| A growing number of solution providers are
engaged in mergers and acquisitions, creating stronger organizations well-positioned
to win solution sales across wider geographies and deeper into customer
accounts. Unlike the forced sellouts during and after the dot-com bust,
today's deals tend to be between thriving solution providers looking to
optimize growth and value. Their positive results signify rising opportunity
for VARs with the right business models, processes and expertise -- whether
they engage in mergers and acquisitions (M&As) or not.
In most cases, the mergers and acquisitions are occurring out of a combination
of strengths," says Kirk Robinson, VP of channel marketing for Ingram
Micro North America. "They are enabling the larger firms to grow
strongly across different territories and technology solutions."
Experts point to several factors driving the M&A trend:
- Growth-oriented executives believe they can create scale and efficiency
by acquiring complementary firms in different geographies.
- Customers favor VARs who provide more of the total solution, rewarding
larger firms with broad and deep solutions expertise. And it can be
easier to acquire expertise than to develop it from scratch.
- Perhaps most important, VARs who specialize in advanced technology
solutions and managed services are thriving, making this an excellent
time to expand for growth or to sell for cash.
"If you start in the pit of despair in 2003, business results have
gotten better and better," says Paul Dippell, CEO of solutionprovider
advisory firm Service Leadership, which benchmarks VAR results every year.
"When owners see a sequential series of improvements, they know they
will receive the best value in terms of cashing out."
Harnessing Technology
Maturing technologies and services for managing a VAR's business also
encourage consolidation. Professional services automation software, ERP
and remote monitoring and management tools, for example, help VARs create
repeatable processes, cover broader territories and more easily integrate
new firms.
For VARs not in the M&A game, resources such as the Ingram Micro Services
Network (IMSN), the Seismic portfolio of managed services, and the VentureTech
Network (VTN) can facilitate what Dippell calls "virtual consolidation."
Solution providers who leverage them gain some of the scale of larger
firms without having to merge or acquire (see below).
Still, indications are that the wave of M&As will continue, presenting
VAR owners with tough decisions about how to maximize business value,
job satisfaction and personal net worth. The following pages present the
varied perspectives of four solution provider firms that are playing this
high-stakes game, along with expert advice to help you make the right
moves.
| "The key to integration is to
make sure you have the right company before you start, not afterward."
- Mont Phelps, NWN
|
NWN: Laser-Focused on Business Growth
If you're thinking of cashing out because your business is distracting
you from the condo, the boat or the slopes, you aren't on Mont Phelps'
radar screen. Phelps is CEO of NWN, a growth-minded, advanced technology
solution provider with branches in New England, New Jersey, North Carolina
and Texas. No. 3 on CRN's Fast Growth 100 list, NWN's run rate is in the
$200- million range, thanks to successful acquisitions and strong organic
growth.
"We focus on building our franchise so we are always bringing more
value to the client," says Phelps. "Our strategy is to build
a coherent organization that targets the right markets with the right
technologies and the right business partners." Resellers in it for
the lifestyle need not apply.
NWN, formerly Netivity, made its first acquisition in 2000, "some
would say poorly timed," Phelps quips, but the company worked through
it and came out stronger as business improved.
During this time NWN honed its focus by concentrating on specific solution
"pillars" that support its strategy and help to evaluate potential
acquisitions. The company focuses on project-based professional services,
managed services and professional IT staffing. Technical pillars include
unified communications, information security, data storage and business
continuity, and enterprise computing. Lead vendors are Cisco Systems,
Hewlett-Packard, EMC and Microsoft.
"First, we're looking for companies with strong management teams
and a good culture," Phelps says. "They've got to be profitable
and growing. The people there have to want to be part of something bigger.
And they must embrace at least part of our business strategy in terms
of the pillars."
VAR firms that met these criteria include Woods Network Services, a Cisco
Gold partner; Tenafly Online; and three systems integration units of Xcelecom,
a subsidiary of UIL Holdings. Phelps credits NWN's success at integrating
these acquisitions to careful due diligence and proven technology and
processes.
"The key to integration is to make sure you have the right company
before you start, not afterward," he says. To coordinate company
operations, NWN has brought all of its acquisitions onto a hosted ERP
solution that is eminently scalable. A refined portfolio of HR benefits
eases the transition for concerned employees. And the management team
recognizes that the acquired firms are similar to but different from NWN,
and "that's a good thing," says Phelps. "Everyone's driving
toward a common strategy, but the metrics are all local. That way, we
retain the local commitment to client service that is so crucial to success.
Then we drive organization down into the branches to build teams around
technologies and competencies for outstanding delivery."
Once firms are integrated, NWN's clients benefit from the cross-pollination
inherent in the expanded range of capabilities. As an example, NWN is
usually stronger in managed services than new acquisitions, a prime opportunity
for the acquired firms to sell new services to their customers. "That's
our primary growth strategy," says Phelps. "I don't want to
minimize all we spend to acquire new customers, but the strongest growth
comes from introducing additional products and services to existing clients."
Clients also benefit from strengths that NWN and its acquired firms have
in common. Both may have Cisco or HP expertise, for instance, so the combined
organization offers greater technical depth. "It's hard for a regional
business to maintain the highest level of consultants and technology experts,"
says Patrick Kopins, formerly of Xcelecom and now executive VP of NWN.
"Our model allows us to scale expertise to all our offices."
That model will continue to grow through more acquisitions, if Phelps
has his way. "This is a promising business that can continue to expand,"
he says, "and will do so as the right opportunities present themselves."
NetTeks: First a Seller, Then a Buyer
When one door closes, the saying goes, another opens. That's what happened
at NetTeks Technology Consultants, where an aborted sale led to a new
strategy and a successful acquisition of a complementary VAR firm.
In mid-2006, Boston-based NetTeks seemed to be an ideal acquisition target
for NWN (then Netivity). The two firms had worked with each other, and
NetTeks shared some of NWN's pillars, such as expertise in Cisco unified
communications. Although NetTeks was profitable and growing, it was finding
it harder to grow market share within its territory, says Ethan Simmons,
one of the founding partners.
"Particularly in Boston, we'd done a good job of winning market
share from other resellers," says Simmons, "but now we were
big enough to be bumping heads with Cisco Gold partners and other larger
firms. To compete with them, and to continue to grow market share, was
becoming very expensive."
Considering the synergy of a sale, NetTeks' customers would have benefited
from NWN's more mature managed services portfolio. The partners also considered
the financial gain from selling, but that wasn't their primary motivation.
The deal fell through. "As we went through the dating ritual and
approached the altar, we couldn't agree on a few issues," Simmons
says. "The split was amicable; we simply decided not to move forward."
Taking a step back, NetTeks' partners revised their strategy for growth.
They first asked the staff to support a three-to-five-year plan for growth
via acquisition -- probably a similar firm in a different territory. They
also invested heavily in their managed services practice. And they found
a company, A&F Networking in Connecticut, with a strong Cisco voice practice,
immature managed services, and an owner looking for a change.
NetTeks engaged Service Leadership, an M&A specialist, to help with the
acquisition, acquiring A&F in March 2007. After a smooth transition, NetTeks
is benefiting from greater scale as a Cisco partner, and new prospects
in Connecticut and New York for managed services and other solutions.
"There's something to be said for being satisfied as a $5 million
VAR and seeing how much you can drive to the bottom line," says Simmons.
"At NetTeks, we decided to grow to $20 million or $25 million to
see what we could do from there." With revenues north of $15 million
in 2007, NetTeks is making progress toward that goal.
HTS: Steady Vision in America's Heartland
In many respects, Heartland Technology Solutions (HTS) epitomizes the
modern, accomplished solution provider. Ranked No. 67 on CRN's 2007 Fast
Growth 100 list, $18-million HTS has broad expertise in advanced technologies
and vertical markets; a tight solutions focus around Microsoft, HP, SonicWall
and 3Com; and a growing managed services business.
What's unusual is that HTS has grown through acquisition to 80 employees
working at eight branches in Iowa, Oklahoma, Missouri, Kansas and Nebraska,
all tertiary markets in rural mid-America. Building a unified organization
across such a wide geography and diverse markets is a testament to HTS'
strong management team and steady vision.
HTS was established in 2003 through the merger of SCCI of Harlan, Iowa,
and Connecting Point of Joplin, Mo. HTS then acquired Beacon Micro of
Ames, Iowa, in 2003. In June 2006, another merger with Business Computer
Centers in Wichita, Newton and Hutchinson, Kan., and Connecting Point
in Muskogee, Okla., added four additional locations.
"Our mergers and acquisitions have fueled our growth, along with
remarkable growth in some of our specialty practices," says Arlin
Sorensen, CEO of HTS and founder of SCCI of Harlan. Specializations include
education solutions, state and local government, IP telephony and unified
communications, IP video surveillance, document management, GPS/precision
agriculture and e-marketing services.
The specialty practices have grown strongly from the cross-pollination
that occurs when VARs join forces. "In our Iowa location, for instance,
we do a lot of precision agriculture for farmers. Now we're starting to
move that to other locations," says Jane Cage, COO of HTS and founder
of Connecting Point of Joplin. "And our technicians share advanced-technology
expertise across different offices."
The combined company also benefits from the influx of executives after
an acquisition. "When we had only two locations, it was easy for
the managers to deal with a variety of areas," says Cage. "As
we've grown, the senior mangers have become more specialized." As
an example, Sorensen and Cage split the top management positions, and
Kelly Walker from Business Computer Centers has become CFO.
The broad geography and diverse markets create challenges, however, causing
HTS to work hard at perfecting its technology and business processes.
PSA software and remote monitoring and management, for instance, have
improved utilization of technical resources across the large territory,
while Microsoft Dynamics software has allowed HTS to better manage the
complexity of multiple inventories, multiple locations and departmental
P&L tracking.
Though HTS has grown by merging with similar companies, unifying company
cultures isn't easy -- especially those with strong traditions and located
states apart. Due to cost and time constraints, HTS has only one meeting
each year attended by all employees. The company supplements this with
weekly newsletters that report on business as well as personal issues.
"Reporters at each location write about personal details such as
family vacations and whose daughter plays softball," says Cage, "so
that when we work together it's more than just a voice on the phone. It's
all about making personal connections to create a unified company spirit."
| Consolidation
Real and Virtual: How Ingram Micro Helps |
Whether your company is engaged in M&A activity or the "virtual
consolidation" of more informal partnerships and business outsourcing,
Ingram Micro offers valuable resources to facilitate business growth:
- Community membership: Through a series of invitation-only
communities such as VentureTech Network (VTN), GovEd Alliance,
SMB Alliance and System ArchiTECHS, Ingram Micro brings solution
providers together for education, joint marketing, manufacturer
access and peer-group networking.
- Ingram Micro Services Network (IMSN): This 700- member
VAR community covers a diverse range of technologies, expertise
and geographies. Members can easily find and deploy competent
partners and manage service engagements -- all in a contractually
protected environment. IMSN also offers staff augmentation and
SKU'd services to nonmembers.
- M & A Forum: Thanks to a recent strategic alliance between
Ingram Micro and M & A Forum, all Ingram Micro customers can now
take advantage of this open online marketplace, which allows them
to exchange information and find candidates for mergers, acquisi
tions and capital investments at a reduced rate, as well as to
identify best practices surrounding mergers and acquisitions.
- Ingram Micro Seismic Managed Services: Ingram Micro's
portfolio of managed services and best practices can help VARs
cost-effectively ramp up their managed services business. Integrated
offerings in the Seismic Virtual Services Warehouse include hosted
RMM software, a hosted managed NOC, a managed help desk, PSA software
and many complementary services. Seismic partners also receive
free access to the Seismic Success Support Portal, which features
tutorial information, best practices and peer groups to help MSPs
succeed.
All the solution providers profiled in this article credit Ingram
Micro with helping them grow. "When I first got involved with
this company, I was new to the industry," says Mont Phelps,
CEO of NWN and a VTN board member. "Ingram Micro provided the
opportunity and the support for me to get engaged and learn this
business really well. They also pointed me toward emerging business
opportunities that I might not have recognized on my own."
Indeed, contacts made through Ingram Micro have led to a number
of successful mergers and acquisitions. "Before SEE-Comm merged
with I.T. Works, John Powell and I had met through VTN and gotten
to know each others' businesses," says Greg Starr, COO of I.T.
Works. "Without Ingram Micro, this deal wouldn't have happened."
Jane Cage, COO of Heartland Technology Solutions, also gives credit
to Ingram Micro. "As we merged locations, Ingram Micro has
helped us navigate through the vendor and ordering maze," says
Cage. "They've worked hard with us to get the right sales team
and back-end structure in place. We count on them every day." |
I.T. Works: Greater Value Across the Board
Before July 2006, I.T. Works and SEE-Comm were both small network integration
firms focused on Cisco IP communications, security, Microsoft solutions
and managed services. Since then, the two Texas-based firms have merged
as I.T. Works with excellent results.
Their specialties and customer sets haven't changed, yet the economies
and scale of the merged entity have led to significant growth. Revenue
in 2007 is up 20 percent to $9 million, and the bottom line has improved
as well.
"When John Powell of I.T. Works first approached me about a possible
merger, we both thought that the larger we were, the better off we'd be
down the road," says Greg Starr, COO of I.T. Works and formerly of
SEE-Comm. "We've found that by saving money through economies and
our larger scale, we have more money to invest in developing the business."
Of course, it costs money to bring two firms together, such as investing
in operating software to consolidate operations. I.T. Works' accounting
package was superior, while SEE-Comm had the better PSA software, so consolidation
meant purchasing additional software licenses. Business processes also
had to be merged, which meant analyzing which company's practices were
best and educating the other on the new direction.
Productivity gains and economies from the merger more than compensated
for the expense and disruption. Of particular note were the cost savings
related to vendor certifications and specializations from Cisco, Microsoft
and others.
"The costs for a smaller company to retain its certifications and
specializations year in and year out are astronomical, and many vendors
are increasing their requirements, such as preventing the same technician
from having different roles in the same certification," says Starr.
"Because the practices of our two companies were similar, together
we cut those costs in half." Additional cost savings accrued from
the merged company's status as a Microsoft Gold partner, which meant that
SEE-Comm received at no charge the Microsoft licenses that it had to pay
for prior to the merger. The larger scale improved vendor support as well.
Vendor policies on back-end rebates have bolstered I.T. Works' net profits
-- a significant perk in light of the low prices that the market dictates.
Higher combined revenue levels pushed the merged firm above certain rebate
thresholds, adding considerable green to the bottom line.
| "By saving money through economies
and our larger scale, we have more money to invest in developing
the business."
- Greg Starr, I.T. Works
|
Combining resources also helped I.T. Works improve its managed services
portfolio, difficult to do when the smaller firms were focused on IP telephony
project work. In the past year they have simplified their managed ser
vices offerings, brought them together and added a dedicated help desk.
"We're closing managed services deals every month," says Starr.
"It's really building at a good pace."
What's on the horizon for I.T. Works? "The merger has brought us
more resources, more stability and higher value as a company," says
Starr. "We plan to continue on the current track."
Decisions, Decisions
To help you make the right choices regarding M&A activity for your company,
experts offer the following guidelines:
- Know thyself. Before going the M&A route, some soul-searching
is in order: "You really need to understand what you want out of
the transaction, what the primary objectives are, and stay true to those
objectives," says Justin Crotty, VP of services at Ingram Micro
North America. "Generally, the key criterion is, does the deal
enhance shareholder value?"
- Evaluate value. When considering the value of an M&A target,
it's essential to drill down into two factors: the customers and the
staff. Loyal customers who view their VAR as a trusted advisor are likely
to stay on after a merger or acquisition, and staff expertise creates
loyal customers.
- Culture is king. Companies coming together must mesh culturally,
or else "it's a train wreck," says Phelps of NWN. "It
comes down to sharing the same kind of values, the same business philosophy."
- Take the personality test. Whether you're thinking of buying,
selling or merging, ask yourself about your counterpart: Would I be
comfortable hiring or going to work for this person?
- Managing the process. M&As can create fear and uncertainty
among employees if the word gets out too early. Although it isn't easy,
it's best to work out as many details as possible before making the
deal public. Careful planning among the principals can also decrease
the role and expense of lawyers and accountants, which Starr of I.T.
Works calls "the dark side."
- Remember your focus. The key issue driving M&A success is overall
synergy. "It's all about staying on focus in areas that we want
to be best at," says Kopins of NWN, "and finding a good fit
with the operations, the ownership team, a nucleus of good employees
and a strong customer base. That eliminates a lot of risk."
|