net2Phone: This segment is a player in the unified communications as a service (UCaaS) market. Net2Phone continues to impress, with its subscription services revenue growing by 20% to over $17.1 million in the past quarter representing a $68.4 million run rate revenue. The company has successfully increased revenue per seat, focusing on higher-value customers and strategic channel partners. The business targets customers in less competitive markets for UCaaS such as Africa and LATAM while competitors such as RingCentral and 8x8 are focused on Europe and the United States. Furthermore, Net2Phone's low churn and efficient cost management have led to early profitability, positioning it favorably among UCaaS players. Taking a look at comparables for Net2Phone, RingCentral (RNG) has traded down from 29 times sales to roughly 2.6 times today. The other reasonable comparable business, 8x8 (EGHT), is trading at 1.32 times Enterprise Value / Sales. The growth profile for Net2Phone is most similar to RingCentral which recently grew sales 14% year over year, but is still operating at a GAAP loss in terms of their net income. Management has stated that $20 million of their SG&A expense for Net2Phone is being used for customer acquisition and is therefore not indicative of the earning power of the business. If you can take that at face value, if Net2Phone was not investing in any additional growth, the business would be earning $24 million in annual adjusted EBITDA (including the $1 million in EBITDA earned in Q3. I would still argue that a sales multiple would be a more sensible method to value this segment and I think this business is at least as good as RingCentral and should trade at 2.6 times sales or $178 million.

Net2Phone Sales (IDT Investor Presentation)

3. National Retail Solutions (NRS): NRS has emerged as the crown jewel of IDT, recording a staggering 113% 4 year CAGR in revenue growth leading to $70.3 million recurring revenue in the last twelve months. The business provides point of sales systems to bodegas, C-stores, and similar retailers. With 23,900 POS terminals installed, NRS has managed to create a unique value proposition that increases customer stickiness and dependency over time. With a projected $80 million in revenue for FY23 and $30 million in EBITDA, NRS is set for substantial expansion, potentially reaching well over $100 million in revenues with nearly 40% EBITDA margins.

NRS Growth (IDT Investor Presentation)

For NRS, there are not fantastic comparables that match the level of growth and diversity of recurring revenue streams that this business has. I believe that valuing the business at 20 times EBITDA is undemanding given the spectacular growth rates of the business. At the ttm EBITDA of $21.5 million, a 20 times multiple would be a $430 million in value.

Traditional Communications

The traditional communications businesses are lower growth and shrinking businesses that represent the bulk of IDT's revenue and net income. Revenues in the last quarter fell 15% year over year. Adjusted EBITDA has only fallen 2% over that same period. Competition in each of these segments is high and growth is unlikely. Without developing any strong view on these businesses, EBITDA has been roughly $50 million on average since 2019. Given the business quality concerns, a multiple of 5xEBITDA would be reasonable - representing $250 million in value.

Bringing It All Together

Sum of the Parts (Author's representation)

The sum of the parts value represents a 111% premium over today's share price of $23.07. As exciting as this 50 cent dollar is, there are view clouds on the horizon that are keeping share prices down. The most recent slide of 32% from a May high of $33.97 per share can be hard to explain. In my opinion, seeing a decline in revenues at NRS quarter over quarter must have come as a surprise to the market. Additionally, the declines in traditional communication have been pronounced as the company has returned to more normal levels after seeing unexpected growth in 2021.

Based on our estimates, the biggest risk and the largest overhang on IDT is the pending class action lawsuit filed against IDT by shareholders of Straight Path Communications.

Straight Path Communications Class Action

IDT spun off Straight Path in 2013. The spin-off was governed by a Separation and Distribution agreement (S&DA). The S&DA outlines certain circumstances where IDT will indemnify (compensate for harm or loss) Straight Path and other cases where Straight Path will indemnify IDT. Subsequently, an FCC investigation into Straight Path lead to a settlement outlined in a document called a 'Consent Decree'. The Consent Decree contained 3 distinct parts:

Straight Path forfeited 20% of their Spectrum Assets
Straight Path was required to sell its Spectrum Assets within one year and had to pay 20% of the proceeds to the FCC.
A fine of $100 million.

The plaintiff in the lawsuit alleges that IDT and Straight Path worked in a coordinated fashion in response to the FCC investigation fearing that it may result in an indemnification claim against IDT. Subsequently in 2017, IDT and Straight Path reached a settlement agreement for the indemnification claims for total consideration of $16 million. Finally, when Straight Path went to sell their assets, a bidding war broke out between AT&T a Verizon resulting in an enormous $3.1 billion purchase of Straight Path. Due to the 2nd stipulation of the Consent Decree, 20% of proceeds resulted in a record breaking $614 million fine to the FCC.

The lawsuit is based on the claim that the settlement agreement for the indemnification claim was an underhanded breach of fiduciary duty. Given the significant cross ownership by members of the Jonas family, the suit claims that the claim was settled for an unreasonable price and that Straight Path shareholders were harmed. As a result, the headline number that the class action is chasing is the full amount of the Straight Path fine by the FCC for $614 million - more than the current market capitalization of IDT.

The defendants' argument was laid out in a motion for summary judgment stating that under S&DA, there would be no right for Straight Path to indemnify IDT for fines related to the FCC fine. I am not going to pontificate any further on legal issues of which I have no expertise, but I think this background is important to understand the stock's current malaise.

For further review of the case, I recommend reading the legal opinion from the Court of Chancery here. Let's just think about what a realistic outcome might be. In a worst case scenario, if the business has an implied valuation through our sum of the parts analysis of $1,236 million then a maximum fine of $614 million would leave us with $622 million in today's value which is still higher than today's market cap. I think that the odds that for such a result are low for the following reasons:

One of the plaintiffs has already settled for $12.5 million which seems low compared to the headline figures.
IDT will not bear the full brunt of this suit. IDT's legal expenses thus far in this trial have been at least partially covered by insurance. While I cannot find any document which states what their coverage is, I do not think they will be responsible for the entirety of the fine.
The Plaintiffs were the majority shareholders of Straight Path Communications. Members of the Jonas family either individually or through the Patrick Henry trust collectively owned a majority of Straight Path Communications. They already paid their pro rata share of the FCC fines. Let's assume that the plaintiffs owned 50% of Straight Path, then would the remaining 50% of owners who are included to the class action receive full compensation for $614 in fines paid or only $312 million for the fines paid on a pro-rata basis by that group of shareholders? I tend to think that the latter is more probable.

The case has already been to trial and we are just awaiting a decision. My contention is that the market is confusing uncertainty with risk. The outcome is very uncertain, but the current price is already pricing in a decision by the courts to hold IDT fully responsible for the fine. While I cannot estimate the outcome, I am using a base case outcome of a $150 million loss in present value based on the above reasoning - it could be substantially more and it could be zero.

Valuation with Class Action (Author's Representation)

I see the end of this period of uncertainty as a major catalyst for the stock, especially if the courts side with IDT and the other plaintiffs in the class action suit.

More Risks

The first and foremost risk is the pending litigation discussed at length above. Additionally, there are risks to each of the valuations used in the sum of the parts analysis. Here are a few concerns to consider:

The traditional communications business could deteriorate faster than I am expecting.
BOSS Money and NRS have been cross selling services to customers leveraging the BOSS Revolution business. Once they have significantly penetrated those customers, they may have trouble maintaining the same growth rates.
Valuations for the emerging growth segments may fall as the comparables fall in valuation. This has been another drag on the stock as comparable businesses have fallen from nearly 30 times sales to low single digit multiples. I believe these multiples have bottomed out, but they may fall further still.

This article was written by

Jonquil Capital is a private investor, investment analyst, and writer from Smyrna, Georgia - the Jonquil city.Hopefully, by putting some words down in a page I can clarify my own thoughts on investment ideas and inspire worthwhile discussion and debate about the merits of these investments. I've been fully indoctrinated into the value investing discipline despite a background as a founder in the tech startup ecosystem rife with valuations. Drawing upon my prior experience, I look at each investment as a bonafide ownership stake in the business with an indefinite time horizon. Jonquil Capital is not a registered investment advisor, legal or tax advisor, or a broker / dealer. All opinions expressed are from personal research and intended to be educational. You should consider your own personal situation and seek tailored professional advice if needed before making any investing or financial decisions for yourself.

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Seeking Alpha's Disclosure: Past performance is no guarantee of future results. No recommendation or advice is being given as to whether any investment is suitable for a particular investor. Any views or opinions expressed above may not reflect those of Seeking Alpha as a whole. Seeking Alpha is not a licensed securities dealer, broker or US investment adviser or investment bank. Our analysts are third party authors that include both professional investors and individual investors who may not be licensed or certified by any institute or regulatory body.

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Communication Services IDT Corporation: Extreme Pessimism Priced In Aug. 03, 2023 1:29 AM ET IDT Corporation (IDT)18 Comments 3 Likes Jonquil Capital 71 Followers Follow Summary * IDT Corporation has a substantial upside when valued as a sum of the parts story. * The growth segment of the company, including BOSS Money, Net2Phone, and National Retail Solutions, has shown explosive growth and potential. * The pending class action lawsuit against IDT by shareholders of Straight Path Communications is a major overhang on the stock. by sonmez/iStock via Getty Images IDT Corporation ( NYSE: IDT) has substantial upside when valued as a some of the parts story. The company can be broken into two segments, traditional communications and growth businesses. The traditional communications businesses have been consistently shrinking which has masked the explosive growth and potential of the growth segment. While I will touch on a reasonable updated valuation for the business based on a sum of the parts analysis, the focus of this article will be reviewing the major overhang of the stock - the pending Straight Path Communications Class Action lawsuit. Sum of The Parts Analysis Let's start with the easiest part to look at - cash. In their June 2023 presentation, IDT notes that they have $138 million in cash and cash equivalents (representing $5.44 / share in value) with $0 debt. High Growth Business Segments The high growth segment consists of (1) Boss Money, (2) Net2Phone, and (3) National Retail Solutions. 1. BOSS Money: BOSS Money remittance has experienced strong growth, with a 29% increase in revenue and a 24% rise in transaction volume, reaching 11.9 million transactions in the past twelve months. Leveraging its existing customer base from BOSS Revolution Calling, BOSS Money efficiently cross-sells its remittance services, serving families relying on cross-border payments. With expansion into new geographies and partnerships, the future looks promising for continued growth. Comparable businesses such as MoneyGram International (MGI) and Remitly Global (RELY) trade for 1.32 and 4.36 times Enterprise Value / Sales respectively. BOSS Money's growth makes it a much closer comparison to Remitly, but given that BOSS Money is substantially smaller and growing slightly slower it deserves some discount to that comparable. Conservatively, I would estimate that BOSS Money could be sold for at least 3 times Sales and should have an annualized run rate of roughly $80 million, implying a $240 million valuation for this segment. Boss Money (IDT Q3 23 Presentation) 2. Net2Phone: This segment is a player in the unified communications as a service (UCaaS) market. Net2Phone continues to impress, with its subscription services revenue growing by 20% to over $17.1 million in the past quarter representing a $68.4 million run rate revenue. The company has successfully increased revenue per seat, focusing on higher-value customers and strategic channel partners. The business targets customers in less competitive markets for UCaaS such as Africa and LATAM while competitors such as RingCentral and 8x8 are focused on Europe and the United States. Furthermore, Net2Phone's low churn and efficient cost management have led to early profitability, positioning it favorably among UCaaS players. Taking a look at comparables for Net2Phone, RingCentral (RNG) has traded down from 29 times sales to roughly 2.6 times today. The other reasonable comparable business, 8x8 (EGHT), is trading at 1.32 times Enterprise Value / Sales. The growth profile for Net2Phone is most similar to RingCentral which recently grew sales 14% year over year, but is still operating at a GAAP loss in terms of their net income. Management has stated that $20 million of their SG&A expense for Net2Phone is being used for customer acquisition and is therefore not indicative of the earning power of the business. If you can take that at face value, if Net2Phone was not investing in any additional growth, the business would be earning $24 million in annual adjusted EBITDA (including the $1 million in EBITDA earned in Q3. I would still argue that a sales multiple would be a more sensible method to value this segment and I think this business is at least as good as RingCentral and should trade at 2.6 times sales or $178 million. Net2Phone Sales (IDT Investor Presentation) 3. National Retail Solutions (NRS): NRS has emerged as the crown jewel of IDT, recording a staggering 113% 4 year CAGR in revenue growth leading to $70.3 million recurring revenue in the last twelve months. The business provides point of sales systems to bodegas, C-stores, and similar retailers. With 23,900 POS terminals installed, NRS has managed to create a unique value proposition that increases customer stickiness and dependency over time. With a projected $80 million in revenue for FY23 and $30 million in EBITDA, NRS is set for substantial expansion, potentially reaching well over $100 million in revenues with nearly 40% EBITDA margins. NRS Growth (IDT Investor Presentation) For NRS, there are not fantastic comparables that match the level of growth and diversity of recurring revenue streams that this business has. I believe that valuing the business at 20 times EBITDA is undemanding given the spectacular growth rates of the business. At the ttm EBITDA of $21.5 million, a 20 times multiple would be a $430 million in value. Traditional Communications The traditional communications businesses are lower growth and shrinking businesses that represent the bulk of IDT's revenue and net income. Revenues in the last quarter fell 15% year over year. Adjusted EBITDA has only fallen 2% over that same period. Competition in each of these segments is high and growth is unlikely. Without developing any strong view on these businesses, EBITDA has been roughly $50 million on average since 2019. Given the business quality concerns, a multiple of 5xEBITDA would be reasonable - representing $250 million in value. Bringing It All Together Sum of the Parts (Author's representation) The sum of the parts value represents a 111% premium over today's share price of $23.07. As exciting as this 50 cent dollar is, there are view clouds on the horizon that are keeping share prices down. The most recent slide of 32% from a May high of $33.97 per share can be hard to explain. In my opinion, seeing a decline in revenues at NRS quarter over quarter must have come as a surprise to the market. Additionally, the declines in traditional communication have been pronounced as the company has returned to more normal levels after seeing unexpected growth in 2021. Based on our estimates, the biggest risk and the largest overhang on IDT is the pending class action lawsuit filed against IDT by shareholders of Straight Path Communications. Straight Path Communications Class Action IDT spun off Straight Path in 2013. The spin-off was governed by a Separation and Distribution agreement (S&DA). The S&DA outlines certain circumstances where IDT will indemnify (compensate for harm or loss) Straight Path and other cases where Straight Path will indemnify IDT. Subsequently, an FCC investigation into Straight Path lead to a settlement outlined in a document called a 'Consent Decree'. The Consent Decree contained 3 distinct parts: 1. Straight Path forfeited 20% of their Spectrum Assets 2. Straight Path was required to sell its Spectrum Assets within one year and had to pay 20% of the proceeds to the FCC. 3. A fine of $100 million. The plaintiff in the lawsuit alleges that IDT and Straight Path worked in a coordinated fashion in response to the FCC investigation fearing that it may result in an indemnification claim against IDT. Subsequently in 2017, IDT and Straight Path reached a settlement agreement for the indemnification claims for total consideration of $16 million. Finally, when Straight Path went to sell their assets, a bidding war broke out between AT&T a Verizon resulting in an enormous $3.1 billion purchase of Straight Path. Due to the 2nd stipulation of the Consent Decree, 20% of proceeds resulted in a record breaking $614 million fine to the FCC. The lawsuit is based on the claim that the settlement agreement for the indemnification claim was an underhanded breach of fiduciary duty. Given the significant cross ownership by members of the Jonas family, the suit claims that the claim was settled for an unreasonable price and that Straight Path shareholders were harmed. As a result, the headline number that the class action is chasing is the full amount of the Straight Path fine by the FCC for $614 million - more than the current market capitalization of IDT. The defendants' argument was laid out in a motion for summary judgment stating that under S&DA, there would be no right for Straight Path to indemnify IDT for fines related to the FCC fine. I am not going to pontificate any further on legal issues of which I have no expertise, but I think this background is important to understand the stock's current malaise. For further review of the case, I recommend reading the legal opinion from the Court of Chancery here. Let's just think about what a realistic outcome might be. In a worst case scenario, if the business has an implied valuation through our sum of the parts analysis of $1,236 million then a maximum fine of $614 million would leave us with $622 million in today's value which is still higher than today's market cap. I think that the odds that for such a result are low for the following reasons: 1. One of the plaintiffs has already settled for $12.5 million which seems low compared to the headline figures. 2. IDT will not bear the full brunt of this suit. IDT's legal expenses thus far in this trial have been at least partially covered by insurance. While I cannot find any document which states what their coverage is, I do not think they will be responsible for the entirety of the fine. 3. The Plaintiffs were the majority shareholders of Straight Path Communications. Members of the Jonas family either individually or through the Patrick Henry trust collectively owned a majority of Straight Path Communications. They already paid their pro rata share of the FCC fines. Let's assume that the plaintiffs owned 50% of Straight Path, then would the remaining 50% of owners who are included to the class action receive full compensation for $614 in fines paid or only $312 million for the fines paid on a pro-rata basis by that group of shareholders? I tend to think that the latter is more probable. The case has already been to trial and we are just awaiting a decision. My contention is that the market is confusing uncertainty with risk. The outcome is very uncertain, but the current price is already pricing in a decision by the courts to hold IDT fully responsible for the fine. While I cannot estimate the outcome, I am using a base case outcome of a $150 million loss in present value based on the above reasoning - it could be substantially more and it could be zero. Valuation with Class Action (Author's Representation) I see the end of this period of uncertainty as a major catalyst for the stock, especially if the courts side with IDT and the other plaintiffs in the class action suit. More Risks The first and foremost risk is the pending litigation discussed at length above. Additionally, there are risks to each of the valuations used in the sum of the parts analysis. Here are a few concerns to consider: * The traditional communications business could deteriorate faster than I am expecting. * BOSS Money and NRS have been cross selling services to customers leveraging the BOSS Revolution business. Once they have significantly penetrated those customers, they may have trouble maintaining the same growth rates. * Valuations for the emerging growth segments may fall as the comparables fall in valuation. This has been another drag on the stock as comparable businesses have fallen from nearly 30 times sales to low single digit multiples. I believe these multiples have bottomed out, but they may fall further still. This article was written by Jonquil Capital 71 Followers Follow Jonquil Capital is a private investor, investment analyst, and writer from Smyrna, Georgia - the Jonquil city.Hopefully, by putting some words down in a page I can clarify my own thoughts on investment ideas and inspire worthwhile discussion and debate about the merits of these investments. I've been fully indoctrinated into the value investing discipline despite a background as a founder in the tech startup ecosystem rife with valuations. Drawing upon my prior experience, I look at each investment as a bonafide ownership stake in the business with an indefinite time horizon. Jonquil Capital is not a registered investment advisor, legal or tax advisor, or a broker / dealer. All opinions expressed are from personal research and intended to be educational. You should consider your own personal situation and seek tailored professional advice if needed before making any investing or financial decisions for yourself. Analyst’s Disclosure: I/we have a beneficial long position in the shares of IDT either through stock ownership, options, or other derivatives. I wrote this article myself, and it expresses my own opinions. I am not receiving compensation for it (other than from Seeking Alpha). I have no business relationship with any company whose stock is mentioned in this article. Seeking Alpha's Disclosure: Past performance is no guarantee of future results. No recommendation or advice is being given as to whether any investment is suitable for a particular investor. Any views or opinions expressed above may not reflect those of Seeking Alpha as a whole. Seeking Alpha is not a licensed securities dealer, broker or US investment adviser or investment bank. Our analysts are third party authors that include both professional investors and individual investors who may not be licensed or certified by any institute or regulatory body. Like (3) Share Comment s (18) Recommended For You Comments (18) Newest Publish bazooooka 29 Sep. 2023 Premium Investing Group Comments (12.71K) interesting Reply Like S SummitWaldo56 30 Sep. 2023 Premium Comments (351) @bazooooka Maybe, but it keeps drifting down in price. Reply Like M Mrjs 03 Oct. 2023 Premium Comments (226) @SummitWaldo56 spike today 20% Reply Like S SummitWaldo56 03 Oct. 2023 Premium Comments (351) @Mrjs still hardly comforting, ""This post-trial opinion finds that the controller here, Howard Jonas, drove an unfair transaction in breach of fiduciary duty, but that no damages flowed therefrom," Vice Chancellor Sam Glasscock III wrote in his court ruling on Tuesday." Reply Like (1) See More Replies S SummitWaldo56 05 Sep. 2023 Premium Comments (351) The eternal value trap. The family that controls this company will never realize the "sum of the parts" equation. Your article is helpful and appreciated. The price needs to go lower before I will get back in. Reply Like (1) Jonquil Capital 07 Sep. 2023 Analyst Premium Comments (12) @SummitWaldo56 valid concerns. I don’t think they will realize the SOTP value until the IPO market gets a bit richer. They’ve done a lot of spin-offs in the past so there some evidence that they will do it in the future. Shorter term catalyst with the straight path resolution will lead to some price action in one way or another. Reply Like S SummitWaldo56 08 Sep. 2023 Premium Comments (351) @Jonquil Capital Where would I be able to find a list of the spinoff they’ve done in the past and be able to assess the performance of those business. I’ve vaguely follow this company for a long time and it seems like management always comes out doing well and getting rich, but I wonder about the small individual shareholder Reply Like (1) Jonquil Capital 11 Sep. 2023 Analyst Premium Comments (12) @SummitWaldo56 the biggest success was Straightpath Communications which was a 100-bagger for shareholders. Others include Genie Energy and Rafael holdings. Reply Like See More Replies tpitcher12345 16 Aug. 2023 Premium Comments (12) Also, any ideas when the judgement be handed down in the trial between IDT and Straight Path? Reply Like Jonquil Capital 17 Aug. 2023 Analyst Premium Comments (12) @tpitcher12345 hearing was on May 8th and these decisions take around 3 months to come out so we can expect something any day now. Reply Like (2) tpitcher12345 16 Aug. 2023 Premium Comments (12) Thanks for the article. Got better informed on this stock. FYI : Couple of spelling errors - but not a biggie. But, why are there no Wall Street or Quant ratings on this stock? Any thoughts? Reply Like Jonquil Capital 17 Aug. 2023 Analyst Premium Comments (12) @tpitcher12345 I appreciate the feedback and definitely noted on the spelling errors. I probably run my write ups a little too quickly. Not sure why there are no ratings other than the business is on the small cap side. Reply Like (1) Gino Verza 05 Aug. 2023 Comments (755) Thank you. Agree 100%. The stock is way underpriced. Low public float and low analyst coverage are obstacles. Eventually value and price will converge. LT Holder. Reply Like (3) Add A Comment Disagree with this article? Submit your own. To report a factual error in this article , click here . Your feedback matters to us! About IDT Symbol Last Price % Chg * 1D * 5D * 1M * 6M * 1Y * 5Y * 10Y * Market Cap PE Yield (TTM) Rev Growth (YoY) Short Interest Prev. 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