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Nuance Communications, Inc is a multinational software technology company that specialises in AI-powered speech recognition and Natural Language Processing(NLP) solutions that have various applications in the healthcare industry. It is a pioneer in cognitive and conversational artificial intelligence (AI) innovations. These innovations infuse intelligence into daily work and life, amplifying human intelligence to boost productivity and enhance security. In the past two decades, Nuance has achieved significant milestones, including generating over $1 billion in annual appropriate reimbursement for healthcare organisations, saving enterprises over $1 billion annually, and estimated savings of $2 billion per year in fraud prevention.<ref>https://technologymagazine.com/ai-and-machine-learning/who-are-nuance-microsofts-latest-acquisition</ref>
Nuance Communications, Inc is a multinational software technology company that specialises in AI-powered speech recognition and Natural Language Processing(NLP) solutions that have various applications in the healthcare industry. It is a pioneer in cognitive and conversational artificial intelligence (AI) innovations. These innovations infuse intelligence into daily work and life, amplifying human intelligence to boost productivity and enhance security. Over the last 20 years, Nuance has delivered over US$1bn in appropriate reimbursement annually for healthcare organisations, more than US$USbn in annual savings for enterprises and an estimated $US2bn in annual fraud prevention savings.


== Operations ==
== Operations ==
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Originally incorporated as Visioneer in 1992, the company merged with ScanSoft, Inc. its largest competitor at the time in 1999. In 2005, ScanSoft acquired and merged with Nuance Communications, Inc and changed its name to the same. Under this name, the company had  was a key player in the development of voice recognition software and speech-to-text technology. As of March 4th 2022, Nuance Communications Inc. is a subsidiary of Microsoft Corp. It is based in Burlington, Massachusetts, but it has established a significant presence in the Seattle area through various acquisitions such as Saykara<ref>https://www.crunchbase.com/organization/nuance/company_financials</ref>, VoiceBox, Swype, and several others.
Originally incorporated as Visioneer in 1992, the company merged with ScanSoft, Inc. its largest competitor at the time in 1999. In 2005, ScanSoft acquired and merged with Nuance Communications, Inc and changed its name to the same. Under this name, the company had  was a key player in the development of voice recognition software and speech-to-text technology. As of March 4th 2022, Nuance Communications Inc. is a subsidiary of Microsoft Corp. It is based in Burlington, Massachusetts, but it has established a significant presence in the Seattle area through various acquisitions such as Saykara<ref>https://www.crunchbase.com/organization/nuance/company_financials</ref>, VoiceBox, Swype, and several others.
=== Mission of the company ===
=== Mission of the company ===
At its core, Nuance aims to use advanced conversational AI to help improve productivity, enhance customer experiences, and enable seamless human-machine interactions across various industries, including healthcare, automotive, financial services, and more. Its website states its mission statement as, "amplifying your ability to help others"<ref>https://www.nuance.com/en-gb/company-overview/what-we-do.html</ref>. According to Nuance CEO Mark Benjamin, ''“We are committed to innovating new and cutting-edge AI solutions that help make healthcare more personal, affordable, effective and accessible, while also continuing to improve the patient and clinician experience."<ref>https://www.geekwire.com/2022/microsofts-19-7b-nuance-deal-is-finally-final-nearly-a-year-after-it-was-announced/</ref>'' It is trusted by 77 percent of U.S. hospitals and 85 percent of the Fortune 100 across the globe.
At its core, Nuance aims to use advanced conversational AI to help improve productivity, enhance customer experiences, and enable seamless human-machine interactions across various industries, including healthcare, automotive, financial services, and more. Its website states its mission statement as, "amplifying your ability to help others"<ref>https://www.nuance.com/en-gb/company-overview/what-we-do.html</ref>. According to Nuance CEO Mark Benjamin, ''“We are committed to innovating new and cutting-edge AI solutions that help make healthcare more personal, affordable, effective and accessible, while also continuing to improve the patient and clinician experience."<ref>https://www.geekwire.com/2022/microsofts-19-7b-nuance-deal-is-finally-final-nearly-a-year-after-it-was-announced/</ref>''


=== Main offerings of the company ===
=== Main offerings of the company ===
The company offers an array of solutions under three primary segments:  Healthcare, Enterprise, and Other.   
The company offers an array of solutions under four primary segments:  Healthcare, Enterprise, Automotive, and Other.   


The Healthcare segment focuses on improving and simplifying clinical documentation through solutions that comprehend and analyse clinical speech and language. It also focuses on improving care quality, reducing physician burnout, integrating quality measures, and facilitating reimbursement. This segment provides products like Dragon Medical One, a cloud-based speech recognition solution, and Nuance Dragon Ambient eXperience (Nuance DAX), an AI powered clinical documentation solution. These tools enhance clinical documentation efficiency, accuracy and accessibility.  
The Healthcare segment focuses on improving and simplifying clinical documentation through solutions that comprehend and analyse clinical speech and language. It also focuses on improving care quality, reducing physician burnout, integrating quality measures, and facilitating reimbursement. This segment provides products like Dragon Medical One, a cloud-based speech recognition solution, and Nuance Dragon Ambient eXperience (Nuance DAX), an AI powered clinical documentation solution. These tools enhance clinical documentation efficiency, accuracy and accessibility.  
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The Enterprise segment employs speech, natural language understanding, and AI to automate customer solutions across various channels, including voice, mobile, web, and messaging. This segment delivers intelligent engagement solutions and utilises Conversational AI, Engagement AI, and Security AI to better interact with customers. Examples include virtual assistant and chatbots for enhanced customer service to achieve the best possible business outcomes.
The Enterprise segment employs speech, natural language understanding, and AI to automate customer solutions across various channels, including voice, mobile, web, and messaging. This segment delivers intelligent engagement solutions and utilises Conversational AI, Engagement AI, and Security AI to better interact with customers. Examples include virtual assistant and chatbots for enhanced customer service to achieve the best possible business outcomes.


The Other segment consists mainly of voicemail transcription services.
The Automotive segment offers embedded and cloud-based automotive solutions.
 
The Other segment delivers mainly language and translation services that aren't healthcare or enterprise focused. It includes the SRS and Devices businesses.


Serving a diverse range of industries, from healthcare and financial services to telecommunications, government, and retail, Nuance markets and sells its innovative solutions directly and through an extensive network of resellers. These resellers encompass system integrators, independent software vendors, value-added resellers, distributors, hardware vendors, telecommunications carriers, and e-commerce websites globally.
Serving a diverse range of industries, from healthcare and financial services to telecommunications, government, and retail, Nuance markets and sells its innovative solutions directly and through an extensive network of resellers. These resellers encompass system integrators, independent software vendors, value-added resellers, distributors, hardware vendors, telecommunications carriers, and e-commerce websites globally.


== Acquisition by Microsoft ==
== Acquisition by Microsoft ==
On March 4<sup>th</sup> 2022, Microsoft Corp completed the acquisition of Nuance Communications Inc. in all cash transaction valued at $18.8<ref>https://www.microsoft.com/investor/reports/ar22/index.html</ref> billion, inclusive of Nuance’s net debt. This is the third largest acquisition in Microsoft history after Activision-Blizzard and LinkedIn.
On March 4<sup>th</sup> 2022, Microsoft Corp completed the acquisition of Nuance Communications Inc. in all cash transaction valued at $19.7 billion, inclusive of Nuance’s net debt. This is the third largest acquisition in Microsoft history after Activision-Blizzard and LinkedIn.
[[File:MS + NUANCE.jpg|thumb|311x311px]]
[[File:MS + NUANCE.jpg|thumb|311x311px]]


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==== Benjamin Owen Orndorff ====
==== Benjamin Owen Orndorff ====
Mr. Benjamin Owen Orndorff has been serving as a Director at Nuance Communications, Inc. since March 04, 2022. Additionally, he holds the position of Managing Director at 6 Wunderkinder GmbH.  Furthermore, he has been a Director at LinkedIn Australia Pty Ltd since January 26, 2017.
Mr. Benjamin Owen Orndorff has been serving as a Director at Nuance Communications, Inc. since March 04, 2022. Additionally, he holds the position of Managing Director at 6 Wunderkinder GmbH.  Furthermore, he has been a Director at LinkedIn Australia Pty Ltd since January 26, 2017.
== Financials ==
=== Historic key financials <ref>https://www.capitaliq.com/CIQDotNet/Financial/KeyStats.aspx?CompanyId=346200</ref> ===
{| class="wikitable mw-collapsible"
|-
|For the Fiscal Period Ending
|12 months
Sep-30-2020A
|12 months
Sep-30-2021A
|12 months
Dec-31-2021A
|-
|Currency (in millions)
|USD
|USD
|USD
|-
|
|
|
|
|-
|Total Revenue
|1,283.8
|1,362.4
|1,338.1
|-
|Growth Over Prior Year
|1.0%
|6.1%
|5.5%
|-
|
|
|
|
|-
|Gross Profit
|790.4
|853.1
|821.6
|-
|Margin %
|61.6%
|62.6%
|61.4%
|-
|
|
|
|
|-
|EBITDA
|170.1
|186.7
|133.6
|-
|Margin %
|13.2%
|13.7%
|10.0%
|-
|
|
|
|
|-
|EBIT
|79.1
|98.7
|45.4
|-
|Margin %
|6.2%
|7.2%
|3.4%
|-
|
|
|
|
|-
|Earnings from Cont. Ops.
|(13.0)
|(17.4)
|(81.9)
|-
|Margin %
|(1.0%)
|(1.3%)
|(6.1%)
|-
|
|
|
|
|-
|Net Income
|21.4
|(26.7)
|(99.2)
|-
|Margin %
|1.7%
|(2.0%)
|(7.4%)
|}


== Risks ==
== Risks ==
Prior to getting acquired by Microsoft, Nuance used to be a publicly traded company. In 2022, Microsoft agreed to purchase all the publicly traded shares of Nuance Communications Inc. at a price of $56.00 per share. This meant that Microsoft would pay Nuance shareholders $56.00 in cash for each share that they owned. This type of acquisition is commonly referred to as an "all-cash transaction" because the consideration is paid in cash rather than through a combination of cash and stock. As a result of this acquisition, Nuance will cease to be a publicly traded company.


As a result of Nuance's recent acquisition, it encounters various risks and challenges related to the process. Some of these include:
== Financials ==
 
Integration Issues - Integrating two large companies with different cultures, systems, and processes can be complex and may take time to complete. The success of the acquisition depends on how well the integration is managed.
 
Synergy Realisation - Achieving the expected synergies and benefits from the acquisition may require careful planning and execution. Ensuring that the integration enhances the overall value of the combined entity is a significant challenge.
 
Cultural Differences - Nuance and Microsoft might have different corporate cultures, and aligning these cultures could be challenging. Ensuring that employees from both companies work cohesively is crucial for a successful integration.
 
Regulatory Approval - The acquisition may require regulatory approvals from government authorities, both domestically and internationally and delays  in obtaining these could impact the timeline of the acquisition. For instance, Britain's antitrust regulator, The Competition and Markets Authority (CMA), initially expressed concerns about potential reduced competition in the UK market.


== Valuation ==
== Valuation ==
=== Comparable Analysis (Before Acquisition)<ref>https://www.capitaliq.com/CIQDotNet/Comps/Comparables.aspx?companyId=346200&statekey=2e40e3785da849c5bd1f8c40bb66289c</ref> ===
=== Financial Data ===
[[File:Nuance Comps.png|thumb|1001x1001px]]
{| class="wikitable"
|Company Comp Set
|
|
|
|
|
|
|
|
|
|-
|Company Name
|Shares Outstanding Latest
|Market Capitalization Latest
|LTM Net Debt
|Total Enterprise Value Latest
|LTM Tangible Book Value/Share
|LTM Total Revenue
|LTM EBITDA
|LTM EBIT
|LTM Diluted EPS Excl. Extra Items
|-
|Intel Corporation (NasdaqGS:INTC)
|  4,072.0
|  1,90,651.0
|  6,742.0
|  1,98,708.0
|  15.03
|  79,024.0
|  33,874.0
|  22,082.0
|  4.86
|-
|Microsoft Corporation (NasdaqGS:MSFT)
|  7,496.9
|  22,11,200.8
|  (44,995.0)
|  21,66,205.8
|  13.55
|  1,84,903.0
|  90,830.0
|  78,628.0
|  9.39
|-
|NVIDIA Corporation (NasdaqGS:NVDA)
|  2,500.0
|  5,86,925.0
|  (9,377.0)
|  5,77,404.0
|  7.95
|  26,914.0
|  11,215.0
|  10,041.0
|  3.85
|-
|International Business Machines Corporation (NYSE:IBM)
|  899.3
|  1,09,131.3
|  47,890.0
|  1,57,116.3
|( 54.84)
|  57,351.0
|  12,189.0
|  5,772.0
|  5.21
|-
|
|
|
|
|
|
|
|
|
|
|-
|
|
|
|
|
|
|
|
|
|
|-
|Nuance Communications, Inc.
|  319.4
|  17,735.5
|  855.2
|  18,590.7
|( 2.18)
|  1,338.1
|  133.6
|  45.4
|( 0.27)
|}
{| class="wikitable"
|Summary Statistics
|Shares Outstanding Latest
|Market Capitalization Latest
|LTM Net Debt
|Total Enterprise Value Latest
|LTM Tangible Book Value/Share
|LTM Total Revenue
|LTM EBITDA
|LTM EBIT
|LTM Diluted EPS Excl. Extra Items
|-
|High
|  7,496.9
|  22,11,200.8
|  47,890.0
|  21,66,205.8
|  15.03
|  1,84,903.0
|  90,830.0
|  78,628.0
|  9.39
|-
|Low
|  899.3
|  1,09,131.3
|  (44,995.0)
|  1,57,116.3
|( 54.84)
|  26,914.0
|  11,215.0
|  5,772.0
|  3.85
|-
|Mean
|  3,742.0
|  7,74,477.0
|  65.0
|  7,74,858.5
|( 4.58)
|  87,048.0
|  37,027.0
|  29,130.8
|  5.83
|-
|Median
|  3,286.0
|  3,88,788.0
|  (1,317.5)
|  3,88,056.0
|  10.75
|  68,187.5
|  23,031.5
|  16,061.5
|  5.03
|}
We can see that in terms of market cap and revenue, Nuance is far below the median and mean of its competitors.
=== Trading Multiples ===
[[File:Trading multiples.png|thumb|998x998px]]
{| class="wikitable"
|Company Comp Set
|
|
|
|
|
|
|
|
|-
|Company Name
|TEV/Total Revenues LTM - Latest
|TEV/EBITDA LTM - Latest
|TEV/EBIT LTM - Latest
|P/Diluted EPS Before Extra LTM - Latest
|P/TangBV LTM - Latest
|NTM TEV/Forward Total Revenue (Capital IQ)
|NTM TEV/Forward EBITDA (Capital IQ)
|NTM Forward P/E (Capital IQ)
|-
|Intel Corporation (NasdaqGS:INTC)
|2.5x
|5.7x
|9.0x
|9.6x
|3.1x
|2.63x
|6.71x
|13.44x
|-
|Microsoft Corporation (NasdaqGS:MSFT)
|11.7x
|23.3x
|27.6x
|31.4x
|21.8x
|10.19x
|20.40x
|29.86x
|-
|NVIDIA Corporation (NasdaqGS:NVDA)
|21.5x
|50.7x
|57.5x
|61.0x
|29.5x
|16.67x
|38.33x
|41.89x
|-
|International Business Machines Corporation (NYSE:IBM)
|2.7x
|11.5x
|27.2x
|23.3x
|NM
|2.59x
|9.34x
|12.10x
|-
|
|
|
|
|
|
|
|
|
|-
|
|
|
|
|
|
|
|
|
|-
|Nuance Communications, Inc.
|13.9x
|116.6x
|NM
|NM
|NM
|12.38x
|43.18x
|79.18x
|}
{| class="wikitable"
|Summary Statistics
|TEV/Total Revenues LTM - Latest
|TEV/EBITDA LTM - Latest
|TEV/EBIT LTM - Latest
|P/Diluted EPS Before Extra LTM - Latest
|P/TangBV LTM - Latest
|NTM TEV/Forward Total Revenue (Capital IQ)
|NTM TEV/Forward EBITDA (Capital IQ)
|NTM Forward P/E (Capital IQ)
|-
|High
|21.5x
|50.7x
|57.5x
|61.0x
|29.5x
|16.67x
|38.33x
|41.89x
|-
|Low
|2.5x
|5.7x
|9.0x
|9.6x
|3.1x
|2.59x
|6.71x
|12.10x
|-
|Mean
|9.6x
|22.8x
|30.3x
|31.3x
|18.1x
|8.02x
|18.70x
|24.32x
|-
|Median
|7.2x
|17.4x
|27.4x
|27.4x
|21.8x
|6.41x
|14.87x
|21.65x
|}
The TEV/Total Revenues multiple reflects whether a company overvalues or undervalues or its stocks or whether its valuation is fair. If a company's theoretical enterprise value is high in proportion to its actual revenue, its ratio is large, meaning it's overvalued. The lower the better, in that, a lower EV/R multiple signals a company is undervalued. From the above data we can come to the conclusion that Nuance is overvalued relative to its competitors.
Nuance also has a higher TEV/EBITDA . A high EV/EBITDA means that there is a potential the company is overvalued.The enterprise value to earnings before interest, taxes, depreciation, and amortisation ratio (TEV/EBITDA) compares the value of a company—debt included—to the company’s cash earnings less non-cash expenses.
=== At the time of Acquisition<ref>https://www.hcinnovationgroup.com/analytics-ai/artifical-intelligence-machine-learning/article/21218486/stock-market-analysts-observers-react-to-microsofts-acquisition-of-nuance</ref> ===
The day after Microsoft announced its plans to acquire Nuance, Microsoft stock had risen 6 cents to $255.91, while “Nuance stock blasted 16 percent higher to $52.85,” Seitz reported.
When a company purchases another, it is common for the stock price of the acquiring company to experience a temporary decline, while the stock price of the target company tends to surge. The decline in the acquiring company's share price is often due to paying a higher price than usual for the target company or taking on debt to fund the acquisition. Microsoft did acquire Nuance for $56.00 per share, which was a 23% premium to the closing price of Nuance on Friday, April 9 2021, in an all-cash transaction valued at $19.7 billion, inclusive of Nuance’s net debt.
However, in the long term, acquisitions generally have a positive impact on the acquiring company's share price.


== References ==
== References ==
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