To: paul_philp who wrote (13193 ) 7/31/2002 3:53:16 PM From: stockman_scott Respond to of 57684 IBM Gets A Bargain In PwC Consulting Lisa DiCarlo Forbes 07.30.02, 6:52 PM ET NEW YORK - IBM always seems to make important announcements on Tuesdays, and today's was a doozie. After what executives described as only 10 days of negotiation, IBM bought PricewaterhouseCoopers Consulting, instantly adding 30,000 services pros and $5 billion in revenue. The purchase price, $3.5 billion in stock and cash, is less than one quarter the price that Hewlett-Packard (nyse: HPQ - news - people ) was negotiating to pay for PwC Consulting two years ago and possibly less than PwC would have gotten during the upcoming, but now canceled, initial public offer. Indeed, compelling valuation was one of the reasons that IBM (nyse: IBM - news - people ) finance chief John Joyce was attracted to the company, which it previously pondered buying but shied away from the sticker price. "The market has set a good value for this acquisition," says Joyce, who expects the deal to be accretive to earnings in late 2003, but not before taking a 30-cent per share charge against earnings in the fourth quarter of this year. Analysts were looking for $1.43 per share in the fourth quarter. "We don't use acquisitions to grow the top line," says Joyce. "We depend on research and development to drive revenue." He and other executives were short on specifics but said the acquisition will focus on helping customers to implement business process transformation, which is a fancy way of saying they'll use technology to help customers save money and be more efficient and profitable in serving their own customers. "We just raised the bar for what we can deliver to our customers," says Doug Elix, senior vice president of global services at IBM. They may have raised the bar for customers but also for their competitors, who are trying to emulate IBM's services-led model. This will mean a steeper uphill climb for HP, Sun Microsystems (nasdaq: SUNW - news - people ) and others. Greg Brenneman, chief executive of PwC Consulting, said he will stay on through the integration process but will then return to his private equity practice. Interestingly Brenneman, former chief executive of Continental Airlines (nyse: CAL - news - people ) had been on the short list of candidates for the CEO job at Compaq in 1999, before the board promoted Michael Capellas to that spot. Joyce said he expects some PwC Consulting clients to drop the company as a consultant because they compete with IBM. "But after we get through the first few quarters we should see double digit revenue growth." Andy Neff of Bear Stearns pointed out that consulting doesn't seem to jibe with IBM's stated goals of focusing on businesses with recurring revenue. Joyce threw out some jargon about end-to-end solutions, value propositions and the deal being a "game changer" but the truth is the acquisition makes IBM mightier in an area where growth had begun to slow.