WHY THE HP/COMPAQ DEAL WILL FAIL
-- By Michael R. Zimmerman --
There's a pretty well known school of thought that says common interests make for successful personal relationships. (Cue grandma: "Your mother and father were like two peas in a pod.") Like minds, and all that.
While that may be true for marriages, and I don't have an MBA, when it comes to mergers and acquisitions between companies, history seems to show that acquisitions tend to go best when gaps in product or services lines are filled or accentuated. And even then it's a crap shoot as to whether it'll work out.
But with Hewlett-Packard's proposed buyout of Compaq, I can't tell what HP gets out of the deal, other than, well, a whole lot more of what it already has--PC-based hardware, services, and some network management software.
So the question that was first raised on Sept. 4 when the deal was announced is just as pertinent today, three months later: Why do it? It's not a bad question. In fact it's probably the single most-asked question of Carly Fiorina and Michael Capellas in the last three months, and for good reason. No one has a good answer.
It's the central reason the Packard Foundation is meeting this Friday to hear a report from an outside consultancy on the pros and cons of the proposed acquisition. And it's the reason Walter Hewlett, son of HP co-founder William Hewlett, has been flying around the country trying to convince institutional shareholders to vote against the buyout. No one has a good answer.
Consider the aftermath of the announcement on Sept. 4. The collective "Huh?" blurted by Wall Street sent shares of both Compaq and HP plummeting and sank the value of the buyout by about $3 billion by the time the dust settled several days later.
In fact, Carly's own message has morphed some lately, from the calm merger-of-equals into a more panicky tone. She reportedly told securities analysts last month: "We don't have the luxury of an incremental approach. We need to take a bold step to address these challenges now," the Sunday New York Times reported.
Well, Why not?
Several years ago, Eckhard Pfeiffer was criticized, but not badly, over Compaq's proposal to acquire Digital Equipment. In fact, analysts weren't critical of the subject of the deal as much as they were the price tag of the deal, $9 billion. The price was steep because Compaq was getting a world-class global services operation, not to mention some choice semiconductor technology, patents and fabs for its money. (Of course, Compaq would ultimately botch the integration of the services unit, and discontinue the Alpha processor, but that's another story.)
The point is, it was part of Eckhard's grand and complex plan to evolve Compaq from its PC-centric image into an enterprise computer company, a la IBM. The Digital acquisition would also help Eckhard get closer to his self-imposed revenue goal of $40 billion, back when $40 billion was something.
So, when contrasted against the Pfeiffer plan, Carly's latest statement comes across as almost desperate. As if there's nothing else that can be done.
Indeed, I don't see this buyout as a master plan at all. In fact, I think there's probably a lot that hasn't been reported about the conversation Carly and Capellas had over the summer, the talk in which they first discussed the possibility of an acquisition. Considering all that has been happening in the economy this year, and in the PC industry especially, I'd bet the conversation, after getting some licensing business out of the way, took a dramatic turn toward the miserable state of their respective companies. Remember, Carly and Capellas have a bond of sorts, in that they're close in age and were both made CEOs for the first time at almost the exact same time. They probably lamented not only the economy and their troubles, but also the common rivals that put them there. And then at some point, she probably said to him, very generally, but sympathetically: "Well, what are you going to do?" To which he probably replied, "I just don't know." Capellas probably then put the question to her, to which she replied the same way. At that point, I can imagine the conversation taking an even more dramatic turn. But, I'm just guessing.
All that said, I don't buy the argument that "something" akin to buying Compaq must be done to save HP. That this is HP's best shot at getting through this economic storm. And I don't think the Packards and the Packard Foundation are going to buy it on Friday. And I don't think the shareholders are going to buy it in February when they meet to vote on the proposal.
Do you buy it?
To e-mail eWEEK Executive Editor of News Michael R. Zimmerman, click here: mailto:mike_zimmerman@ziffdavis.com |