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Stephens Inc.                                                                                         Wireless Applications & Services

      June 6, 2001

      Timothy J. Quillin
      tquillin@stephens.com
      501.377.8078

      M. Raza Rafiq
      rrafiq@stephens.com




      SAY WHAT?
      Initiating Research Coverage of the
      Speech Recognition Leaders
      Nuance Communications (NUAN – OUTPERFORM)

      SpeechWorks International (SPWX – OUTPERFORM)




                                                                            ©2001 Stephens Inc.
This report has been prepared solely for informative purposes as of its stated date and is not a solicitation, or an offer, to buy or sell any security. It does not purport to
be a complete description of the securities, markets or developments referred to in the material. Information included in the report was obtained from internal and
external sources which we consider reliable, but we have not independently verified such information and do not guarantee that it is accurate or complete. Such
information is believed to be accurate on the date of issuance of the report, and all expressions of opinion apply on the date of issuance of the report. No subsequent
publication or distribution of this report shall mean or imply that any such information or opinion remains current at any time after the stated date of the report. We do
not undertake to advise you of any changes in any such information or opinion. We, our employees, officers, directors and/or affiliates may from time to time have a long
or short position in the securities mentioned and may sell or buy such securities. Additional information available upon request.

                 Stephens Inc., 111 Center Street, Little Rock, Arkansas 72201, (501) 377-2000, FAX (501) 377-8003, Member NYSE, NASD, SIPC
Stephens Inc.                                                                                           Wireless Applications & Services
      NUANCE COMMUNICATIONS (NUAN-NASDAQ)                                                                                                                      June 6, 2001
      Timothy J. Quillin, 501.377.8078                                                                                                                        Initial Report
      M. Raza Rafiq                                                                                                                                         OUTPERFORM

       Price (as of 06/05/01): ........................................$17.56                       NUANCE COMMUNICATIONS INC COM (NUAN)
                                                                                                    Jun 2, 2000 - Jun 5, 2001                                             High: 182.00
       52-Week Range: .................................. $182.00 - $8.86                            U.S. Dollar (Split / Spinoff -Adjusted)                                  Low: 8.86
                                                                                                                                                                           Last: 17.52
       Dividend/Yield: ....................................................... 0%                                                                                                         200
                                                                                                                                                                                          180
                                                                                                                                                                                          160
                                                                                                                                                                                          140
       Market Capitalization: ......................... $561.1 million                                                                                                                    120
                                                                                                                                                                                          100
                                                                                                                                                                                          80
       Shares Outstanding: ................................. 32.0 million                                                                                                                 60

       Estimated Float (Shares):......................... 30.7 million                                                                                                                    40

       Average Daily Volume (Shares): .................1,603,755                                                                                                                          20
       Book Value Per Share: ........................................$8.88
       LTM Sales: .............................................. $54.9 million
       Debt/Capital:.......................................................... .0%                                                                         Volume in Millions (max/avg)
                                                                                                                                                                                          10

       ROE (LTM): .......................................................... NM                                                                                                           1
                                                                                                     Jun    Jul    Aug     Sep    Oct    Nov   Dec   Jan   Feb    Mar    Apr    May
       12-Month Price Target:.....................................$20.00
                                                                           Cash                         Chart Courtesy of FactSet Research Systems Inc.
      FYDec.         Rev. (Mil.)              % Change                      EPS
      2000A             $51.8                     165%                    ($0.59)
      2001E             $42.5                     (18%)                   ($1.29)
      2002E             $70.0                     64.8%                   ($0.53)
      3-Year Estimate CAGR (Rev.) (2000A-2003E): 27.3%

        Nuance Communications, based in Menlo Park, California, develops, markets and supports natural voice interface
        software that enables anytime, anywhere access via telephone to Internet content and corporate data. In addition to
        Nuance 7.0, its core speech recognition software, the Company offers verification software, a voice browser and will
        soon offer text-to-speech software. Its customers include wireless and wireline carriers, enterprises and speech portals.

      HIGHLIGHTS AND CONSIDERATIONS

      •     We are initiating coverage of Nuance Communications with an OUTPERFORM rating and a $20 price target.

      •     In general, we foresee rapid growth for Nuance over the next several years, as its speech recognition software
            is deployed to improve productivity, lower costs, enhance customer service and even generate revenue.

      •     We believe that 2001 will prove to be a pivotal year in the speech recognition industry, mostly in terms of
            developer and customer education. Speech recognition is one of the keys to true anytime, anywhere Internet
            access and should eventually be viewed as a core enabler of enterprise mobility.

      •     Based mostly on anecdotal evidence and our own perception, we view Nuance as slightly more forward
            thinking than its speech recognition software peers.

      •     At this stage in the market’s development, there is still a great deal of customer education required, which
            makes it more challenging to sell primarily through channel partners, as Nuance does. In 1Q01, Nuance
            experienced a 40% sequential decline in revenue to $11 million, as the technology spending slowdown had a
            profound impact on its business.

                                                                            ©2001 Stephens Inc.
This report has been prepared solely for informative purposes as of its stated date and is not a solicitation, or an offer, to buy or sell any security. It does not purport to
be a complete description of the securities, markets or developments referred to in the material. Information included in the report was obtained from internal and
external sources which we consider reliable, but we have not independently verified such information and do not guarantee that it is accurate or complete. Such
information is believed to be accurate on the date of issuance of the report, and all expressions of opinion apply on the date of issuance of the report. No subsequent
publication or distribution of this report shall mean or imply that any such information or opinion remains current at any time after the stated date of the report. We do
not undertake to advise you of any changes in any such information or opinion. We, our employees, officers, directors and/or affiliates may from time to time have a long
or short position in the securities mentioned and may sell or buy such securities. Additional information available upon request.

                 Stephens Inc., 111 Center Street, Little Rock, Arkansas 72201, (501) 377-2000, FAX (501) 377-8003, Member NYSE, NASD, SIPC
Stephens Inc.                                                                                           Wireless Applications & Services
      SPEECHWORKS INTERNATIONAL (SPWX-NASDAQ)                                                                                                                  June 6, 2001
      Timothy J. Quillin, 501.377.8078                                                                                                                        Initial Report
      M. Raza Rafiq                                                                                                                                         OUTPERFORM

       Price (as of 06/05/01): ........................................$14.50                         SPEECHWORKS INTL INC COM (SPWX)
       52-Week Range: .................................. $108.50 - $4.81                              Aug 1, 2000 - Jun 5, 2001
                                                                                                      U.S. Dollar (Split / Spinoff -Adjusted)
                                                                                                                                                                       High: 108.50
                                                                                                                                                                          Low: 4.81
                                                                                                                                                                        Last: 14.40
       Dividend/Yield: ....................................................... 0%                                                                                                     120
                                                                                                                                                                                      100
       Market Capitalization: ......................... $455.4 million                                                                                                                80
                                                                                                                                                                                      60
       Shares Outstanding: ................................. 31.4 million                                                                                                             40

       Estimated Float (Shares):......................... 27.9 million                                                                                                                30
                                                                                                                                                                                      20
       Average Daily Volume (Shares): ....................831,250
       Book Value Per Share: ........................................$5.27                                                                                                            10

       LTM Sales: .............................................. $36.0 million
       Debt/Capital:....................................................... .0.6%                                                                     Volume in Thousands (max/avg)
                                                                                                                                                                                      14950
       ROE (LTM): .......................................................... NM                                                                                                       786

       12-Month Price Target:.....................................$19.00                                Aug     Sep     Oct     Nov     Dec     Jan   Feb    Mar     Apr    May


                                                                           Cash                        Chart: Courtesy of FactSet Research Systems Inc.
      FYDec          Rev. (Mil.)              % Change                      EPS
      2000A             $30.0                    114.3%                   ($0.92)
      2001E             $49.1                     63.4%                   ($0.82)
      2002E             $74.6                     52.0%                   ($0.28)
      3-Year Estimate CAGR (Rev.) (2000A-2003E): 55.5%

        SpeechWorks International, headquartered in Boston, Massachusetts, is a leading provider of over-the-telephone
        automated speech recognition solutions to carriers, enterprises and speech portals. SpeechWorks provides a total
        speech recognition solution, including technology, tools and professional services. In addition to its flagship speech
        recognition software, SpeechWorks 6, the Company offers a text-to-speech product and the SpeechSite turnkey call
        automation solution.

      HIGHLIGHTS AND CONSIDERATIONS
      •     We are initiating coverage of SpeechWorks International with an OUTPERFORM rating and a $19 price
            target.

      •     In general, we foresee rapid growth for SpeechWorks over the next several years, as its speech recognition
            software is deployed to improve productivity, lower costs, enhance customer service and even generate
            revenue.

      •     We believe that 2001 will ultimately be considered a pivotal year in the development of the speech recognition
            industry, mostly in terms of developer and customer education. Speech recognition is one of the keys to true
            anytime, anywhere Internet access and should eventually be viewed as a core enabler of enterprise mobility.

      •     At this stage in the market’s development, there is still a great deal of customer education required, which
            favors SpeechWorks’ solutions sales approach.

      •     In the first quarter, SpeechWorks grew revenue by 8% sequentially to $11 million. The Company’s focus on
            providing comprehensive customer solutions seems to be translating into exceptional results, at least in the
            current environment.
                                                                            ©2001 Stephens Inc.
This report has been prepared solely for informative purposes as of its stated date and is not a solicitation, or an offer, to buy or sell any security. It does not purport to
be a complete description of the securities, markets or developments referred to in the material. Information included in the report was obtained from internal and
external sources which we consider reliable, but we have not independently verified such information and do not guarantee that it is accurate or complete. Such
information is believed to be accurate on the date of issuance of the report, and all expressions of opinion apply on the date of issuance of the report. No subsequent
publication or distribution of this report shall mean or imply that any such information or opinion remains current at any time after the stated date of the report. We do
not undertake to advise you of any changes in any such information or opinion. We, our employees, officers, directors and/or affiliates may from time to time have a long
or short position in the securities mentioned and may sell or buy such securities. Additional information available upon request.

                 Stephens Inc., 111 Center Street, Little Rock, Arkansas 72201, (501) 377-2000, FAX (501) 377-8003, Member NYSE, NASD, SIPC
TABLE OF CONTENTS

  INVESTMENT CONCLUSION AND SUMMARY ........................................................................................... 6
  OUTLOOK ........................................................................................................................................................... 6
    Nuance Communications.................................................................................................................................. 7
    SpeechWorks International............................................................................................................................... 7
    Speech Recognition and VoiceXML................................................................................................................ 7
    Technologies .................................................................................................................................................. 10
    Sales Strategies............................................................................................................................................... 12
    Staying Power................................................................................................................................................. 14
    Capitalization ................................................................................................................................................. 14
       Customer and Geographic Diversity.......................................................................................................... 14
       Management/Employees............................................................................................................................ 16
       Product Development ................................................................................................................................ 16
  VALUATION ..................................................................................................................................................... 17
    Cash Flow....................................................................................................................................................... 18
    Catalysts ......................................................................................................................................................... 19
    Risks............................................................................................................................................................... 20
  CONCLUSION ................................................................................................................................................... 20
  NUANCE COMPANY DESCRIPTION ............................................................................................................ 21
    Software Products........................................................................................................................................... 23
       Nuance 7.0................................................................................................................................................. 23
       Nuance Verifier ......................................................................................................................................... 24
       Nuance Vocalizer ...................................................................................................................................... 24
       Nuance Voyager ........................................................................................................................................ 25
       Nuance Voice Web Server ........................................................................................................................ 25
       SpeechObjects ........................................................................................................................................... 25
       Nuance Developer’s Toolkit...................................................................................................................... 25
    Professional Services...................................................................................................................................... 25
    Management ................................................................................................................................................... 26
  SPEECHWORKS COMPANY DESCRIPTION................................................................................................ 26
    SpeechWorks Relationships with AT&T, AOL and Net2Phone.................................................................... 28
    Software Products........................................................................................................................................... 29
       SpeechWorks 6.5....................................................................................................................................... 30
       SpeechSite ................................................................................................................................................. 31
       Speechify................................................................................................................................................... 31
       ETI-Eloquence........................................................................................................................................... 32
       SpeechSecure ............................................................................................................................................ 32
    Professional Services...................................................................................................................................... 33
    Management ................................................................................................................................................... 33




Stephens Inc.                                                                                                                                                            4
FIGURES

Figure 1 SPEECH RECOGNITION INDUSTRY  Flow Diagram of a Voice-Enabled Customer Care
Application................................................................................................................................................................. 8
Figure 2 SPEECH RECOGNITION INDUSTRY  Product Comparison............................................................ 11
Figure 3 SPEECH RECOGNITION INDUSTRY  Key End-Users .................................................................... 13
Figure 4 SPEECH RECOGNITION INDUSTRY  Margin Comparison for 2000.............................................. 13
Figure 5 SPEECH RECOGNITION INDUSTRY  Capitalization Comparison.................................................. 15
Figure 6 SPEECH RECOGNITION INDUSTRY  Customer Concentration Comparison ................................. 15
Figure 7 SPEECH RECOGNITION INDUSTRY  Geographic Concentration Comparison .............................. 15
Figure 8 SPEECH RECOGNITION INDUSTRY  Insider Ownership Comparison........................................... 16
Figure 9 WIRELESS APPLICATIONS INDUSTRY  Valuation Comparison................................................... 17
Figure 10 NUANCE COMMUNICATIONS  Discounted Cash Flow Analysis .................................................. 18
Figure 11 SPEECHWORKS INTERNATIONAL  Discounted Cash Flow Analysis ......................................... 19
Figure 12 NUANCE COMMUNICATIONS  Revenue Composition, 1Q01....................................................... 21
Figure 13 NUANCE COMMUNICATIONS  Selected Customers...................................................................... 22
Figure 14 NUANCE COMMUNICATIONS  Nuance 7.0................................................................................... 23
Figure 15 SPEECHWORKS INTERNATIONAL  Revenue Composition, 1Q01............................................. 27
Figure 16 SPEECHWORKS INTERNATIONAL  Selected Customers............................................................. 28
Figure 17 SPEECHWORKS INTERNATIONAL  Examples of Speech-Activated Services............................. 29
Figure 18 SPEECHWORKS INTERNATIONAL  SpeechWorks Platform ....................................................... 30
Figure 19 SPEECHWORKS INTERNATIONAL  SpeechWorks 6.5 Platform ................................................. 32
Figure 20 NUANCE COMMUNICATIONS  Earnings Model, FY2000A-FY2002E......................................... 38
Figure 21 NUANCE COMMUNICATIONS — Financial Data FY2000A-FY2002E............................................ 39
Figure 22 SPEECHWORKS INTERNATIONAL  Earnings Model, FY2000A-FY2002E................................. 40
Figure 23 SPEECHWORKS INTERNATIONAL  Financial Data, FY2000A-FY2002E ................................... 41




Stephens Inc.                                                                                                                                                               5
INVESTMENT CONCLUSION AND SUMMARY

       We are initiating    We are initiating research coverage of Nuance Communications and SpeechWorks
   research coverage of     International with identical OUTPERFORM ratings. We are genuinely excited about
      NUAN and SPWX         the potential of speech recognition software to transform the way in which we interact
  with OUTPERFORM           with Internet content and corporate data. We believe that the success of both Nuance and
                ratings.    SpeechWorks will be driven primarily by the market’s rapid growth over the next several
                            years and doubt that either of the companies will succeed at the expense of the other.

     At present, speech     Currently, speech recognition technology is used primarily to deflect calls from live
            recognition     customer service representatives. The economic benefit is reduced headcount. In
    technology is used      organizations without a touchtone system, the savings is substantial. Whereas live agent
  mostly to deflect calls   service could easily cost an organization several dollars per call, a self-service system
    from live customer      powered by speech recognition may cost less than $0.50. In most cases, a well-designed
                 service    voice recognition system will also result in lower overall costs than a touchtone system by
       representatives.     improving the customer experience and reducing the caller’s propensity to seek live agent
                            help.

     Speech recognition     Longer term, speech recognition software could fundamentally change how consumers
        technology may      access Internet content via either independent or wireless carrier-controlled voice portals.
   eventually be part of     Perhaps more interestingly, mobile professionals will eventually have a truly ubiquitous
          a multi-modal     means of accessing corporate data from the road. Speech recognition technology may
      platform in which     eventually be part of a multi-modal platform in which voice input is married to graphic
  voice input is married    output. For example, a field service technician might query a corporate database by
      to graphic output.    speaking into a handheld device the question, “Where is my next appointment?” and
                            receive a vocal response with the customer’s name and problem along with a map
                            viewable on the device.

    In the short run, we    In the short run, we favor SpeechWorks’ greater revenue visibility and focus on customer
           favor SPWX’s     solutions. At this stage in the market’s development, there is still a great deal of
   solutions model with     customer education required, which makes it more challenging to sell software primarily
     its greater revenue    through channel partners, as does Nuance. We are also impressed with SpeechWorks
  visibility. In the long   alliances with AT&T, AOL and Net2Phone and see these relationships as key
   run, we like NUAN’s      differentiators (see page 30 for more details). Longer term, though, we foresee a large
  pure software model.      group of skilled developers and systems integrators emerging that will be able to
                            implement complex speech recognition solutions. So in the long run, we favor Nuance’s
                            pure software model, which has positive implications in terms of margins and sustainable
                            growth.

                            In the first quarter 2001, Nuance experienced a 40% sequential decline in revenue to
                            $11.0 million, as the technology spending slowdown had a profound impact on its
                            business. SpeechWorks, on the other hand, grew revenue by 8% sequentially to a nearly
                            identical $11.1 million. SpeechWorks’ focus on providing comprehensive customer
                            solutions seems to be translating into exceptional results, at least in the current
                            environment.


                            OUTLOOK
 In no uncertain terms,
 we believe that speech     We emphatically believe that most speech recognition initiatives are on hold until
 recognition initiatives    economic conditions improve. We do not expect that either Nuance or SpeechWorks will
      are on hold until     grow revenue significantly until at least 2002. However, our longer-term view is much
   economic conditions      more sanguine. We believe that 2001 will ultimately be considered a pivotal year in the
              improve.      evolution of the speech recognition industry, mostly in terms of developer and customer

Stephens Inc.                                                                                                          6
education. Speech recognition is one of the keys to true anytime, anywhere Internet
                           access and should eventually be viewed as a core enabler of enterprise mobility.

                           Nuance Communications

        For NUAN, we       We forecast total Company revenue of $9.9 million in 2Q01 (ending June 30), a 10%
  forecast total revenue   sequential decline, and $42.5 million for the full year 2001, an 18% decline from the
      of $9.9 million in   previous year. We expect a cash loss of ($1.29) in 2001. Clearly the Company is
                   2Q01.   suffering from the slowdown in technology spending this year.

                           In 2002 we forecast total revenue to grow by 65%, slightly surpassing $70 million, with
                           license revenue more than doubling. We expect a cash loss of ($0.53), as margins should
                           continue to improve. We anticipate that the Company will use over $100 million of its
                           cash in 2001 and 2002 before turning cash flow positive in 2003 as it leverages its cost
                           structure over a rapidly expanding revenue base.

                           SpeechWorks International
         For SPWX, we
  forecast total revenue   We forecast total Company revenue of $11.6 million in 2Q01 (ending June 30), a 5%
     of $11.6 million in   sequential increase, and $49.1 million for the full year 2001, an impressive 63% increase
                   2Q01.   from 2000. We expect a cash loss of ($0.82) in 2001. SpeechWorks is faring remarkably
                           well in the current environment, in marked contrast to Nuance.

                           In 2002 we forecast total revenue to grow by 52% to slightly under $75 million, with
                           license revenue growing slightly faster at a 58% clip. We expect a cash loss of ($0.28),
                           as margins should continue to improve. We anticipate that the Company will use over
                           $80 million of its cash in 2001 and 2002 before turning cash flow positive in 2003 as it
                           too leverages its cost structure over a rapidly expanding revenue base.

    We anticipate rapid    In general, we foresee rapid growth for both SpeechWorks and Nuance over the next
        growth for both    several years, as speech recognition software is deployed to improve productivity, lower
     SPWX and NUAN         costs, enhance customer service and even generate revenue.
   over the next several
                  years.   When considering an investment in Nuance or SpeechWorks, there are four key issues to
                           examine:

                           •   The outlook for the speech recognition industry;
                           •   Nuance’s and SpeechWorks’ underlying technologies;
                           •   Their sales strategies; and
                           •   Their ability to weather an economic downturn.

                           Speech Recognition and VoiceXML

                           Effective and useful speech recognition, the process of converting audible signals into
                           digital symbols, has been one of the holy grails of technology for the past 20 years.
                           Speech recognition has the power to transform the way we interact with machines.
                           Speech is a natural, efficient and flexible interface with computers.

     Lack of processing    The barrier to usable technology has been as much a lack of raw processing speed as a
       speed has been a    lack of modeling knowledge. However, with the rapid advances in computing power
       barrier to usable   over the past decade, the technology is beginning to turn up in our everyday life. In fact,
     speech recognition    a portion of this report was authored without the use of a keyboard using IBM’s Via
            technology.    Voice dictation software and an iMac. From a user’s perspective, the product is
                           marginally useful but frustratingly far from perfection.           Neither Nuance nor
                           SpeechWorks offers dictation software.
Stephens Inc.                                                                                                         7
Both Nuance and SpeechWorks focus on telephony solutions in which the speech
                recognition software understands, rather than just transcribes, natural human language.
                Current systems are able to understand elements of a full sentence by using either 1) a
                finite “grammar,” or vocabulary, that will include all variations in the way a particular
                request can be voiced, 2) a multi-word probabilistic model (N-Grams), or 3) a keyword
                spotting algorithm.     New statistical models, such Nuance’s Say Anything or
                SpeechWorks’ How May I Help You, are helping build better natural language
                recognition by dynamically learning from user behavior.

                This natural language understanding, along with other software components, makes it
                possible to create user-friendly customer service solutions (see Figure 1). The brokerage
                and airline industries have been early adopters of speech-driven self-help systems for
                retrieving quotes and flight information, respectively. These proprietary solutions are
                generally built on Interactive Voice Response (IVR) platforms from vendors such as
                InterVoice-Brite or Avaya. The return on investment is generally quite high, as the
                software helps reduce calls to live customer service agents.


                Figure 1 SPEECH RECOGNITION INDUSTRY  Flow Diagram of a Voice-
                Enabled Customer-Care Application




                Source: VoiceXML Forum




Stephens Inc.                                                                                           8
VoiceXML might       The recent emergence of the VoiceXML standard is likely to accelerate the deployment
  prove to be a catalyst    of speech recognition technology. Compared to proprietary IVR solutions, VoiceXML
  for the deployment of     leverages existing corporate investments in Web infrastructure, simplifies the
    speech recognition      development effort by creating an open standard, and supports more deployment options
            technology.     (e.g., hosted applications). Both Nuance and SpeechWorks are proponents of
                            VoiceXML, though Nuance seems to be more vocal regarding the importance of the
                            standard to the industry.

   VoiceXML is a Web-       VoiceXML is a Web-based markup language like HTML (hypertext markup language).
          based markup      Unlike the graphical HTML, VoiceXML uses a voice browser with audio output
   language that uses a     (computer-synthesized and/or recorded) and audio input (voice and/or keypad tones).
     voice browser with     The goal is to enable voice access and interactive voice response (e.g., by telephone,
       audio output and     PDA, or desktop) to Web-based content and applications. Among the potential speech
                 input.     recognition solutions utilizing VoiceXML are the following:

                            •   Customer service. This is the most typical speech recognition solution and is really
                                just a much more robust version of simple touchtone self-service. With VoiceXML,
                                a caller could be routed from one VoiceWeb site to another. For example, a retail
                                store’s voice site might transfer a caller to a specific vendor’s site if the customer
                                wants product information.
                            •   Content. This might include the ability to retrieve personalized information such as
                                address books, calendars, weather reports, travel information and stock quotes.
                                Portals such as TellMe, BeVocal and HeyAnita offer voice content.
                            •   Unified messaging (UM). UM allows users to access e-mail, voice mail, instant
                                messaging (IM), short messaging service (SMS) and faxes in one place, either in text
                                or spoken format.
                            •   Intranets. For instance, users could order supplies or access human resources
                                information. More interestingly, field sales personnel might place orders by phone or
                                access a CRM (customer relationship management) system.
                            •   E-Commerce. Usage in this area probably makes sense only in specific applications
                                such as stock trading or ticket purchases, though Office Depot already successfully
                                processes orders from business customers via a speech recognition system.

     Our due diligence      This may not be the breakthrough year for VoiceXML applications, however. The
     leads us to believe    decrease in technology spending is having a profound impact on emerging technologies
            that there is   such as speech recognition. Corporations are now generally reluctant to deploy new
  substantial interest in   technology even in light of clear evidence of substantial ROI. However, the education
    speech recognition.     process has not stopped. Our due diligence leads us to believe that, while most
                            companies are reluctant to acquire the technology this year, there is substantial interest in
                            speech recognition. We believe that this interest will translate into accelerated sales in
                            2002.

                            Although the potential market for speech recognition software is difficult to quantify, we
                            have no doubt that it is big. Cahners In-Stat Group expects the market for speech
                            recognition software to grow from $200 million today to $2.7 billion by 2005. This
                            strikes us as an ambitious forecast but still indicative of the market’s potential.

   Just in streamlining     In the streamlining of customer service operations alone, we would expect a significant
      customer service      market opportunity. We can quantify this specific market opportunity in terms of overall
  operations, we would      call center headcount reduction. We estimate that there are over 4 million call center
       expect a market      seats throughout the world. Assuming just $25,000 per seat, the total labor costs are
     opportunity of $1      approximately $100 billion. We believe that at least 20% of the seats could be displaced
                billion.    by speech recognition systems for a total cost reduction of $20 billion. If annual software
Stephens Inc.                                                                                                          9
expenditures are just 5% of the cost reduction, this segment of the market is still a $1
                            billion opportunity.

                            Consumer demand for broader VoiceXML applications is still unproven. While we
                            cannot envision surfing the Voice Web anytime soon, we believe that consumers will
                            ultimately embrace numerous specific services, such as voice dialing and unified
                            messaging. Speech recognition technology should help overcome the input constraints of
                            small handheld devices, especially with the introduction of 2.5G and 3G networks that
                            will allow simultaneous voice and data connections. Perhaps the key to winning
                            consumer acceptance, though, is designing intelligent and friendly user interfaces.
                            Simple things like the rhythm or tone of speech output can have a profound impact on
                            user acceptance.

  The biggest threats to     The biggest threats to the speech recognition software market are commoditization of the
         the market are     core technology and increased competition. Both Nuance and SpeechWorks purchased
    commoditization of      most of their core technology from third parties, including speech recognition technology
   the core technology      from SRI International and MIT, respectively. While their current products are much
          and increased     more advanced than the technology the companies purchased, there is still the threat,
           competition.     albeit a weak one, of a movement towards open source code for the core speech
                            recognition technology as VoiceXML is developed.

                            Nuance’s and SpeechWorks’ competition includes the embattled Lernout&Hauspie,
                            InfoSpace (Locus Dialogue), and Philips Electronics as well as the original VoiceXML
                            sponsors—AT&T, IBM, Lucent and Motorola. We are most concerned about IBM,
                            which has developed high-quality speech recognition software but is not currently
                            marketing products to the enterprise market. However, if Nuance and SpeechWorks
                            prove that there is a viable market, IBM may devote more resources to this area.

                            Technologies

         On the surface,    At first glance, and even at second glance, Nuance and SpeechWorks appear to be very
      NUAN and SPWX         similar organizations. Both market speech recognition software to telecommunications
      appear to be very     carriers, enterprises and portals that enables access to Internet content and corporate data
  similar organizations.    via telephones. Both posted approximately $11 million in revenue in the latest quarter,
                            and both have market capitalizations near $450 million. Certainly their product lines
                            bear a striking similarity (see Figure 2).

                            Overall, we do not believe that either firm can claim technical superiority. Still, there is a
                            bit of an “East Coast/West Coast” feud between the two Companies that deserves closer
                            examination.

                            Nuance can trace its roots back to SRI International, an independent R&D and consulting
                            shop based in Menlo Park. Nuance was founded as a vehicle to commercialize SRI’s
                            voice interface software. Nuance’s speech recognition technology uses the Hidden
                            Markov Model (HMM), a statistical process model used in speech recognition since the
                            early 1970s, combined with Gaussian-mixture processing, which divides digitized speech
                            into short segments for faster processing.

    By and large, we do     Similarly, the SpeechWorks technology, developed at MIT, relies on segmental systems
  not believe that either   rather than the frame-based HMM to account for the entire phonetic segment, which
          firm can claim    again allows for faster processing and increases accuracy. So, the core technologies are
  technical superiority.    not a significant point of differentiation.




Stephens Inc.                                                                                                           10
Figure 2 SPEECH RECOGNITION INDUSTRY  Product Comparison

                                         Product                             NUAN                  SPWX

                             Speech Recognition Engine            Nuance 7.0               SpeechWorks 6.5


                             Text-To-Speech                       Vocalizer                Speechify/Eloquence


                             Authentication                       Verifier                 SpeechSecure


                             Browser                              Voyager                  Speech Browser


                             VoiceXML Tools                       VoiceXML Interpreter     OpenVXI


                             Developer Tools                      SpeechObjects            DialogModules


                             Statistical Language Models          Say Anything             How May I Help You


                             Turnkey Auto-Attendant               na                       SpeechSite


                           Source: Company documents and Stephens Inc.



                           Nuance claims that its software handles noisy environments better than SpeechWorks’ as
                           a result of its extensive work with General Motors. SpeechWorks disputes the claim, and
                           we have not found any independent verification.

                           What is indisputable is that Nuance’s speech recognition software supports 25 languages,
                           while SpeechWorks, supports just 18. However, we cannot imagine that support for the
                           additional seven languages is a significant driver of revenue. Likewise, Nuance’s
                           verification software, instant messaging product and its voice browser are points of
                           differentiation but are not significant revenue contributors.

  System architecture is   Perhaps the biggest difference between the two technologies is the system architecture.
  the biggest difference   Nuance uses a distributed client/server architecture, while SpeechWorks favors an “N+1
           between the     sparing” approach. We find the Nuance approach more impressive, but our due diligence
   technologies offered    leads us to believe that buyers of IVR systems are as likely to favor SpeechWorks’ single
  by SPWX and NUAN.
                           server “in the skins” approach. Key points regarding each architecture are listed on the
                           next page.




Stephens Inc.                                                                                                     11
Nuance’s Distributed Architecture
                             O Balances load across multiple servers.
                             O High fault tolerance.
                             O More efficient use of hardware.
                             O More accuracy by leveraging multiple CPUs.

                             SpeechWorks’ N+1 Sparing
                             O Relies on a single server with a backup.
                             O Seamless integration with IVR platforms.

                             Source: Company Documents



                           Although text-to-speech (TTS) is not yet a meaningful contributor to earnings for either
  We believe that the      Company at this time, the product has a bright future, and it is worth noting the
 TTS software offered      differences between the Nuance and SpeechWorks offerings. While Nuance’s offering
  by both NUAN and         has yet to ship, we doubt that its U.S. English version will be technically superior to the
    SPWX has bright        Speechify product SPWX licensed from AT&T. On the other hand, SpeechWorks’ other
           prospects.      TTS offering, Eloquence, supports multiple languages but is based on a less natural
                           sounding formant technology. Nuance may have an edge selling its new product to
                           multinational customers. We summarize the key points regarding TTS below.



                             Nuance’s Vocalizer
                             O Has not shipped.
                             O Cobbled together from multiple vendors, including Lucent and Fonix.
                             O Will support nine languages with state-of-the-art concatenated technology.

                             SpeechWorks’ Speechify/Eloquence
                             O Speechify technology licensed from AT&T.
                             O Speechify may be best on the market—licensed by Microsoft, AOL and Yahoo!
                             O Eloquence product supports 13 languages but uses outdated formant technology,
                                which produces a less life-like voice.

                             Source: Company Documents



                           Net-net, we are not convinced that either Company’s product line is wildly superior to the
                           other, and our feedback from systems integrators indicates that neither is substantively
                           better. Still, based mostly on anecdotal evidence and our own perception, we view
                           Nuance as slightly more forward thinking than its speech recognition software peers.

                           Sales Strategies

NUAN and SPWX offer        Not only are Nuance’s and SpeechWorks’ technologies similar, but also the customers
     their products to     that use their products are comparable (see Figure 3). It almost appears that customers in
   similar customers.      each key market segment are evenly divided between the two competitors.

In 2000, NUAN derived      However, there is a very clear difference in the way in which Nuance and SpeechWorks
     72% of its revenue    market their products. In 2000, 72% of Nuance’s revenue was achieved through
through resellers versus   resellers, including 22% of sales through Nortel. In contrast, SpeechWorks derived just
          SPWX's 38%.      38% of its 2000 revenue from resellers, OEMs and ASPs, including 16% from call
                           automation vendor InterVoice-Brite. SpeechWorks has a more significant professional
                           services organization and even resells hardware as part of its end-to-end solutions.
Stephens Inc.                                                                                                   12
Figure 3 SPEECH RECOGNITION INDUSTRY  Key End-Users

                          Industry                      NUAN                        SPWX
                          Financial Services            Fidelity Investments        Ameritrade
                                                        Charles Schwab              CSFBdirect
                                                        TD Waterhouse               E*TRADE
                          Airlines                      American Airlines           United Airlines
                                                        British Airways             Continental Airlines
                          Telecommunications            Sprint PCS                  BellSouth
                                                        Telespree                   WorldCom
                          Portals                       BeVocal                     AOLbyPhone
                                                        Tellme                      HeyAnita

                          Source: Company reports and Stephens Inc.



    We believe that the   The bottom line, in our opinion, is that Nuance sells products, while SpeechWorks sells
    bottom line is that   solutions. As we mentioned earlier in the report, at this early stage in the market’s
         Nuance sells     growth, it may be necessary to hold the customers’ hands through the design and
       products, while    implementation phases. Thus, SpeechWorks’ direct sales approach appears to be more
    SpeechWorks sells     successful in the current environment, as witnessed by its 8% sequential sales growth in
             solutions.   the 1Q01 compared to Naunce’s 40% sequential decline. In recognition of this, Nuance
                          recently introduced a comprehensive set of design and production services aimed at
                          helping businesses build voice applications. To be clear, though, we do not expect that
                          Nuance will build a large systems integration organization.

                          As this market matures and more qualified integrators emerge, the need for direct
                          customer contact may decrease. Therefore, Nuance’s pure software model may
                          ultimately prove to have positive implications for both sustainable growth and attractive
                          margins.

        NUAN should       In terms of margins, Nuance’s numbers are closer to what we expect from a software firm
generally have higher     (see Figure 4). In 2000, the Company’s revenue from software licenses was roughly 72%
  gross margins than      of total revenue, and its gross margin was close to 80%. On the other hand,
              SPWX.       SpeechWorks derives just 54% of total revenue from product licenses, and its gross
                          margin in 2000 was closer to 60%. In addition, Nuance’s R&D expense as a percent of
                          revenue was higher than SpeechWorks’, while SpeechWorks’ administration costs were
                          much higher than those of Nuance (though this is somewhat misleading due to expense
                          allocation). Interestingly, sales and marketing expenses for the two competitors were an
                          identical 66% of sales.


                          Figure 4 SPEECH RECOGNITION INDUSTRY  Margin Comparison for 2000

                          FY2000                                       NUAN                             SPWX
                          Gross Margin                                  79%                              63%
                          S&M % of Rev.                                 66%                              66%
                          R&D % of Rev.                                 39%                              29%
                          G&A % of Rev.                                 19%                              58%

                          Note: Comparisons ot G&A expenses are generally a challenge due to different allocation methods.
                          Source: Company reports and Stephens Inc.

Stephens Inc.                                                                                                                13
Another difference is in revenue recognition. For Nuance, the revenue clock starts at
                          zero each quarter and, thus, there is little visibility. SpeechWorks, on the other hand,
                          often recognizes revenue over the approximate six months that it takes to implement the
                          software or solution. The upshot is that SpeechWorks’ management enjoys 50%
                          visibility into the next quarter’s results, which is obviously a comfort in this uncertain
                          market.

                          Staying Power

    The fundamental       The issue of the moment is how well any given software vendor can hold up in a difficult
question is, How well     macroeconomic environment and an overall tech spending slowdown. We have little
can software vendors      doubt that speech recognition systems have a substantial quantifiable ROI, especially in
 hold up in a difficult   customer service and auto-attendant applications. However, there is still a great deal of
     macroeconomic        skepticism from potential customers, and therefore, we are pessimistic about the near-
        environment?      term prospects for both Companies’ products.

                          In 2001, we may be more likely to see limited-scope test projects (e.g., an internal voice
                          directory) to evaluate the potential for speech recognition rather than sweeping business
                          process changes to truly take advantage of the technology. Again, we believe that
                          SpeechWorks’ direct customer interaction will help it outpace Nuance in the short run.

  In any case, we are     Regardless of the specifics, we are not assuming that either firm will grow rapidly in
    not assuming that     2001. We do, however, foresee a bright long-term future for speech recognition and for
 either Company will      the two Companies. So we will examine the Companies’ staying power, or their ability
grow rapidly in 2001.     to emerge from what may be a challenging 2001 as strong, if not stronger, businesses—
                          capitalization, customer and geographic diversity, management and employee
                          commitment, and product development.

                          Capitalization

                          First, we must consider the two Companies’ cash positions and their capital requirements
                          over the next year or two, as it may be a challenge to raise additional funds in the current
                          environment. Both companies completed an IPO in 2000 and are well capitalized. We
                          estimate that neither one will require additional capital over the next three years (see
                          Figure 5).

                          Customer and Geographic Diversity

                          Next, we consider the Companies’ customer and geographic diversification. We tend to
   We tend to place a
          premium on      place a premium on firms with a broadly diversified customer base in terms of geography
    companies with a      and vertical industry groups. Both service roughly the same customer base, and neither
   broadly diversified    appears over-exposed to any customer or group of customers. The top five customers for
     customer base in     each of them make up roughly half of revenue (see Figure 6). However, Nuance is much
  terms of geography      farther along in terms of international expansion, with almost half of its revenue derived
 and vertical industry    from overseas compared to less than 10% at SpeechWorks (see Figure 7). Clearly, this
               groups.    has not necessarily helped in 2001, but its broad geographic reach should serve it well in
                          the future.




Stephens Inc.                                                                                                       14
Figure 5 SPEECH RECOGNITION INDUSTRY  Capitalization Comparison,
                1Q01

                ($ in millions)                                         NUAN             SPWX
                Cash and Short-term Inv.                               $206.07           $98.09
                Total Assets                                             275.49          147.88
                Debt                                                       0.00             0.67
                Total Liabilities                                         33.07            10.38
                Total Liab. and Equity                                   275.49          147.88
                EBITDA Loss in 1Q                                      ($14.42)          ($8.29)
                Cash in Years                                               3.6              3.0

                Source: Company reports and Stephens Inc.



                Figure 6 SPEECH RECOGNITION INDUSTRY  Customer Concentration
                Comparison, 1Q01

                                    NUAN                                          SPWX



                                                                                            Top 5
                  Other                                 Top 5                               47%
                  49%                                   51%            Other
                                                                       53%




                Source: Company reports and Stephens Inc.



                Figure 7 SPEECH RECOGNITION INDUSTRY  Geographic Concentration
                Comparison, 1Q01

                                 NUAN                                             SPWX

                                                                                          International
                                                                                               9%

                                                       International
                                                           47%
                 U.S.
                53%


                                                                          U.S.
                                                                         91%



                Source: Company reports and Stephens Inc.




Stephens Inc.                                                                                        15
Management/Employees

                          Third, we evaluate management’s and employees’ commitment to building a world-class
                          organization. Anecdotally, we can vouch for enthusiasm throughout the Nuance
                          organization after spending three days at its V-World conference and were impressed by
                          Nuance’s shared culture. While we have not had the same broad exposure to
                          SpeechWorks’ employees, our feedback from customers indicates that its people have a
                          strong commitment to service.

 We generally believe
                          We generally believe that the SpeechWorks/Nuance competition has a positive impact on
that the SPWX/NUAN        employee morale and generates pride at both organizations. The common pursuit of the
    competition has a     two firms, though, is more usable speech recognition technology and, thus, an improved
   positive impact on     man/machine interface. This quest tends to attract some of the brightest minds in the
  employee morale at      world.
  both organizations.
                          More substantively, neither one’s management has a particularly impressive level of
                          insider ownership, which might suggest an obvious incentive to build value for the long
                          run (see Figure 8). Clearly, though, the insider stake at SpeechWorks is substantively
                          greater.


                          Figure 8 SPEECH RECOGNITION INDUSTRY  Insider Ownership
                          Comparison

                                                            NUAN Shares      SPWX Shares
                          Total Insider Ownership             1,175,561 or 4% 3,460,016 or 11%
                          Float                              30,780,439        27,947,984
                          Total Shares Outstanding           31,956,000        31,408,000

                          Source: Company reports and Stephens Inc.



                          Product Development

    Currently NUAN        Finally, we believe it is important to consider the ability of each Company to develop or
holds one U.S. patent     acquire technology that will keep it at the vanguard of the sector. One clue might come
 versus SPWX’s five.      from their patent portfolios. Nuance holds one U.S. patent and has multiple patents
                          pending. SpeechWorks has 5 U.S. patents and has filed for another 12 in the U.S. and
                          several others overseas. While software patents should not be viewed as protection from
                          competition, they at least provide some legal grounds to defend core technologies.

     Neither company      Neither Company appears to have any defensible intellectual property, and both have
 appears to have any      licensed nonexclusive core technology. That said, improvements in speech recognition
defensible intellectual   software are made through trial and error. Both NUAN and SPWX are distancing
   property, and both     themselves from potential competitors by learning at the speed of their market share and
        have licensed     constantly improving their products. So a new market entrant could license SRI or MIT
    nonexclusive core     technology, but it would be five years behind the times.
          technology.
                          Nuance currently employs approximately 120 engineers, and its cash R&D expenses of
                          $5.24 million equaled 48% of revenue in the first quarter. SpeechWorks has over 100
                          engineers on its payroll, and cash R&D expenses of $3.35 million were roughly 30% of
                          first quarter revenue. Our point here is that both Companies possess experience and
                          R&D commitment that, should translate into a growing portfolio of valuable intellectual
                          property, which we view favorably.

Stephens Inc.                                                                                                    16
VALUATION

                               Based on a price to revenue analysis, neither the shares of Nuance nor SpeechWorks
                               could be considered inexpensive (see Figure 9). However, their leadership positions in
                               an attractive but nascent market may warrant premium multiples.


  Figure 9 WIRELESS APPLICATIONS INDUSTRY  Valuation Comparison (dollars in millions except per
  share amounts)

                              Stephens 6/5/01 Shares Market                                Revenue         P/Revenue
  Company              Ticker   Rating Price    Out      Cap                            CY00A CY01E        2000    2001
  724 Solutions        SVNX             $8.76   53.6   $469.4                             $21.2    $72.3    22.1     6.5
  Aether Systems       AETH      N      11.58   40.5    468.4                              58.2    149.3     8.1     3.1
  At Road              ARDI              1.90   42.9     81.5                              10.6     29.9     7.7     2.7
  AvantGo              AVGO              2.28   31.3     71.5                              16.3     34.5     4.4     2.1
  Comverse Technology* CMVT             67.52  187.5 12,660.0                           1,225.1 1,461.4     10.3     8.7
  Extended Systems     XTND      B       7.77   10.7     83.4                              39.1     28.4     2.1     2.9
  GoAmerica            GOAM              2.40   52.3    125.6                              13.9     91.2     9.1     1.4
  InfoSpace            INSP              3.83  323.1 1,237.6                              214.6    214.8     5.8     5.8
  Nuance Comm.         NUAN      O      17.56   32.0    561.1                              51.8     42.5    10.8    13.2
  Omnisky              OMNY              2.30   60.1    138.1                              11.1     38.3    12.5     3.6
  Openwave Systems     OPWV      N      42.99  177.8 7,642.5                              286.6    551.0    26.7    13.9
  Portal Software      PRSF              5.31  168.2    893.1                             268.3    350.2     3.3     2.6
  Pumatech*            PUMA      O       3.81   44.2    168.5                              38.3     43.7     4.4     3.9
  SignalSoft           SGSF              8.75   23.6    206.5                              13.6     32.6    15.1     6.3
  SpeechWorks Int'l    SPWX      O      14.50   31.4    455.3                              30.0     49.1    15.2     9.3
  TeleComm. Systems TSYS         O       4.00   27.4    109.6                              66.9     81.2     1.6     1.3
  Average                                                                                                    9.9     5.5

  * Revenue for the 12-month periods ending in January; all others are calendar year.
  Note: Companies in bold are Stephens Inc. estimates.
  Source: IBES and Stephens Inc.



  Our 12-month price           Our 12-month price targets are based on a price to revenue multiple applied to our second
targets are based on a         12-month revenue estimate for each firm. Our 12-month target for Nuance is $20.00, or
      price to revenue         14% above the current price, based on a price to revenue multiple of 8 applied to our
   multiple applied to         second 12-month revenue estimate of just over $80 million.
 our second 12-month
  revenue estimate for         Our 12-month price target for SpeechWorks is $19.00, or 31% above the current price,
             each firm.
                               based on a price to revenue multiple of 7 applied to our second 12-month revenue
                               estimate of $83.4 million. We afford Nuance a slightly higher multiple than
                               SpeechWorks based on the slightly higher gross margins that should be possible with its
                               indirect sales model.




Stephens Inc.                                                                                                         17
Cash Flow

                        We believe that an assessment of a stock’s value should include a discounted cash flow
                        analysis as a means to verify the plausibility of a valuation if not to pinpoint a price
  Our DCF analyses
                        target.
   suggest that both
NUAN’s and SPWX’s
  current valuations    Our DCF analyses suggest that both Nuance’s and SpeechWorks’ current valuations are
 may be slightly low.   basically fair, given our reasonable assumptions of slowly declining revenue growth
                        beginning in 2005 and peak net margins in 2007 of roughly 20% for Nuance and 17% for
                        SpeechWorks (see Figures 10 and 11). Importantly, we believe that Nuance’s $200
                        million in cash and SpeechWorks’ $100 million in cash should provide more than
                        adequate capital for growth until both are expected to turn cash flow positive in FY2003.


                        Figure 10 NUANCE COMMUNICATIONS  Discounted Cash Flow Analysis
                        (dollars in millions except per share)

                                                              2000A 2001E 2002E 2003E 2004E 2005E 2010E
                        Revenue                                $51.8 $42.5     $70.0 $107.0 $160.5 $232.7 $557.2
                        Year-to-Year Change                           (18%)     65%    53%    50%    45%      8%
                        Net Margin                               NM     NM       NM      5%   10%    15% 20%
                        Earnings                             ($23.5) ($49.0) ($21.5)   $5.1 $16.0 $34.9 $111.4
                        Depreciation & Amortization               2.7    6.0      6.0    6.0    6.0    6.0    6.0
                        Non-Cash Compensation                     4.9    5.3      1.9    1.9    1.9    1.9    1.9
                        Other                                   (0.3)  (2.4)    (2.8)  (3.4)  (3.4)  (3.4) (3.4)
                        Cash from Operations                 ($21.1) ($45.4) ($18.3)   $9.6 $20.5 $39.4 $115.9
                        Net Investments                         (9.1) (32.0)    (6.0)  (6.0)  (6.0)  (6.0) (6.0)
                        Free Cash Flow                       ($30.2) ($77.4) ($24.3)    $3.6 $14.5 $33.4 $109.9
                        Year-to-Year Change                                                  306% 130%        8%
                        Free Cash Flow Per Share               (0.95) (2.42) (0.76)     0.11   0.46   1.05 3.44
                        Terminal Value                                                                     $41.64

                        Shares Outstanding             32.0
                        2001-2010 Cash Flows Per Share $3
                        Terminal Value Per Share       $10
                        Total Discounted Value Per
                        Share                          $13
                        Excess Cash Per Share          $1
                        Implied Market Price           $14            per share

                        Note: Our DCF analysis assumes a 15% discount rate, revenue growth accelerating to 65% in 2002 before
                        declining to 8% in 2010, net margins improving to 20% by 2007 and a terminal value of roughly 12 times
                        earnings.

                        Source: Stephens Inc. and Company reports.




Stephens Inc.                                                                                                               18
Figure 11 SPEECHWORKS INTERNATIONAL  Discounted Cash Flow
                Analysis (dollars in millions except per share amounts)

                                                  2000A     2001E           2002E 2003E 2004E 2005E 2010E
                Revenue                            $30.0     $49.1           $74.6 $112.9 $169.3 $245.5 $588.0
                Year-to-Year Change                            63%             52% 51% 50%         45%      8%
                Net Margin                           NM        NM              NM     3%     8%    12% 17%
                Earnings                         ($29.6) ($39.1)           ($22.0)   $3.9 $13.5 $29.5 $100.0
                Depreciation & Amortization           1.9      10.0            10.0  10.0 10.0     10.0 10.0
                Non-Cash Compensation                 4.5       7.4             7.4   7.4    7.4     7.4    7.4
                Other                                 4.1     (2.4)           (2.7) (3.6) (3.6)    (3.6) (3.6)
                Cash from Operations             ($23.6) ($31.5)           ($14.8) $17.7 $27.3 $43.3 $113.8
                Net Investments                    (17.6)    (11.4)           (6.0) (6.0) (7.5)    (9.0) (10.0)
                Free Cash Flow                   ($41.2) ($42.9)           ($20.8) $11.7 $19.8 $34.3 $103.8
                Year-to-Year Change                                                         69%    73%      7%
                Free Cash Flow Per Share           (1.31)    (1.37)          (0.66)  0.37 0.63     1.09 3.30
                Terminal Value                                                                           $40.52
                2001-2010 Cash Flows Per Share         $4
                Terminal Value Per Share             $10
                Total Discounted Value Per Share     $14
                Excess Cash Per Share                  $0
                Implied Market Price                 $14 per share

                Note: Our DCF analysis assumes a 15% discount rate, revenue growth slowly declining to 5% in 2010, net
                margins improving to 17% by 2007 and a terminal value of roughly 12 times earnings.
                Source: Stephens Inc. and Company reports



                Catalysts

                For better or worse, the futures of Nuance and SpeechWorks are dependent on the same
                sector trends. While we recognize the distinct capabilities of each Company, we tend to
                believe that their stocks will be driven by similar catalysts and will face comparable risks.

                New Customers: To a certain extent, both Nuance and SpeechWorks are “show me”
                stocks in the sense that the shares may not appreciate significantly until the Companies
                prove that a viable market exists by adding new high-profile customers.

                Product Developments: Both Companies continue to bring new products to the market,
                which should eventually translate into revenue.

                Acquisition Announcements: Somewhat related to the preceding point, we expect that
                Nuance and SpeechWorks may make small acquisitions to add to their product and
                service portfolios.

                New Alliances and Partnerships: Although this is quickly changing, there is a lack of
                qualified integrators and developers in the speech recognition sector. We look for
                SpeechWorks and especially Nuance to benefit from the addition of high-quality resellers
                and integration partners. Resellers would generally include hardware vendors such as
                InterVoice-Brite, which is a key SpeechWorks partner and a developing Nuance
                relationship. Systems integrators would include specialists such as Gold Systems as well
                as the bigger name consultants such as Accenture.


Stephens Inc.                                                                                                       19
Risks

                         Competition: As we mentioned earlier in the report, we believe that IBM could pose a
                         real threat, as it has both quality technology which could be and strong relationships with
                         enterprise customers.

                         Commoditization: There is at least a modest threat of commoditization of the core
                         speech recognition technology. Both Companies licensed technology from third parties
                         at their inception, and though their products have evolved, the core source code could
                         conceivably be utilized by any potential competitor.

                         Service Failures: The biggest barrier to growing the market is getting potential
                         customers comfortable with the technology. Any integration or deployment problems
                         could generate long-term ill will to the detriment of future revenues. It is interesting to
                         note that most failures are more a function of faulty user interface design rather than a
                         failure of the core recognition software.

                         Growing Pains: Both Companies could potentially face a period of hyper-growth over
                         the next couple of years. While we believe that both management teams are solid, it may
                         be a challenge to grow the businesses at the pace of the market’s growth.


                         CONCLUSION

 We recommend both       Again, we recommend both Nuance and SpeechWorks with OUTPERFORM ratings
    NUAN and SPWX        based on our optimistic outlook for the speech recognition software market. We view
with OUTPERFORM          both as leaders in an important but nascent market. While we do not expect spectacular
           ratings.      results in 2001, we believe that customers are continuing to evaluate the technology and
                         will likely begin to deploy speech recognition solutions more aggressively in 2002.

                         In the short run, we favor SpeechWorks, because it has greater revenue visibility and
                         emphasizes comprehensive solutions and customer service. Longer term, we tend to
                         favor Nuance’s indirect sales strategy and forward-thinking technology mindset. Still, we
                         believe that both Companies will benefit from positive market dynamics and that both
                         will prove to be wise investments for those who can tolerate the risk.

  Our 12-month price     Our 12-month price target for Nuance is $20.00, or 14% below its current price, and our
targets for NUAN and     target price for SpeechWorks is $19.00, or 31% above its current price.
   SPWX are $20 and
    $19, respectively.
                         We will become even more bullish when we see one or more of the following:

                         •   An increase in overall corporate technology spending.
                         •   Increased demand for speech recognition in various vertical industry solutions.
                         •   Signs that Nuance and SpeechWorks will remain leaders in the industry, evidenced
                             by continued Fortune 500 customer wins.




Stephens Inc.                                                                                                     20
NUANCE COMPANY DESCRIPTION

  NUAN is a provider      Nuance, based in Menlo Park, California, is a provider of software and services that
       of software and    enable the content and services of the Internet and telephone networks to be accessible
  services that enable    from any telephone. The Company’s software platform consists of software servers that
       the content and    perform speech recognition, natural language understanding, text-to-speech (TTS)
        services of the   synthesis and voice authentication. Nuance also provides professional services to
           Internet and   facilitate the development, implementation and support of applications operating on its
telephone networks to     software platform.
    be accessible from
        any telephone.
                          Nuance software products are based on research originally conducted by SRI
                          International. Upon its inception, Nuance received a license from SRI International to a
                          number of patents and other proprietary rights, including a right to software relating to
                          voice interface technologies. Since then, the Company has invested significantly in
                          developing and improving this core technology. The license was exclusive until
                          December 1999; subsequent to that the Company allowed the exclusivity to lapse.

                          Nuance’s software offerings include Nuance 7.0, the Company’s core voice recognition
                          software; Speechify, a speech synthesis software; Nuance Vocalizer, a text-to-speech
                          (TTS) engine; Application Development Tools; Nuance Verifier, a speaker verification
                          software; and Nuance Voyager, a voice browser. The Company licenses its products to
                          software and service providers as well as enterprises. In the first quarter 2001, about half
                          of it’s revenue was derived from services, though this was unusually low due to a sharp
                          decline in software license revenue (see Figure 12).

In May 2001, Nuance       In May 2001, Nuance introduced a new speech recognition technology “Say Anything.”
     introduced a new     Say Anything allows people to say whatever they want to speech systems to conduct
   speech recognition     transactions or obtain information. Until now, developers have built applications by
      technology “Say     predefining lists of what callers can say. Say Anything combines this capability with
           Anything.”     statistical models that recognize free-style speech and extract key concepts to determine
                          the meaning of user input. Say Anything is not yet generating revenue.


                          Figure 12 NUANCE COMMUNICATIONS  Revenue Composition, 1Q01—
                          ended 3/31/01 (In millions)



                                                                                             Total Revenue = $11.01
                                                                                               Licenses

                                                                                               Services

                                        $5.3
                                        49%

                                                                                  $5.7
                                                                                   51%


                          Source: Company reports and Stephens Inc.




Stephens Inc.                                                                                                       21
Nuance’s core    Nuance’s core technology consists of speech recognition, natural language
  technology consists of   understanding, TTS synthesis and voice authentication. The Company uses the Hidden
     speech recognition,   Markov model for voice recognition. Under this approach, digitized speech is divided
       natural language    into numerous short segments and statistical processes are used to analyze and interpret
    understanding, text-   these segments.
        to-speech (TTS)
     synthesis and voice   Natural language understanding is the ability of the software to extract relevant parts of
         authentication.   the speech using rules established by the developer of the voice interface. The text-to-
                           speech engine synthesizes text into speech, providing a natural sounding voice interface.
                           Last but not least, voice authentication software provides security for applications using
                           biometric speaker verification.
                           Nuance sells its software and services across a variety of industries and market segments
                           in the United States and internationally. Among the list of notable customers are
                           American Airlines, Banco Bradesco, Charles Schwab, Fidelity Investments, OnStar,
                           Sears, Siebel Systems and SprintPCS (see Figure 13).
                           For instance, OnStar has integrated NUAN ‘s software into its virtual advisor platform
                           that will deliver in-vehicle, hands-free access to a collection of Internet-based content.
                           Cisco also announced a multi-year agreement with Nuance that will allow it to
                           incorporate the Company’s speech recognition and voice authentication software into its
                           Architecture for Voice, Video and Integrated Data (AVVID) products. More recently,
                           Japan’s largest carrier, Japan Telecom, has licensed NUAN’s software to power its voice
                           portal.

                           Figure 13 NUANCE COMMUNICATIONS  Selected Customers

                              Communications                           Travel
                              Bell Atlantic (now Verizon)              American Airlines
                              British Telecommunications plc           Delta Airlines
                              CTBC Telecom (Brazil)                    Other
                              Deutsche Telekom (Germany)               Avon
                              Sprint PCS                               Commonwealth of Virginia
                              Southwestern Bell                        CTC Create (Japan)
                              Telenor (Norway)                         Dreyfus Corporation
                              Telia (Australia)                        Entergy Corporation
                              Z-Tel Technologies                       Home Shopping Network
                              Technology/Manufacturing                 National Car Rental Systems, Inc.
                              Dell Japan                               Odeon Cinemas (United Kingdom)
                              Ford Motor Company                       OnStar
                              General Electric Co.                     Sears, Roebuck and Co.
                              Sony Japan                               Siebel Systems
                              Finance/Brokerage/Banking                United Parcel Service
                              American Century                         Voice Portals/Enhanced Service Providers
                              American Express Financial Advisors      BeVocal
                              Banco Itau (Brazil)                      General Magic
                              Banco Mercantil (Venezuela)              GoSolo Technologies
                              Charles Schwab & Co.                     GTG Technologies
                              Fidelity Investments                     ShopTalk
                              Merrill Lynch                            Tellme Networks
                              Dot.coms                                 Webversant
                              Cheap Tickets
                              Fingerhut

                           Source: Company reports and Stephens Inc.

Stephens Inc.                                                                                                      22
Software Products

                            Nuance’s primary software products are Nuance 7.0, Nuance Vocalizer, Nuance
                            Voyager, Nuance Web Server, SpeechObjects and the Nuance Developer’s Toolkit.

                            Nuance 7.0

        Nuance 7.0 is the   Nuance 7.0 is the Company’s flagship software that provides speech recognition and
    Company’s flagship      natural language understanding capabilities. The software has a unique distributed
  software that provides    architecture that supports concurrent load balancing of speech recognition, natural
      speech recognition    language understanding, voice authentication and text-to-speech synthesis.     The
   and natural language     architecture utilizes three primary components: the Recognition Server, Recognition
          understanding
                            Client and Resource Manager (see Figure 14).
            capabilities.


                            Figure 14 NUANCE COMMUNICATIONS  Nuance 7.0



                                                                          Speech-Enabled Application



                                                                              Nuance Clients



                                                                           Resource Manager




                                                          Nuance          Nuance       Nuance          Nuance
                                                          Server          Server       Server          Server


                            Source: Company documents and Stephens Inc.



                            The Recognition Server performs speech recognition and verification. The Resource
                            Manager balances the load across all the recognition servers. The Recognition Client
                            interacts with the speech-enabled application. The unique architecture enables the
                            separation of light client processing from volume CPU-intensive server processing. For a
                            small system or a prototype, both the client and server can run on the same machine.

                            The speech recognition and natural language understanding technology of the software is
                            available for 25 languages and dialects.




Stephens Inc.                                                                                                     23
Speech Recognition Software Customer Case Study (UPS)

                            UPS, the world's largest package distribution company, needed a solution to enable its
                            customers to schedule pickups and track packages using voice-only input. Touch-tone
                            phones couldn't handle the 11- to 18-digit tracking numbers, and using customer service
                            agents was too expensive. UPS utilized Nuance’s speech recognition software to develop
                            an automatic speech recognition (ASR) application. Now, UPS customers can schedule
                            pickups and track packages using voice.

                            Source: Company reports and Stephens Inc.




                            Nuance Verifier

    Nuance Verifier is a    Nuance Verifier is a verification software that authenticates the identity of callers based
   verification software    on their unique voiceprint. The software captures and stores the caller’s voiceprint
  that authenticates the    during a short one-time enrollment process. Subsequently, callers who wish to enter the
      identity of callers   system just speak, and their voice is compared by the software against their previously
  based on their unique     enrolled voiceprint. If there is a match, the caller is accepted into the system.
              voiceprint.


                            Speech Verification Customer Case Study (The Home Shopping Network)

                            Operators at the Home Shopping Network (HSN) were handling roughly 48,000 calls per
                            day from customers who had forgotten their HSN ID number. The company needed a
                            solution that would automate the process to reduce costs. HSN utilized Nuance’s
                            verification software to develop an ASR application. Today, customers calling HSN
                            simply speak their phone numbers and are securely identified. The software provides a
                            95% automated rate in identifying and authenticating callers, so only 5% of callers are
                            forwarded to an operator for assistance.

                            Source: Company reports and Stephens Inc.



                            Nuance Vocalizer

  Nuance Vocalizer is a     Nuance Vocalizer is a text-to-speech software engine that converts text-based information
         text-to-speech     into an audio format for access over the telephone. The software retrieves the waveforms
   software engine that     from a database of prerecorded human speech. The output sounds natural because the
    converts text-based     resulting speech is actually made up of concatenated units of human recordings. TTS
    information into an     should prove to be especially important in unified messaging, as it will allow e-mails to
       audio format for     be “read” over the phone.
        access over the
             telephone.
                            Pricing is based on the number of TTS ports licensed. The list price per port is $600, but
                            volume discounts are available. The software is currently available in developer’s release
                            only, with general availability expected in first half of 2001.




Stephens Inc.                                                                                                        24
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Nuance And Speechworks

  • 1. Stephens Inc. Wireless Applications & Services June 6, 2001 Timothy J. Quillin tquillin@stephens.com 501.377.8078 M. Raza Rafiq rrafiq@stephens.com SAY WHAT? Initiating Research Coverage of the Speech Recognition Leaders Nuance Communications (NUAN – OUTPERFORM) SpeechWorks International (SPWX – OUTPERFORM) ©2001 Stephens Inc. This report has been prepared solely for informative purposes as of its stated date and is not a solicitation, or an offer, to buy or sell any security. It does not purport to be a complete description of the securities, markets or developments referred to in the material. Information included in the report was obtained from internal and external sources which we consider reliable, but we have not independently verified such information and do not guarantee that it is accurate or complete. Such information is believed to be accurate on the date of issuance of the report, and all expressions of opinion apply on the date of issuance of the report. No subsequent publication or distribution of this report shall mean or imply that any such information or opinion remains current at any time after the stated date of the report. We do not undertake to advise you of any changes in any such information or opinion. We, our employees, officers, directors and/or affiliates may from time to time have a long or short position in the securities mentioned and may sell or buy such securities. Additional information available upon request. Stephens Inc., 111 Center Street, Little Rock, Arkansas 72201, (501) 377-2000, FAX (501) 377-8003, Member NYSE, NASD, SIPC
  • 2. Stephens Inc. Wireless Applications & Services NUANCE COMMUNICATIONS (NUAN-NASDAQ) June 6, 2001 Timothy J. Quillin, 501.377.8078 Initial Report M. Raza Rafiq OUTPERFORM Price (as of 06/05/01): ........................................$17.56 NUANCE COMMUNICATIONS INC COM (NUAN) Jun 2, 2000 - Jun 5, 2001 High: 182.00 52-Week Range: .................................. $182.00 - $8.86 U.S. Dollar (Split / Spinoff -Adjusted) Low: 8.86 Last: 17.52 Dividend/Yield: ....................................................... 0% 200 180 160 140 Market Capitalization: ......................... $561.1 million 120 100 80 Shares Outstanding: ................................. 32.0 million 60 Estimated Float (Shares):......................... 30.7 million 40 Average Daily Volume (Shares): .................1,603,755 20 Book Value Per Share: ........................................$8.88 LTM Sales: .............................................. $54.9 million Debt/Capital:.......................................................... .0% Volume in Millions (max/avg) 10 ROE (LTM): .......................................................... NM 1 Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May 12-Month Price Target:.....................................$20.00 Cash Chart Courtesy of FactSet Research Systems Inc. FYDec. Rev. (Mil.) % Change EPS 2000A $51.8 165% ($0.59) 2001E $42.5 (18%) ($1.29) 2002E $70.0 64.8% ($0.53) 3-Year Estimate CAGR (Rev.) (2000A-2003E): 27.3% Nuance Communications, based in Menlo Park, California, develops, markets and supports natural voice interface software that enables anytime, anywhere access via telephone to Internet content and corporate data. In addition to Nuance 7.0, its core speech recognition software, the Company offers verification software, a voice browser and will soon offer text-to-speech software. Its customers include wireless and wireline carriers, enterprises and speech portals. HIGHLIGHTS AND CONSIDERATIONS • We are initiating coverage of Nuance Communications with an OUTPERFORM rating and a $20 price target. • In general, we foresee rapid growth for Nuance over the next several years, as its speech recognition software is deployed to improve productivity, lower costs, enhance customer service and even generate revenue. • We believe that 2001 will prove to be a pivotal year in the speech recognition industry, mostly in terms of developer and customer education. Speech recognition is one of the keys to true anytime, anywhere Internet access and should eventually be viewed as a core enabler of enterprise mobility. • Based mostly on anecdotal evidence and our own perception, we view Nuance as slightly more forward thinking than its speech recognition software peers. • At this stage in the market’s development, there is still a great deal of customer education required, which makes it more challenging to sell primarily through channel partners, as Nuance does. In 1Q01, Nuance experienced a 40% sequential decline in revenue to $11 million, as the technology spending slowdown had a profound impact on its business. ©2001 Stephens Inc. This report has been prepared solely for informative purposes as of its stated date and is not a solicitation, or an offer, to buy or sell any security. It does not purport to be a complete description of the securities, markets or developments referred to in the material. Information included in the report was obtained from internal and external sources which we consider reliable, but we have not independently verified such information and do not guarantee that it is accurate or complete. Such information is believed to be accurate on the date of issuance of the report, and all expressions of opinion apply on the date of issuance of the report. No subsequent publication or distribution of this report shall mean or imply that any such information or opinion remains current at any time after the stated date of the report. We do not undertake to advise you of any changes in any such information or opinion. We, our employees, officers, directors and/or affiliates may from time to time have a long or short position in the securities mentioned and may sell or buy such securities. Additional information available upon request. Stephens Inc., 111 Center Street, Little Rock, Arkansas 72201, (501) 377-2000, FAX (501) 377-8003, Member NYSE, NASD, SIPC
  • 3. Stephens Inc. Wireless Applications & Services SPEECHWORKS INTERNATIONAL (SPWX-NASDAQ) June 6, 2001 Timothy J. Quillin, 501.377.8078 Initial Report M. Raza Rafiq OUTPERFORM Price (as of 06/05/01): ........................................$14.50 SPEECHWORKS INTL INC COM (SPWX) 52-Week Range: .................................. $108.50 - $4.81 Aug 1, 2000 - Jun 5, 2001 U.S. Dollar (Split / Spinoff -Adjusted) High: 108.50 Low: 4.81 Last: 14.40 Dividend/Yield: ....................................................... 0% 120 100 Market Capitalization: ......................... $455.4 million 80 60 Shares Outstanding: ................................. 31.4 million 40 Estimated Float (Shares):......................... 27.9 million 30 20 Average Daily Volume (Shares): ....................831,250 Book Value Per Share: ........................................$5.27 10 LTM Sales: .............................................. $36.0 million Debt/Capital:....................................................... .0.6% Volume in Thousands (max/avg) 14950 ROE (LTM): .......................................................... NM 786 12-Month Price Target:.....................................$19.00 Aug Sep Oct Nov Dec Jan Feb Mar Apr May Cash Chart: Courtesy of FactSet Research Systems Inc. FYDec Rev. (Mil.) % Change EPS 2000A $30.0 114.3% ($0.92) 2001E $49.1 63.4% ($0.82) 2002E $74.6 52.0% ($0.28) 3-Year Estimate CAGR (Rev.) (2000A-2003E): 55.5% SpeechWorks International, headquartered in Boston, Massachusetts, is a leading provider of over-the-telephone automated speech recognition solutions to carriers, enterprises and speech portals. SpeechWorks provides a total speech recognition solution, including technology, tools and professional services. In addition to its flagship speech recognition software, SpeechWorks 6, the Company offers a text-to-speech product and the SpeechSite turnkey call automation solution. HIGHLIGHTS AND CONSIDERATIONS • We are initiating coverage of SpeechWorks International with an OUTPERFORM rating and a $19 price target. • In general, we foresee rapid growth for SpeechWorks over the next several years, as its speech recognition software is deployed to improve productivity, lower costs, enhance customer service and even generate revenue. • We believe that 2001 will ultimately be considered a pivotal year in the development of the speech recognition industry, mostly in terms of developer and customer education. Speech recognition is one of the keys to true anytime, anywhere Internet access and should eventually be viewed as a core enabler of enterprise mobility. • At this stage in the market’s development, there is still a great deal of customer education required, which favors SpeechWorks’ solutions sales approach. • In the first quarter, SpeechWorks grew revenue by 8% sequentially to $11 million. The Company’s focus on providing comprehensive customer solutions seems to be translating into exceptional results, at least in the current environment. ©2001 Stephens Inc. This report has been prepared solely for informative purposes as of its stated date and is not a solicitation, or an offer, to buy or sell any security. It does not purport to be a complete description of the securities, markets or developments referred to in the material. Information included in the report was obtained from internal and external sources which we consider reliable, but we have not independently verified such information and do not guarantee that it is accurate or complete. Such information is believed to be accurate on the date of issuance of the report, and all expressions of opinion apply on the date of issuance of the report. No subsequent publication or distribution of this report shall mean or imply that any such information or opinion remains current at any time after the stated date of the report. We do not undertake to advise you of any changes in any such information or opinion. We, our employees, officers, directors and/or affiliates may from time to time have a long or short position in the securities mentioned and may sell or buy such securities. Additional information available upon request. Stephens Inc., 111 Center Street, Little Rock, Arkansas 72201, (501) 377-2000, FAX (501) 377-8003, Member NYSE, NASD, SIPC
  • 4. TABLE OF CONTENTS INVESTMENT CONCLUSION AND SUMMARY ........................................................................................... 6 OUTLOOK ........................................................................................................................................................... 6 Nuance Communications.................................................................................................................................. 7 SpeechWorks International............................................................................................................................... 7 Speech Recognition and VoiceXML................................................................................................................ 7 Technologies .................................................................................................................................................. 10 Sales Strategies............................................................................................................................................... 12 Staying Power................................................................................................................................................. 14 Capitalization ................................................................................................................................................. 14 Customer and Geographic Diversity.......................................................................................................... 14 Management/Employees............................................................................................................................ 16 Product Development ................................................................................................................................ 16 VALUATION ..................................................................................................................................................... 17 Cash Flow....................................................................................................................................................... 18 Catalysts ......................................................................................................................................................... 19 Risks............................................................................................................................................................... 20 CONCLUSION ................................................................................................................................................... 20 NUANCE COMPANY DESCRIPTION ............................................................................................................ 21 Software Products........................................................................................................................................... 23 Nuance 7.0................................................................................................................................................. 23 Nuance Verifier ......................................................................................................................................... 24 Nuance Vocalizer ...................................................................................................................................... 24 Nuance Voyager ........................................................................................................................................ 25 Nuance Voice Web Server ........................................................................................................................ 25 SpeechObjects ........................................................................................................................................... 25 Nuance Developer’s Toolkit...................................................................................................................... 25 Professional Services...................................................................................................................................... 25 Management ................................................................................................................................................... 26 SPEECHWORKS COMPANY DESCRIPTION................................................................................................ 26 SpeechWorks Relationships with AT&T, AOL and Net2Phone.................................................................... 28 Software Products........................................................................................................................................... 29 SpeechWorks 6.5....................................................................................................................................... 30 SpeechSite ................................................................................................................................................. 31 Speechify................................................................................................................................................... 31 ETI-Eloquence........................................................................................................................................... 32 SpeechSecure ............................................................................................................................................ 32 Professional Services...................................................................................................................................... 33 Management ................................................................................................................................................... 33 Stephens Inc. 4
  • 5. FIGURES Figure 1 SPEECH RECOGNITION INDUSTRY  Flow Diagram of a Voice-Enabled Customer Care Application................................................................................................................................................................. 8 Figure 2 SPEECH RECOGNITION INDUSTRY  Product Comparison............................................................ 11 Figure 3 SPEECH RECOGNITION INDUSTRY  Key End-Users .................................................................... 13 Figure 4 SPEECH RECOGNITION INDUSTRY  Margin Comparison for 2000.............................................. 13 Figure 5 SPEECH RECOGNITION INDUSTRY  Capitalization Comparison.................................................. 15 Figure 6 SPEECH RECOGNITION INDUSTRY  Customer Concentration Comparison ................................. 15 Figure 7 SPEECH RECOGNITION INDUSTRY  Geographic Concentration Comparison .............................. 15 Figure 8 SPEECH RECOGNITION INDUSTRY  Insider Ownership Comparison........................................... 16 Figure 9 WIRELESS APPLICATIONS INDUSTRY  Valuation Comparison................................................... 17 Figure 10 NUANCE COMMUNICATIONS  Discounted Cash Flow Analysis .................................................. 18 Figure 11 SPEECHWORKS INTERNATIONAL  Discounted Cash Flow Analysis ......................................... 19 Figure 12 NUANCE COMMUNICATIONS  Revenue Composition, 1Q01....................................................... 21 Figure 13 NUANCE COMMUNICATIONS  Selected Customers...................................................................... 22 Figure 14 NUANCE COMMUNICATIONS  Nuance 7.0................................................................................... 23 Figure 15 SPEECHWORKS INTERNATIONAL  Revenue Composition, 1Q01............................................. 27 Figure 16 SPEECHWORKS INTERNATIONAL  Selected Customers............................................................. 28 Figure 17 SPEECHWORKS INTERNATIONAL  Examples of Speech-Activated Services............................. 29 Figure 18 SPEECHWORKS INTERNATIONAL  SpeechWorks Platform ....................................................... 30 Figure 19 SPEECHWORKS INTERNATIONAL  SpeechWorks 6.5 Platform ................................................. 32 Figure 20 NUANCE COMMUNICATIONS  Earnings Model, FY2000A-FY2002E......................................... 38 Figure 21 NUANCE COMMUNICATIONS — Financial Data FY2000A-FY2002E............................................ 39 Figure 22 SPEECHWORKS INTERNATIONAL  Earnings Model, FY2000A-FY2002E................................. 40 Figure 23 SPEECHWORKS INTERNATIONAL  Financial Data, FY2000A-FY2002E ................................... 41 Stephens Inc. 5
  • 6. INVESTMENT CONCLUSION AND SUMMARY We are initiating We are initiating research coverage of Nuance Communications and SpeechWorks research coverage of International with identical OUTPERFORM ratings. We are genuinely excited about NUAN and SPWX the potential of speech recognition software to transform the way in which we interact with OUTPERFORM with Internet content and corporate data. We believe that the success of both Nuance and ratings. SpeechWorks will be driven primarily by the market’s rapid growth over the next several years and doubt that either of the companies will succeed at the expense of the other. At present, speech Currently, speech recognition technology is used primarily to deflect calls from live recognition customer service representatives. The economic benefit is reduced headcount. In technology is used organizations without a touchtone system, the savings is substantial. Whereas live agent mostly to deflect calls service could easily cost an organization several dollars per call, a self-service system from live customer powered by speech recognition may cost less than $0.50. In most cases, a well-designed service voice recognition system will also result in lower overall costs than a touchtone system by representatives. improving the customer experience and reducing the caller’s propensity to seek live agent help. Speech recognition Longer term, speech recognition software could fundamentally change how consumers technology may access Internet content via either independent or wireless carrier-controlled voice portals. eventually be part of Perhaps more interestingly, mobile professionals will eventually have a truly ubiquitous a multi-modal means of accessing corporate data from the road. Speech recognition technology may platform in which eventually be part of a multi-modal platform in which voice input is married to graphic voice input is married output. For example, a field service technician might query a corporate database by to graphic output. speaking into a handheld device the question, “Where is my next appointment?” and receive a vocal response with the customer’s name and problem along with a map viewable on the device. In the short run, we In the short run, we favor SpeechWorks’ greater revenue visibility and focus on customer favor SPWX’s solutions. At this stage in the market’s development, there is still a great deal of solutions model with customer education required, which makes it more challenging to sell software primarily its greater revenue through channel partners, as does Nuance. We are also impressed with SpeechWorks visibility. In the long alliances with AT&T, AOL and Net2Phone and see these relationships as key run, we like NUAN’s differentiators (see page 30 for more details). Longer term, though, we foresee a large pure software model. group of skilled developers and systems integrators emerging that will be able to implement complex speech recognition solutions. So in the long run, we favor Nuance’s pure software model, which has positive implications in terms of margins and sustainable growth. In the first quarter 2001, Nuance experienced a 40% sequential decline in revenue to $11.0 million, as the technology spending slowdown had a profound impact on its business. SpeechWorks, on the other hand, grew revenue by 8% sequentially to a nearly identical $11.1 million. SpeechWorks’ focus on providing comprehensive customer solutions seems to be translating into exceptional results, at least in the current environment. OUTLOOK In no uncertain terms, we believe that speech We emphatically believe that most speech recognition initiatives are on hold until recognition initiatives economic conditions improve. We do not expect that either Nuance or SpeechWorks will are on hold until grow revenue significantly until at least 2002. However, our longer-term view is much economic conditions more sanguine. We believe that 2001 will ultimately be considered a pivotal year in the improve. evolution of the speech recognition industry, mostly in terms of developer and customer Stephens Inc. 6
  • 7. education. Speech recognition is one of the keys to true anytime, anywhere Internet access and should eventually be viewed as a core enabler of enterprise mobility. Nuance Communications For NUAN, we We forecast total Company revenue of $9.9 million in 2Q01 (ending June 30), a 10% forecast total revenue sequential decline, and $42.5 million for the full year 2001, an 18% decline from the of $9.9 million in previous year. We expect a cash loss of ($1.29) in 2001. Clearly the Company is 2Q01. suffering from the slowdown in technology spending this year. In 2002 we forecast total revenue to grow by 65%, slightly surpassing $70 million, with license revenue more than doubling. We expect a cash loss of ($0.53), as margins should continue to improve. We anticipate that the Company will use over $100 million of its cash in 2001 and 2002 before turning cash flow positive in 2003 as it leverages its cost structure over a rapidly expanding revenue base. SpeechWorks International For SPWX, we forecast total revenue We forecast total Company revenue of $11.6 million in 2Q01 (ending June 30), a 5% of $11.6 million in sequential increase, and $49.1 million for the full year 2001, an impressive 63% increase 2Q01. from 2000. We expect a cash loss of ($0.82) in 2001. SpeechWorks is faring remarkably well in the current environment, in marked contrast to Nuance. In 2002 we forecast total revenue to grow by 52% to slightly under $75 million, with license revenue growing slightly faster at a 58% clip. We expect a cash loss of ($0.28), as margins should continue to improve. We anticipate that the Company will use over $80 million of its cash in 2001 and 2002 before turning cash flow positive in 2003 as it too leverages its cost structure over a rapidly expanding revenue base. We anticipate rapid In general, we foresee rapid growth for both SpeechWorks and Nuance over the next growth for both several years, as speech recognition software is deployed to improve productivity, lower SPWX and NUAN costs, enhance customer service and even generate revenue. over the next several years. When considering an investment in Nuance or SpeechWorks, there are four key issues to examine: • The outlook for the speech recognition industry; • Nuance’s and SpeechWorks’ underlying technologies; • Their sales strategies; and • Their ability to weather an economic downturn. Speech Recognition and VoiceXML Effective and useful speech recognition, the process of converting audible signals into digital symbols, has been one of the holy grails of technology for the past 20 years. Speech recognition has the power to transform the way we interact with machines. Speech is a natural, efficient and flexible interface with computers. Lack of processing The barrier to usable technology has been as much a lack of raw processing speed as a speed has been a lack of modeling knowledge. However, with the rapid advances in computing power barrier to usable over the past decade, the technology is beginning to turn up in our everyday life. In fact, speech recognition a portion of this report was authored without the use of a keyboard using IBM’s Via technology. Voice dictation software and an iMac. From a user’s perspective, the product is marginally useful but frustratingly far from perfection. Neither Nuance nor SpeechWorks offers dictation software. Stephens Inc. 7
  • 8. Both Nuance and SpeechWorks focus on telephony solutions in which the speech recognition software understands, rather than just transcribes, natural human language. Current systems are able to understand elements of a full sentence by using either 1) a finite “grammar,” or vocabulary, that will include all variations in the way a particular request can be voiced, 2) a multi-word probabilistic model (N-Grams), or 3) a keyword spotting algorithm. New statistical models, such Nuance’s Say Anything or SpeechWorks’ How May I Help You, are helping build better natural language recognition by dynamically learning from user behavior. This natural language understanding, along with other software components, makes it possible to create user-friendly customer service solutions (see Figure 1). The brokerage and airline industries have been early adopters of speech-driven self-help systems for retrieving quotes and flight information, respectively. These proprietary solutions are generally built on Interactive Voice Response (IVR) platforms from vendors such as InterVoice-Brite or Avaya. The return on investment is generally quite high, as the software helps reduce calls to live customer service agents. Figure 1 SPEECH RECOGNITION INDUSTRY  Flow Diagram of a Voice- Enabled Customer-Care Application Source: VoiceXML Forum Stephens Inc. 8
  • 9. VoiceXML might The recent emergence of the VoiceXML standard is likely to accelerate the deployment prove to be a catalyst of speech recognition technology. Compared to proprietary IVR solutions, VoiceXML for the deployment of leverages existing corporate investments in Web infrastructure, simplifies the speech recognition development effort by creating an open standard, and supports more deployment options technology. (e.g., hosted applications). Both Nuance and SpeechWorks are proponents of VoiceXML, though Nuance seems to be more vocal regarding the importance of the standard to the industry. VoiceXML is a Web- VoiceXML is a Web-based markup language like HTML (hypertext markup language). based markup Unlike the graphical HTML, VoiceXML uses a voice browser with audio output language that uses a (computer-synthesized and/or recorded) and audio input (voice and/or keypad tones). voice browser with The goal is to enable voice access and interactive voice response (e.g., by telephone, audio output and PDA, or desktop) to Web-based content and applications. Among the potential speech input. recognition solutions utilizing VoiceXML are the following: • Customer service. This is the most typical speech recognition solution and is really just a much more robust version of simple touchtone self-service. With VoiceXML, a caller could be routed from one VoiceWeb site to another. For example, a retail store’s voice site might transfer a caller to a specific vendor’s site if the customer wants product information. • Content. This might include the ability to retrieve personalized information such as address books, calendars, weather reports, travel information and stock quotes. Portals such as TellMe, BeVocal and HeyAnita offer voice content. • Unified messaging (UM). UM allows users to access e-mail, voice mail, instant messaging (IM), short messaging service (SMS) and faxes in one place, either in text or spoken format. • Intranets. For instance, users could order supplies or access human resources information. More interestingly, field sales personnel might place orders by phone or access a CRM (customer relationship management) system. • E-Commerce. Usage in this area probably makes sense only in specific applications such as stock trading or ticket purchases, though Office Depot already successfully processes orders from business customers via a speech recognition system. Our due diligence This may not be the breakthrough year for VoiceXML applications, however. The leads us to believe decrease in technology spending is having a profound impact on emerging technologies that there is such as speech recognition. Corporations are now generally reluctant to deploy new substantial interest in technology even in light of clear evidence of substantial ROI. However, the education speech recognition. process has not stopped. Our due diligence leads us to believe that, while most companies are reluctant to acquire the technology this year, there is substantial interest in speech recognition. We believe that this interest will translate into accelerated sales in 2002. Although the potential market for speech recognition software is difficult to quantify, we have no doubt that it is big. Cahners In-Stat Group expects the market for speech recognition software to grow from $200 million today to $2.7 billion by 2005. This strikes us as an ambitious forecast but still indicative of the market’s potential. Just in streamlining In the streamlining of customer service operations alone, we would expect a significant customer service market opportunity. We can quantify this specific market opportunity in terms of overall operations, we would call center headcount reduction. We estimate that there are over 4 million call center expect a market seats throughout the world. Assuming just $25,000 per seat, the total labor costs are opportunity of $1 approximately $100 billion. We believe that at least 20% of the seats could be displaced billion. by speech recognition systems for a total cost reduction of $20 billion. If annual software Stephens Inc. 9
  • 10. expenditures are just 5% of the cost reduction, this segment of the market is still a $1 billion opportunity. Consumer demand for broader VoiceXML applications is still unproven. While we cannot envision surfing the Voice Web anytime soon, we believe that consumers will ultimately embrace numerous specific services, such as voice dialing and unified messaging. Speech recognition technology should help overcome the input constraints of small handheld devices, especially with the introduction of 2.5G and 3G networks that will allow simultaneous voice and data connections. Perhaps the key to winning consumer acceptance, though, is designing intelligent and friendly user interfaces. Simple things like the rhythm or tone of speech output can have a profound impact on user acceptance. The biggest threats to The biggest threats to the speech recognition software market are commoditization of the the market are core technology and increased competition. Both Nuance and SpeechWorks purchased commoditization of most of their core technology from third parties, including speech recognition technology the core technology from SRI International and MIT, respectively. While their current products are much and increased more advanced than the technology the companies purchased, there is still the threat, competition. albeit a weak one, of a movement towards open source code for the core speech recognition technology as VoiceXML is developed. Nuance’s and SpeechWorks’ competition includes the embattled Lernout&Hauspie, InfoSpace (Locus Dialogue), and Philips Electronics as well as the original VoiceXML sponsors—AT&T, IBM, Lucent and Motorola. We are most concerned about IBM, which has developed high-quality speech recognition software but is not currently marketing products to the enterprise market. However, if Nuance and SpeechWorks prove that there is a viable market, IBM may devote more resources to this area. Technologies On the surface, At first glance, and even at second glance, Nuance and SpeechWorks appear to be very NUAN and SPWX similar organizations. Both market speech recognition software to telecommunications appear to be very carriers, enterprises and portals that enables access to Internet content and corporate data similar organizations. via telephones. Both posted approximately $11 million in revenue in the latest quarter, and both have market capitalizations near $450 million. Certainly their product lines bear a striking similarity (see Figure 2). Overall, we do not believe that either firm can claim technical superiority. Still, there is a bit of an “East Coast/West Coast” feud between the two Companies that deserves closer examination. Nuance can trace its roots back to SRI International, an independent R&D and consulting shop based in Menlo Park. Nuance was founded as a vehicle to commercialize SRI’s voice interface software. Nuance’s speech recognition technology uses the Hidden Markov Model (HMM), a statistical process model used in speech recognition since the early 1970s, combined with Gaussian-mixture processing, which divides digitized speech into short segments for faster processing. By and large, we do Similarly, the SpeechWorks technology, developed at MIT, relies on segmental systems not believe that either rather than the frame-based HMM to account for the entire phonetic segment, which firm can claim again allows for faster processing and increases accuracy. So, the core technologies are technical superiority. not a significant point of differentiation. Stephens Inc. 10
  • 11. Figure 2 SPEECH RECOGNITION INDUSTRY  Product Comparison Product NUAN SPWX Speech Recognition Engine Nuance 7.0 SpeechWorks 6.5 Text-To-Speech Vocalizer Speechify/Eloquence Authentication Verifier SpeechSecure Browser Voyager Speech Browser VoiceXML Tools VoiceXML Interpreter OpenVXI Developer Tools SpeechObjects DialogModules Statistical Language Models Say Anything How May I Help You Turnkey Auto-Attendant na SpeechSite Source: Company documents and Stephens Inc. Nuance claims that its software handles noisy environments better than SpeechWorks’ as a result of its extensive work with General Motors. SpeechWorks disputes the claim, and we have not found any independent verification. What is indisputable is that Nuance’s speech recognition software supports 25 languages, while SpeechWorks, supports just 18. However, we cannot imagine that support for the additional seven languages is a significant driver of revenue. Likewise, Nuance’s verification software, instant messaging product and its voice browser are points of differentiation but are not significant revenue contributors. System architecture is Perhaps the biggest difference between the two technologies is the system architecture. the biggest difference Nuance uses a distributed client/server architecture, while SpeechWorks favors an “N+1 between the sparing” approach. We find the Nuance approach more impressive, but our due diligence technologies offered leads us to believe that buyers of IVR systems are as likely to favor SpeechWorks’ single by SPWX and NUAN. server “in the skins” approach. Key points regarding each architecture are listed on the next page. Stephens Inc. 11
  • 12. Nuance’s Distributed Architecture O Balances load across multiple servers. O High fault tolerance. O More efficient use of hardware. O More accuracy by leveraging multiple CPUs. SpeechWorks’ N+1 Sparing O Relies on a single server with a backup. O Seamless integration with IVR platforms. Source: Company Documents Although text-to-speech (TTS) is not yet a meaningful contributor to earnings for either We believe that the Company at this time, the product has a bright future, and it is worth noting the TTS software offered differences between the Nuance and SpeechWorks offerings. While Nuance’s offering by both NUAN and has yet to ship, we doubt that its U.S. English version will be technically superior to the SPWX has bright Speechify product SPWX licensed from AT&T. On the other hand, SpeechWorks’ other prospects. TTS offering, Eloquence, supports multiple languages but is based on a less natural sounding formant technology. Nuance may have an edge selling its new product to multinational customers. We summarize the key points regarding TTS below. Nuance’s Vocalizer O Has not shipped. O Cobbled together from multiple vendors, including Lucent and Fonix. O Will support nine languages with state-of-the-art concatenated technology. SpeechWorks’ Speechify/Eloquence O Speechify technology licensed from AT&T. O Speechify may be best on the market—licensed by Microsoft, AOL and Yahoo! O Eloquence product supports 13 languages but uses outdated formant technology, which produces a less life-like voice. Source: Company Documents Net-net, we are not convinced that either Company’s product line is wildly superior to the other, and our feedback from systems integrators indicates that neither is substantively better. Still, based mostly on anecdotal evidence and our own perception, we view Nuance as slightly more forward thinking than its speech recognition software peers. Sales Strategies NUAN and SPWX offer Not only are Nuance’s and SpeechWorks’ technologies similar, but also the customers their products to that use their products are comparable (see Figure 3). It almost appears that customers in similar customers. each key market segment are evenly divided between the two competitors. In 2000, NUAN derived However, there is a very clear difference in the way in which Nuance and SpeechWorks 72% of its revenue market their products. In 2000, 72% of Nuance’s revenue was achieved through through resellers versus resellers, including 22% of sales through Nortel. In contrast, SpeechWorks derived just SPWX's 38%. 38% of its 2000 revenue from resellers, OEMs and ASPs, including 16% from call automation vendor InterVoice-Brite. SpeechWorks has a more significant professional services organization and even resells hardware as part of its end-to-end solutions. Stephens Inc. 12
  • 13. Figure 3 SPEECH RECOGNITION INDUSTRY  Key End-Users Industry NUAN SPWX Financial Services Fidelity Investments Ameritrade Charles Schwab CSFBdirect TD Waterhouse E*TRADE Airlines American Airlines United Airlines British Airways Continental Airlines Telecommunications Sprint PCS BellSouth Telespree WorldCom Portals BeVocal AOLbyPhone Tellme HeyAnita Source: Company reports and Stephens Inc. We believe that the The bottom line, in our opinion, is that Nuance sells products, while SpeechWorks sells bottom line is that solutions. As we mentioned earlier in the report, at this early stage in the market’s Nuance sells growth, it may be necessary to hold the customers’ hands through the design and products, while implementation phases. Thus, SpeechWorks’ direct sales approach appears to be more SpeechWorks sells successful in the current environment, as witnessed by its 8% sequential sales growth in solutions. the 1Q01 compared to Naunce’s 40% sequential decline. In recognition of this, Nuance recently introduced a comprehensive set of design and production services aimed at helping businesses build voice applications. To be clear, though, we do not expect that Nuance will build a large systems integration organization. As this market matures and more qualified integrators emerge, the need for direct customer contact may decrease. Therefore, Nuance’s pure software model may ultimately prove to have positive implications for both sustainable growth and attractive margins. NUAN should In terms of margins, Nuance’s numbers are closer to what we expect from a software firm generally have higher (see Figure 4). In 2000, the Company’s revenue from software licenses was roughly 72% gross margins than of total revenue, and its gross margin was close to 80%. On the other hand, SPWX. SpeechWorks derives just 54% of total revenue from product licenses, and its gross margin in 2000 was closer to 60%. In addition, Nuance’s R&D expense as a percent of revenue was higher than SpeechWorks’, while SpeechWorks’ administration costs were much higher than those of Nuance (though this is somewhat misleading due to expense allocation). Interestingly, sales and marketing expenses for the two competitors were an identical 66% of sales. Figure 4 SPEECH RECOGNITION INDUSTRY  Margin Comparison for 2000 FY2000 NUAN SPWX Gross Margin 79% 63% S&M % of Rev. 66% 66% R&D % of Rev. 39% 29% G&A % of Rev. 19% 58% Note: Comparisons ot G&A expenses are generally a challenge due to different allocation methods. Source: Company reports and Stephens Inc. Stephens Inc. 13
  • 14. Another difference is in revenue recognition. For Nuance, the revenue clock starts at zero each quarter and, thus, there is little visibility. SpeechWorks, on the other hand, often recognizes revenue over the approximate six months that it takes to implement the software or solution. The upshot is that SpeechWorks’ management enjoys 50% visibility into the next quarter’s results, which is obviously a comfort in this uncertain market. Staying Power The fundamental The issue of the moment is how well any given software vendor can hold up in a difficult question is, How well macroeconomic environment and an overall tech spending slowdown. We have little can software vendors doubt that speech recognition systems have a substantial quantifiable ROI, especially in hold up in a difficult customer service and auto-attendant applications. However, there is still a great deal of macroeconomic skepticism from potential customers, and therefore, we are pessimistic about the near- environment? term prospects for both Companies’ products. In 2001, we may be more likely to see limited-scope test projects (e.g., an internal voice directory) to evaluate the potential for speech recognition rather than sweeping business process changes to truly take advantage of the technology. Again, we believe that SpeechWorks’ direct customer interaction will help it outpace Nuance in the short run. In any case, we are Regardless of the specifics, we are not assuming that either firm will grow rapidly in not assuming that 2001. We do, however, foresee a bright long-term future for speech recognition and for either Company will the two Companies. So we will examine the Companies’ staying power, or their ability grow rapidly in 2001. to emerge from what may be a challenging 2001 as strong, if not stronger, businesses— capitalization, customer and geographic diversity, management and employee commitment, and product development. Capitalization First, we must consider the two Companies’ cash positions and their capital requirements over the next year or two, as it may be a challenge to raise additional funds in the current environment. Both companies completed an IPO in 2000 and are well capitalized. We estimate that neither one will require additional capital over the next three years (see Figure 5). Customer and Geographic Diversity Next, we consider the Companies’ customer and geographic diversification. We tend to We tend to place a premium on place a premium on firms with a broadly diversified customer base in terms of geography companies with a and vertical industry groups. Both service roughly the same customer base, and neither broadly diversified appears over-exposed to any customer or group of customers. The top five customers for customer base in each of them make up roughly half of revenue (see Figure 6). However, Nuance is much terms of geography farther along in terms of international expansion, with almost half of its revenue derived and vertical industry from overseas compared to less than 10% at SpeechWorks (see Figure 7). Clearly, this groups. has not necessarily helped in 2001, but its broad geographic reach should serve it well in the future. Stephens Inc. 14
  • 15. Figure 5 SPEECH RECOGNITION INDUSTRY  Capitalization Comparison, 1Q01 ($ in millions) NUAN SPWX Cash and Short-term Inv. $206.07 $98.09 Total Assets 275.49 147.88 Debt 0.00 0.67 Total Liabilities 33.07 10.38 Total Liab. and Equity 275.49 147.88 EBITDA Loss in 1Q ($14.42) ($8.29) Cash in Years 3.6 3.0 Source: Company reports and Stephens Inc. Figure 6 SPEECH RECOGNITION INDUSTRY  Customer Concentration Comparison, 1Q01 NUAN SPWX Top 5 Other Top 5 47% 49% 51% Other 53% Source: Company reports and Stephens Inc. Figure 7 SPEECH RECOGNITION INDUSTRY  Geographic Concentration Comparison, 1Q01 NUAN SPWX International 9% International 47% U.S. 53% U.S. 91% Source: Company reports and Stephens Inc. Stephens Inc. 15
  • 16. Management/Employees Third, we evaluate management’s and employees’ commitment to building a world-class organization. Anecdotally, we can vouch for enthusiasm throughout the Nuance organization after spending three days at its V-World conference and were impressed by Nuance’s shared culture. While we have not had the same broad exposure to SpeechWorks’ employees, our feedback from customers indicates that its people have a strong commitment to service. We generally believe We generally believe that the SpeechWorks/Nuance competition has a positive impact on that the SPWX/NUAN employee morale and generates pride at both organizations. The common pursuit of the competition has a two firms, though, is more usable speech recognition technology and, thus, an improved positive impact on man/machine interface. This quest tends to attract some of the brightest minds in the employee morale at world. both organizations. More substantively, neither one’s management has a particularly impressive level of insider ownership, which might suggest an obvious incentive to build value for the long run (see Figure 8). Clearly, though, the insider stake at SpeechWorks is substantively greater. Figure 8 SPEECH RECOGNITION INDUSTRY  Insider Ownership Comparison NUAN Shares SPWX Shares Total Insider Ownership 1,175,561 or 4% 3,460,016 or 11% Float 30,780,439 27,947,984 Total Shares Outstanding 31,956,000 31,408,000 Source: Company reports and Stephens Inc. Product Development Currently NUAN Finally, we believe it is important to consider the ability of each Company to develop or holds one U.S. patent acquire technology that will keep it at the vanguard of the sector. One clue might come versus SPWX’s five. from their patent portfolios. Nuance holds one U.S. patent and has multiple patents pending. SpeechWorks has 5 U.S. patents and has filed for another 12 in the U.S. and several others overseas. While software patents should not be viewed as protection from competition, they at least provide some legal grounds to defend core technologies. Neither company Neither Company appears to have any defensible intellectual property, and both have appears to have any licensed nonexclusive core technology. That said, improvements in speech recognition defensible intellectual software are made through trial and error. Both NUAN and SPWX are distancing property, and both themselves from potential competitors by learning at the speed of their market share and have licensed constantly improving their products. So a new market entrant could license SRI or MIT nonexclusive core technology, but it would be five years behind the times. technology. Nuance currently employs approximately 120 engineers, and its cash R&D expenses of $5.24 million equaled 48% of revenue in the first quarter. SpeechWorks has over 100 engineers on its payroll, and cash R&D expenses of $3.35 million were roughly 30% of first quarter revenue. Our point here is that both Companies possess experience and R&D commitment that, should translate into a growing portfolio of valuable intellectual property, which we view favorably. Stephens Inc. 16
  • 17. VALUATION Based on a price to revenue analysis, neither the shares of Nuance nor SpeechWorks could be considered inexpensive (see Figure 9). However, their leadership positions in an attractive but nascent market may warrant premium multiples. Figure 9 WIRELESS APPLICATIONS INDUSTRY  Valuation Comparison (dollars in millions except per share amounts) Stephens 6/5/01 Shares Market Revenue P/Revenue Company Ticker Rating Price Out Cap CY00A CY01E 2000 2001 724 Solutions SVNX $8.76 53.6 $469.4 $21.2 $72.3 22.1 6.5 Aether Systems AETH N 11.58 40.5 468.4 58.2 149.3 8.1 3.1 At Road ARDI 1.90 42.9 81.5 10.6 29.9 7.7 2.7 AvantGo AVGO 2.28 31.3 71.5 16.3 34.5 4.4 2.1 Comverse Technology* CMVT 67.52 187.5 12,660.0 1,225.1 1,461.4 10.3 8.7 Extended Systems XTND B 7.77 10.7 83.4 39.1 28.4 2.1 2.9 GoAmerica GOAM 2.40 52.3 125.6 13.9 91.2 9.1 1.4 InfoSpace INSP 3.83 323.1 1,237.6 214.6 214.8 5.8 5.8 Nuance Comm. NUAN O 17.56 32.0 561.1 51.8 42.5 10.8 13.2 Omnisky OMNY 2.30 60.1 138.1 11.1 38.3 12.5 3.6 Openwave Systems OPWV N 42.99 177.8 7,642.5 286.6 551.0 26.7 13.9 Portal Software PRSF 5.31 168.2 893.1 268.3 350.2 3.3 2.6 Pumatech* PUMA O 3.81 44.2 168.5 38.3 43.7 4.4 3.9 SignalSoft SGSF 8.75 23.6 206.5 13.6 32.6 15.1 6.3 SpeechWorks Int'l SPWX O 14.50 31.4 455.3 30.0 49.1 15.2 9.3 TeleComm. Systems TSYS O 4.00 27.4 109.6 66.9 81.2 1.6 1.3 Average 9.9 5.5 * Revenue for the 12-month periods ending in January; all others are calendar year. Note: Companies in bold are Stephens Inc. estimates. Source: IBES and Stephens Inc. Our 12-month price Our 12-month price targets are based on a price to revenue multiple applied to our second targets are based on a 12-month revenue estimate for each firm. Our 12-month target for Nuance is $20.00, or price to revenue 14% above the current price, based on a price to revenue multiple of 8 applied to our multiple applied to second 12-month revenue estimate of just over $80 million. our second 12-month revenue estimate for Our 12-month price target for SpeechWorks is $19.00, or 31% above the current price, each firm. based on a price to revenue multiple of 7 applied to our second 12-month revenue estimate of $83.4 million. We afford Nuance a slightly higher multiple than SpeechWorks based on the slightly higher gross margins that should be possible with its indirect sales model. Stephens Inc. 17
  • 18. Cash Flow We believe that an assessment of a stock’s value should include a discounted cash flow analysis as a means to verify the plausibility of a valuation if not to pinpoint a price Our DCF analyses target. suggest that both NUAN’s and SPWX’s current valuations Our DCF analyses suggest that both Nuance’s and SpeechWorks’ current valuations are may be slightly low. basically fair, given our reasonable assumptions of slowly declining revenue growth beginning in 2005 and peak net margins in 2007 of roughly 20% for Nuance and 17% for SpeechWorks (see Figures 10 and 11). Importantly, we believe that Nuance’s $200 million in cash and SpeechWorks’ $100 million in cash should provide more than adequate capital for growth until both are expected to turn cash flow positive in FY2003. Figure 10 NUANCE COMMUNICATIONS  Discounted Cash Flow Analysis (dollars in millions except per share) 2000A 2001E 2002E 2003E 2004E 2005E 2010E Revenue $51.8 $42.5 $70.0 $107.0 $160.5 $232.7 $557.2 Year-to-Year Change (18%) 65% 53% 50% 45% 8% Net Margin NM NM NM 5% 10% 15% 20% Earnings ($23.5) ($49.0) ($21.5) $5.1 $16.0 $34.9 $111.4 Depreciation & Amortization 2.7 6.0 6.0 6.0 6.0 6.0 6.0 Non-Cash Compensation 4.9 5.3 1.9 1.9 1.9 1.9 1.9 Other (0.3) (2.4) (2.8) (3.4) (3.4) (3.4) (3.4) Cash from Operations ($21.1) ($45.4) ($18.3) $9.6 $20.5 $39.4 $115.9 Net Investments (9.1) (32.0) (6.0) (6.0) (6.0) (6.0) (6.0) Free Cash Flow ($30.2) ($77.4) ($24.3) $3.6 $14.5 $33.4 $109.9 Year-to-Year Change 306% 130% 8% Free Cash Flow Per Share (0.95) (2.42) (0.76) 0.11 0.46 1.05 3.44 Terminal Value $41.64 Shares Outstanding 32.0 2001-2010 Cash Flows Per Share $3 Terminal Value Per Share $10 Total Discounted Value Per Share $13 Excess Cash Per Share $1 Implied Market Price $14 per share Note: Our DCF analysis assumes a 15% discount rate, revenue growth accelerating to 65% in 2002 before declining to 8% in 2010, net margins improving to 20% by 2007 and a terminal value of roughly 12 times earnings. Source: Stephens Inc. and Company reports. Stephens Inc. 18
  • 19. Figure 11 SPEECHWORKS INTERNATIONAL  Discounted Cash Flow Analysis (dollars in millions except per share amounts) 2000A 2001E 2002E 2003E 2004E 2005E 2010E Revenue $30.0 $49.1 $74.6 $112.9 $169.3 $245.5 $588.0 Year-to-Year Change 63% 52% 51% 50% 45% 8% Net Margin NM NM NM 3% 8% 12% 17% Earnings ($29.6) ($39.1) ($22.0) $3.9 $13.5 $29.5 $100.0 Depreciation & Amortization 1.9 10.0 10.0 10.0 10.0 10.0 10.0 Non-Cash Compensation 4.5 7.4 7.4 7.4 7.4 7.4 7.4 Other 4.1 (2.4) (2.7) (3.6) (3.6) (3.6) (3.6) Cash from Operations ($23.6) ($31.5) ($14.8) $17.7 $27.3 $43.3 $113.8 Net Investments (17.6) (11.4) (6.0) (6.0) (7.5) (9.0) (10.0) Free Cash Flow ($41.2) ($42.9) ($20.8) $11.7 $19.8 $34.3 $103.8 Year-to-Year Change 69% 73% 7% Free Cash Flow Per Share (1.31) (1.37) (0.66) 0.37 0.63 1.09 3.30 Terminal Value $40.52 2001-2010 Cash Flows Per Share $4 Terminal Value Per Share $10 Total Discounted Value Per Share $14 Excess Cash Per Share $0 Implied Market Price $14 per share Note: Our DCF analysis assumes a 15% discount rate, revenue growth slowly declining to 5% in 2010, net margins improving to 17% by 2007 and a terminal value of roughly 12 times earnings. Source: Stephens Inc. and Company reports Catalysts For better or worse, the futures of Nuance and SpeechWorks are dependent on the same sector trends. While we recognize the distinct capabilities of each Company, we tend to believe that their stocks will be driven by similar catalysts and will face comparable risks. New Customers: To a certain extent, both Nuance and SpeechWorks are “show me” stocks in the sense that the shares may not appreciate significantly until the Companies prove that a viable market exists by adding new high-profile customers. Product Developments: Both Companies continue to bring new products to the market, which should eventually translate into revenue. Acquisition Announcements: Somewhat related to the preceding point, we expect that Nuance and SpeechWorks may make small acquisitions to add to their product and service portfolios. New Alliances and Partnerships: Although this is quickly changing, there is a lack of qualified integrators and developers in the speech recognition sector. We look for SpeechWorks and especially Nuance to benefit from the addition of high-quality resellers and integration partners. Resellers would generally include hardware vendors such as InterVoice-Brite, which is a key SpeechWorks partner and a developing Nuance relationship. Systems integrators would include specialists such as Gold Systems as well as the bigger name consultants such as Accenture. Stephens Inc. 19
  • 20. Risks Competition: As we mentioned earlier in the report, we believe that IBM could pose a real threat, as it has both quality technology which could be and strong relationships with enterprise customers. Commoditization: There is at least a modest threat of commoditization of the core speech recognition technology. Both Companies licensed technology from third parties at their inception, and though their products have evolved, the core source code could conceivably be utilized by any potential competitor. Service Failures: The biggest barrier to growing the market is getting potential customers comfortable with the technology. Any integration or deployment problems could generate long-term ill will to the detriment of future revenues. It is interesting to note that most failures are more a function of faulty user interface design rather than a failure of the core recognition software. Growing Pains: Both Companies could potentially face a period of hyper-growth over the next couple of years. While we believe that both management teams are solid, it may be a challenge to grow the businesses at the pace of the market’s growth. CONCLUSION We recommend both Again, we recommend both Nuance and SpeechWorks with OUTPERFORM ratings NUAN and SPWX based on our optimistic outlook for the speech recognition software market. We view with OUTPERFORM both as leaders in an important but nascent market. While we do not expect spectacular ratings. results in 2001, we believe that customers are continuing to evaluate the technology and will likely begin to deploy speech recognition solutions more aggressively in 2002. In the short run, we favor SpeechWorks, because it has greater revenue visibility and emphasizes comprehensive solutions and customer service. Longer term, we tend to favor Nuance’s indirect sales strategy and forward-thinking technology mindset. Still, we believe that both Companies will benefit from positive market dynamics and that both will prove to be wise investments for those who can tolerate the risk. Our 12-month price Our 12-month price target for Nuance is $20.00, or 14% below its current price, and our targets for NUAN and target price for SpeechWorks is $19.00, or 31% above its current price. SPWX are $20 and $19, respectively. We will become even more bullish when we see one or more of the following: • An increase in overall corporate technology spending. • Increased demand for speech recognition in various vertical industry solutions. • Signs that Nuance and SpeechWorks will remain leaders in the industry, evidenced by continued Fortune 500 customer wins. Stephens Inc. 20
  • 21. NUANCE COMPANY DESCRIPTION NUAN is a provider Nuance, based in Menlo Park, California, is a provider of software and services that of software and enable the content and services of the Internet and telephone networks to be accessible services that enable from any telephone. The Company’s software platform consists of software servers that the content and perform speech recognition, natural language understanding, text-to-speech (TTS) services of the synthesis and voice authentication. Nuance also provides professional services to Internet and facilitate the development, implementation and support of applications operating on its telephone networks to software platform. be accessible from any telephone. Nuance software products are based on research originally conducted by SRI International. Upon its inception, Nuance received a license from SRI International to a number of patents and other proprietary rights, including a right to software relating to voice interface technologies. Since then, the Company has invested significantly in developing and improving this core technology. The license was exclusive until December 1999; subsequent to that the Company allowed the exclusivity to lapse. Nuance’s software offerings include Nuance 7.0, the Company’s core voice recognition software; Speechify, a speech synthesis software; Nuance Vocalizer, a text-to-speech (TTS) engine; Application Development Tools; Nuance Verifier, a speaker verification software; and Nuance Voyager, a voice browser. The Company licenses its products to software and service providers as well as enterprises. In the first quarter 2001, about half of it’s revenue was derived from services, though this was unusually low due to a sharp decline in software license revenue (see Figure 12). In May 2001, Nuance In May 2001, Nuance introduced a new speech recognition technology “Say Anything.” introduced a new Say Anything allows people to say whatever they want to speech systems to conduct speech recognition transactions or obtain information. Until now, developers have built applications by technology “Say predefining lists of what callers can say. Say Anything combines this capability with Anything.” statistical models that recognize free-style speech and extract key concepts to determine the meaning of user input. Say Anything is not yet generating revenue. Figure 12 NUANCE COMMUNICATIONS  Revenue Composition, 1Q01— ended 3/31/01 (In millions) Total Revenue = $11.01 Licenses Services $5.3 49% $5.7 51% Source: Company reports and Stephens Inc. Stephens Inc. 21
  • 22. Nuance’s core Nuance’s core technology consists of speech recognition, natural language technology consists of understanding, TTS synthesis and voice authentication. The Company uses the Hidden speech recognition, Markov model for voice recognition. Under this approach, digitized speech is divided natural language into numerous short segments and statistical processes are used to analyze and interpret understanding, text- these segments. to-speech (TTS) synthesis and voice Natural language understanding is the ability of the software to extract relevant parts of authentication. the speech using rules established by the developer of the voice interface. The text-to- speech engine synthesizes text into speech, providing a natural sounding voice interface. Last but not least, voice authentication software provides security for applications using biometric speaker verification. Nuance sells its software and services across a variety of industries and market segments in the United States and internationally. Among the list of notable customers are American Airlines, Banco Bradesco, Charles Schwab, Fidelity Investments, OnStar, Sears, Siebel Systems and SprintPCS (see Figure 13). For instance, OnStar has integrated NUAN ‘s software into its virtual advisor platform that will deliver in-vehicle, hands-free access to a collection of Internet-based content. Cisco also announced a multi-year agreement with Nuance that will allow it to incorporate the Company’s speech recognition and voice authentication software into its Architecture for Voice, Video and Integrated Data (AVVID) products. More recently, Japan’s largest carrier, Japan Telecom, has licensed NUAN’s software to power its voice portal. Figure 13 NUANCE COMMUNICATIONS  Selected Customers Communications Travel Bell Atlantic (now Verizon) American Airlines British Telecommunications plc Delta Airlines CTBC Telecom (Brazil) Other Deutsche Telekom (Germany) Avon Sprint PCS Commonwealth of Virginia Southwestern Bell CTC Create (Japan) Telenor (Norway) Dreyfus Corporation Telia (Australia) Entergy Corporation Z-Tel Technologies Home Shopping Network Technology/Manufacturing National Car Rental Systems, Inc. Dell Japan Odeon Cinemas (United Kingdom) Ford Motor Company OnStar General Electric Co. Sears, Roebuck and Co. Sony Japan Siebel Systems Finance/Brokerage/Banking United Parcel Service American Century Voice Portals/Enhanced Service Providers American Express Financial Advisors BeVocal Banco Itau (Brazil) General Magic Banco Mercantil (Venezuela) GoSolo Technologies Charles Schwab & Co. GTG Technologies Fidelity Investments ShopTalk Merrill Lynch Tellme Networks Dot.coms Webversant Cheap Tickets Fingerhut Source: Company reports and Stephens Inc. Stephens Inc. 22
  • 23. Software Products Nuance’s primary software products are Nuance 7.0, Nuance Vocalizer, Nuance Voyager, Nuance Web Server, SpeechObjects and the Nuance Developer’s Toolkit. Nuance 7.0 Nuance 7.0 is the Nuance 7.0 is the Company’s flagship software that provides speech recognition and Company’s flagship natural language understanding capabilities. The software has a unique distributed software that provides architecture that supports concurrent load balancing of speech recognition, natural speech recognition language understanding, voice authentication and text-to-speech synthesis. The and natural language architecture utilizes three primary components: the Recognition Server, Recognition understanding Client and Resource Manager (see Figure 14). capabilities. Figure 14 NUANCE COMMUNICATIONS  Nuance 7.0 Speech-Enabled Application Nuance Clients Resource Manager Nuance Nuance Nuance Nuance Server Server Server Server Source: Company documents and Stephens Inc. The Recognition Server performs speech recognition and verification. The Resource Manager balances the load across all the recognition servers. The Recognition Client interacts with the speech-enabled application. The unique architecture enables the separation of light client processing from volume CPU-intensive server processing. For a small system or a prototype, both the client and server can run on the same machine. The speech recognition and natural language understanding technology of the software is available for 25 languages and dialects. Stephens Inc. 23
  • 24. Speech Recognition Software Customer Case Study (UPS) UPS, the world's largest package distribution company, needed a solution to enable its customers to schedule pickups and track packages using voice-only input. Touch-tone phones couldn't handle the 11- to 18-digit tracking numbers, and using customer service agents was too expensive. UPS utilized Nuance’s speech recognition software to develop an automatic speech recognition (ASR) application. Now, UPS customers can schedule pickups and track packages using voice. Source: Company reports and Stephens Inc. Nuance Verifier Nuance Verifier is a Nuance Verifier is a verification software that authenticates the identity of callers based verification software on their unique voiceprint. The software captures and stores the caller’s voiceprint that authenticates the during a short one-time enrollment process. Subsequently, callers who wish to enter the identity of callers system just speak, and their voice is compared by the software against their previously based on their unique enrolled voiceprint. If there is a match, the caller is accepted into the system. voiceprint. Speech Verification Customer Case Study (The Home Shopping Network) Operators at the Home Shopping Network (HSN) were handling roughly 48,000 calls per day from customers who had forgotten their HSN ID number. The company needed a solution that would automate the process to reduce costs. HSN utilized Nuance’s verification software to develop an ASR application. Today, customers calling HSN simply speak their phone numbers and are securely identified. The software provides a 95% automated rate in identifying and authenticating callers, so only 5% of callers are forwarded to an operator for assistance. Source: Company reports and Stephens Inc. Nuance Vocalizer Nuance Vocalizer is a Nuance Vocalizer is a text-to-speech software engine that converts text-based information text-to-speech into an audio format for access over the telephone. The software retrieves the waveforms software engine that from a database of prerecorded human speech. The output sounds natural because the converts text-based resulting speech is actually made up of concatenated units of human recordings. TTS information into an should prove to be especially important in unified messaging, as it will allow e-mails to audio format for be “read” over the phone. access over the telephone. Pricing is based on the number of TTS ports licensed. The list price per port is $600, but volume discounts are available. The software is currently available in developer’s release only, with general availability expected in first half of 2001. Stephens Inc. 24