Baltimore Technologies PLC, an information security company that is listed on the London Stock Exchange, said it has filed for an initial public offering on the Nasdaq national market.
The company, which is trying to grow internationally on a foundation of digital certificate technologies that it has sold primarily in Europe, would offer 8.5 million American depository shares. That would be in addition to the 30.2 million shares trading on the London exchange, where the price on Friday, the equivalent of $19.93, was up 12% for the week.
"Baltimore is starting to make investments in the United States ... putting in offices to try and establish a presence here," said P. Sean Jackson, an electronic commerce research analyst at SunTrust Equitable Securities in Nashville.
Firms such as GartnerGroup and Forrester Research have been predicting a tidal wave of business-to-business electronic commerce growth, which would lift demand for security and privacy technologies. Citing the market research data, Mr. Jackson said the "B to B" segment is projected to be 10 times the size of the retail on-line market. He said the market for public key infrastructures, or PKI, is growing at more than 100% a year and will reach $1.1 billion by 2001.
Baltimore, which provides the technology for digital credentials based on PKI, is following competitors Entrust Technologies Inc. and Verisign Inc. in issuing stock in the United States. These and other companies in the field rely on data encryption technology licensed from RSA Security Inc., which at times competes with them in some aspects of PKI deployment.
For the six months through June 30, Baltimore reported an operating loss of $26.7 million, up from $533,000 a year earlier. Revenue was up 23%, to $16.2 million.
Baltimore, in its pre-offering quiet period, declined to comment on the transaction that is being managed by Lehman Brothers Inc. and Merrill Lynch International. A spokesman for the company, Andrew Morbitzer, said the additional capital would be used for sales and marketing and research "on a worldwide basis."
The offering "makes us appear to be more of an American company," Mr. Morbitzer said.
Baltimore, which had its headquarters in Dublin, was acquired in December 1998 by publicly held Zergo Holdings PLC of London for $55 million. Zergo, which adopted Baltimore's name, sold consulting, services, and software to European government agencies and financial institutions.
Notable contractual wins for the company include Identrus, the global business-to-business certification venture founded a year ago by a multinational group of banks including Bank of America Corp., Chase Manhattan Corp., Citigroup, Deutsche Bank, Barclays Bank, and ABN Amro. The British-Irish technology company's Unicert certificates have been adopted for official European Union purposes as well. Baltimore's "technology is good," Mr. Jackson said. "I think they are a little behind Entrust in terms of a full-scale PKI solution, but it is still competitive."
Observers said Baltimore is primarily a services and systems integration firm that also develops software. The stock offering, which is expected to be priced this month, could hope for a valuation somewhere between Verisign's and Entrust's.
Verisign, which closed Friday at $104.343, up $2.218, trades at between 60 times and 65 times 1999 earnings. The California-based company's service bureau business produces highly visible recurring revenues, for which Wall Street investors pay a premium, Mr. Jackson said.
Entrust of Texas, a spinoff of Nortel Networks of Canada, has a customer list that includes Citibank, J.P. Morgan & Co., and the U.S. Postal Service. It focuses on providing software that allows corporate customers to issue and manage their own digital certificate systems.
Despite its 45% earnings growth rate, Entrust's multiple is between 13 and 15. It closed Friday at $21, down $1.4375 for the week.
John A. Ryan, president and chief executive officer of Entrust, said he welcomes Baltimore's stock offering because it would serve to raise market awareness about the importance and feasibility of security in an increasingly wired world. He said it would become easier for corporate customers to contrast various product and service offerings in this emerging market.
"We believe there will be ample opportunity for companies who understand where customers are going," Mr. Ryan said. "This will be a really exciting place."
