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Merger Mania Among the VARBusiness 500
Consolidation continued among the VARBusiness 500 in 2006
By Shelley Solheim, VARBusiness
12:00 AM EDT Mon. Jun. 11, 2007
From the June 11, 2007 issue of VARBusiness
Paul Shain could probably drive the 150-mile route from Wisconsin's
capital to the Chicago suburbs blindfolded. Last spring, he was
CEO of Berbee Information Networks (VARBusiness No. 102), a Madison,
Wis.-based VAR with about $390 million in sales and a staff of roughly
800. Fast forward a year: Shain is now senior vice president of
a Fortune 500 company that has sales of $6.8 billion, employs a
small army of 4,300 and requires no introduction in the IT channel.
That's because CDW (No. 13), a Vernon Hills, Ill.-based direct marketer,
bought Berbee last fall, sending shockwaves through the channel.
As one of the principals involved in the post-acquisition integration
of the two companies, Shain now finds himself spending a lot of
time on the road between the two.
CDW's $175 million acquisition of Berbee is just one example of
the frenzied consolidation that swept through the channel last year.
In fact, CDW, itself, earlier this month said it had agreed to be
acquired by private equity firm Madison Dearborn Partners for $7.3
billion in cash. M&As continued to increase in 2006, with a
new merger occurring, on the average, more than once a week. And
that's just the larger deals that caught the public eye; scores
of smaller VARs quietly joined forces in hopes of bolstering their
businesses.
The CDW-Berbee deal, however, stands out as one of the most memorable
mergers of 2006, as it illustrates a significant shift in the landscape
of the channel, with a direct marketer encroaching on the territory
of traditional value-added resellers. The deal left many VARs wondering
about their futures.
In fact, the desire to control its own destiny was one of the main
catalysts that spurred Berbee to go shopping for a buyer in the
first place, Shain says.
"We saw that the channel was an evolving marketplace, and
we looked into the future and thought about what business model
was going to thrive. We felt that we had a piece but not the entire
solution set for customers," Shain says. "We were experiencing
very rapid growth on the project end of the equation, but increasingly
we saw our customers placing value on the efficiencies of the supply
chains of organizations like CDW."
It's that change in buying behavior--companies looking to buy hardware,
software and services from a single IT solution provider that can
speak to business strategies as easily as technologies--that's a
major force behind channel consolidation.
"Historically, the key to success for a VAR was excellence
in a technical skill, but in the future the key will be excellence
in business management," says Ryan Morris, analyst at the Institute
for Partner Education & Development. (IPED is part of the CMP
Channel Group, which publishes VARBusiness.) "That change is
driven by the buying behavior of end users and the increasingly
competitive climate among solution providers. In order to thrive,
a solution provider must be excellent at managing a business, building
an organization, driving a P&L model, recruiting and motivating
talented people, implementing effective demand-generation campaigns
and improving sales effectiveness--all in addition to the 'ante
up' stakes of technical skills."
While Berbee gained the stability of a large, established parent
company in CDW, the direct marketer, in turn, made deeper inroads
in the lucrative IT services market--in particular, the highly coveted
managed service space.
In fact, strong services capabilities was a consistent attribute
among VARs acquired in 2006 and will continue to be an enticing
characteristic of acquisition targets in the coming year.

CDW SVP Paul Shain: "[Berbee] saw customers placing value on
the efficiencies of the supply chains of organizations like CDW."
"Two [things] make a solution provider an attractive acquisition
target: first, having an established service practice with effective
processes--either project services or managed services," Morris
says. "Second is having an effective sales operation that has
demand-generation capabilities."
That demand for services expertise drew companies of all sizes
and shapes into the VAR shopping spree last year. (Because so many
of the companies involved in M&As were privately held, ascertaining
the value of those deals was untenable.)
Telcos, for example, were among the companies shopping for VARs
last year as a way to expand into managed services. In September,
AT&T (No. 61) shelled out $300 million for ASP USinternetworking,
which specialized in providing management and outsourcing services
for business software from Oracle, Microsoft, IBM and Ariba.
Companies with existing managed service contracts that provide
long-term annuity revenue will continue to be a hot commodity this
year, Morris says. "These companies are less abundant and,
therefore, somewhat harder to find," he says. "But when
a strong managed service provider emerges, it's highly sought after
by larger solution providers."
NEXT: Additional qualities on buyers' wish lists.
Solution providers with experience selling services to the government
were also in high demand, thanks to increased federal IT spending.
Among the most high-profile deals, General Dynamics (Advanced Information
Systems, No. 8) threw down $2.1 billion in cash for government IT
services provider Anteon. Solution providers with high-level security
clearances were coveted as well. Government contractor CACI International
(No. 42) closed its acquisition of Information Systems Support,
which had about 1,000 employees, 70 percent of whom hold Secret
clearances or higher.
Hardware vendors also sought out and acquired VARs, further blurring
the lines between VAR and vendor.
In the printing and imaging market, for example, Canon scooped
up Uinta Business Systems for an undisclosed sum in 2006, and Xerox
grabbed headlines this year when it announced that it would plunk
down $1.5 billion for mega-VAR Global Imaging Systems (No. 135),
a company Xerox had originally intended to woo as a solution provider
partner but later decided to bring in-house instead.
The deal brought Xerox an instant salesforce with expertise in
selling document imaging solutions and services, which may have
been a more cost-efficient route for the copier king than training
thousands of VARs on selling print managed services, analysts say.
Meanwhile, Xerox contends that it's still committed to driving sales
through resellers, but the deal raised questions about the future
of the printing and imaging channel and whether it will eventually
be owned by IT VARs, copier dealers, printer vendors or copier vendors.
Storage vendors, too, wanted to be in on the M&A party. EMC
snatched up Internosis and Interlink, two solution providers that
offer services around Microsoft software. Such capabilities were
key for EMC as it looked to expand from a storage hardware provider
to a one-stop shop for storing, managing, accessing and securing
data throughout the enterprise.
Presidio's Rudy Casasola: "Scale and size do matter."
Many midsize and large VARs were driven to acquire smaller VARs
mainly because of the latter's expertise in certain vendor products.
"It all comes down to engineering and pooling all those engineering
resources. It's difficult to manage all the certification requirements
manufacturers like Cisco put on the channel," says Rudy Casasola,
divisional president of Presidio Networked Solutions (No. 72), which
went on a major shopping spree of its own this year. (For more,
read "VARBusiness 500 Power Movers.") "For example,
Cisco has the new master certification, and it's a huge undertaking.
A lot of the specializations have to be held by multiple engineers,
and you have to have a 24/7 call center and a managed service offering.
As a smaller VAR, it's very difficult to meet those requirements,
but together [with another company] you can fold your resources
and accomplish certifications in a short period of time, with minimal
business disruption. Scale and size do matter."
Also, many smaller solution providers are finding themselves facing
the cost barriers of moving into more lucrative areas of the market
such as managed and hosted services.
"What's happened with vendors is that they overpopulate the
channel, then find they have 80 percent of their revenue coming
from 20 percent of their partners," says Joel Schleicher, chairman
and CEO of Presidio. "So they try to shrink the channel to
make it easier to manage, but they find it's more effective to have
a consistent delivery model. One concern the vendor has with advanced
technologies is if partners can properly deploy them."
That raises the question of whether or not there will be a place
for smaller VARs in the channel of the future. While there's disagreement
on the role of smaller players, the general consensus is that there
will always be a place for them.
"I see a handful of national players, with small VARs continuing
to provide tuck-in around certain geographies where local presence
is important," Shain says. "It'll be a much smaller channel,
but much more coordinated than ever before."
Meanwhile, there's plenty of sorting and sifting to be done. Fusing
businesses is a task that requires tact and common sense, and "partner
or perish" appears to be the pervading theme.
As for Shain, he expects to put a lot more miles on his car.
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