Why Dell acquiring Brocade would be a bad idea


There are some rumors today emanating from the financial community about Dell potentially acquiring Brocade. The Brocade acquisition rumor happens once every few months, and Dell always gets included in the bucket of viable acquirers. However, if I am Dell, it just doesn’t make sense to spend in the neighborhood of $5 billion to buy Brocade.

First off, even if a  deal was imminent, I would try and push it off until after the upcoming Dell Storage Forum. By announcing a Brocade deal it would dilute every other major message (e.g. “The virtual era is fluid”) the company is planning for the show. Beyond this very tactical reasoning; however, this deal doesn’t at all align with Dell’s customer & product focus, recent M&A history or  their outward strategic positioning.

From a customer segment perspective, Dell is best equipped to sell to SMB and SME customers. The company has never successfully penetrated the high-end. They have never had Unix servers, and now with EMC on the out, they don’t have a high-end enterprise storage offering. But if you look under the cover at Brocade’s installed base (including McDATA), the strongest ASP and gross margin contribution comes from the high-end. Moreover, a large piece of Dell’s non-EMC storage run rate is now EqualLogic. Last time I checked, these boxes don’t drag a lot of Fibre Channel switches or directors.

From a product standpoint, Dell has never been a big seller of Fibre Channel switches. The Brocade installed base is instead dominated by IBM, HDS, HP and EMC storage. So while Brocade brings a nice relative gross margin structure (~63%) compared to Dell (23.4% in most recent quarter), they also get upwards of 50-60% of their revenue from OEMs not named Dell.  If Dell were to buy Brocade, there is a real risk that Brocade’s OEM customers look to increase sourcing from alternative vendors. Brocade is not VMware. OEMs are not going to sit back and accept the fact that Dell is making 65 points on every switch they sell them. They are going to look for alternatives. The potential risk to the acquired revenue stream alone makes it difficult to justify a transaction. Finally, beyond the revenue risk that Dell would be inheriting, Brocade also is still sorting through the aftermath of an extremely challenging integration of Foundry.

Recent M&A efforts (see below) are also not indicative of a company focused on building solutions for the high-end enterprise.  Below is a list of Dell’s M&A since hiring Dave Johnson away from IBM in mid-2009:

  • SecureWorks 1/4/11 – managed security service provider
  • Insite One 12/22/10 – cloud-based medical archiving
  • Compellent 12/13/10 – midrange Fibre Channel storage
  • Boomi 11/2/10 – cloud messaging/integration
  • Scalent 7/11/10 – data center infrastructure automation/provisioning
  • KACE 2/11/10 – systems management and deployment appliances
  • Exanet 2/8/10 – clustered NAS
  • Perot 9/21/09 – IT services

This list of acquired assets is a company focused on building solutions for the SME/SMB and cloud customer set. This is a company with aspirations of evolving to an SMB/SME-version of IBM. Having lost out on the 3PAR bidding, the company appears more convicted on this strategy now than ever before.

Finally, unless Dell’s has all of a sudden shifted strategy, acquiring Brocade would be 100% against the company’s publicly stated positioning. See the below back and forth between one Wall Street analyst and two Dell execs (including Michael Dell) on the Feb. 15, 2011 earnings call transcript.

  • Sellside Analyst: An architecture question regarding large enterprise for Michael or Steve.  I guess do you have a view on the consolidated stack versus best of  breed point solutions?  Does it matter for Dell or do you have a road map in place that you can speak with customers about?
  • Steve Schuckenbrock (President, Dell Services): Well, I think we’ve been pretty clear that we think open wins and we think it’s really important to make sure the choice is preserved for our customers.  We’ve built a strategy around what we call open, capable and affordable.  And that means that we preserve customer’s choice. We innovate at every layer of  the stack, and we drive for total cost of ownership as the key metric that our customers care about. Now, when we talk about open, it’s very clear that our customers can benefit from how each of those layers gets integrated together.  And so we are offering solutions that have servers, have storage, have network capability bonded  together and can be sold as a unit to a customer.  And that unit can be bought in increments of say 50 virtual machines, or 100 virtual machines, or whatever the case might be, scaled quite nicely with the customer’s business.  And so  frankly with Dell you can get it integrated or you can continue to – and you can continue to preserve  your  choice at every layer and we think that option and  that flexibility is  one of the critical things we do better than any of the  competition.
  • Michael Dell (Chairman & CEO): And I would just point out, there is something kind of wrong with some of the rhetoric that’s being put in the industry.  You know I think if you go do your own research, what you’ll find is that the larger the customer will – the larger customers will absolutely tend to prefer more best of breed.  Which is sort of exactly the opposite of the rhetoric that you’re hearing or being sold from some others in the industry.

Clearly Dell has chosen to counter Cisco and HP’s convergence push with a more open, modular and best-of-breed piece parts approach. Why? Because Dell has decided to focus on target customer sets (SMB/SME, web-scale/cloud) that aren’t asking for the “iPad of the data center”.

In the web scale/cloud space in particular, Dell has not received enough credit for what they have accomplished so far. Within their DCS division they have very effectively re-run the old build-to-order PC model that the company was founded on. Based on metrics from Dell, tailoring compute, storage and networking piece parts to the unique needs of Web 2.0/social media customers has landed them in 22 of the top 25 clouds.

All things considered, if I am Dell and I have $5 billion to spend, it won’t be on Brocade. Why inherit the merger integration risk, revenue risk and continued Foundry integration risk. Why acquire a company that contradicts my entire strategy and doesn’t align with my installed base? It doesn’t make sense, but maybe I am being too logical.

 

  • Me

    Maybe you should learn about technology and how it works before you write on your blog. Equalogic doesn’t drag a lot of Fiber channel? how about it doesn’t USE fiber channel at all! But it does use IP, and guess what Brocade has…….wait for it……IP. Brocade has also has the new ethernet fabric products that can run iSCSI or FCoE or both!

    Brocade makes perfect sense for Dell!

    From and OEM standpoint, the fiber channel game really is a 2 dog race: Brocade and Cisco. Do you honestly think that HP or IBM would use Cisco? EMC is even getting bit by the Cisco bug since Cisco is doing a lot of work with NetAPP now. Once again, Dell buying Brocade makes perfect sense.

  • Dave Cahill

    Me, sorry I offended you but love the passion. The equallogic Fibre Channel comment was tongue in cheek. I don’t disagree that Brocade has an emerging IP portfolio but that is not what the majority of the business is built on or where the installed base sits. Fibre channel directors are strongest ASP and margin profile in that portfolio and that is mostly at the high end of the market. This is not a market that Dell is well equipped to pursue in current form. Why should Dell pay $5b for an installed base that is not well aligned to their customer base and clearly has revenue and integration risk? Also, to your point, if the market is in fact going ethernet/converged, they why should Dell pay $5b for a legacy fibre channel switch company. Regardless of what they are doing in the future, the fact is that 70% of revenue today (and more of the profits) comes from Fibre Channel. Fibre channel is a great business, I just don’t see why Dell needs to own it. Regardless of how great you think Brocade is, does the reward outweigh the risk for Dell? 

  • http://blogstu.wordpress.com stu

    As you said, this isn’t a new rumor – I wrote about why I think Brocade should stay independent last summer: http://wikibon.org/blog/can-brocade-remain-independent/
    I spoke to Dario Zamarian who is GM of Dell’s networking group and he made it clear that Dell, Juniper and Aruba are good partners, but that he had no interest in acquisitions in the billions of dollars.As for comments from @c3ed6851b70d51c384f99120711d6f6e:disqus , some disclosure would be nice. Dell’s relationship with Brocade is primarily FC and they seem happy with PowerEdge and Juniper for Ethernet. The Cisco talk is just FUD. HP and IBM sell tons of Cisco gear despite not being the best of friends and which EMC and NetApp also don’t like each other, they both benefit greatly from working with Cisco.

  • Ganesh

    Dell has no point in acquiring Brocade for few reasons.  If it thinks revenue is the primary target, then, the Fibre world is much smaller compared to Ethernet, and also stagnated (neither raises, nor falls). So, revenue is not going to drastically grow. If Dell thinks the customer base is important, then it don’t align with it’s current stratgy as it is more on the server now. If it thinks the ethernet business of Brocade would help, then again Brocade is not good enough to fulfil the expectations as Brocade’s current market share in Ethernet/IP is meger 1%. Now, here are the reasons why it is not good for Brocade to get acquired by Dell. Brocade remained neutral with all the major players of the industry like IBM, dell, hitachi, HP, EMC, netapp, with once exception to Cisco. Getting acquired by Dell will definitly make the others to re-think the relationship. Brocade has been doing exceptionally great in the innovation, especially in the “data center ethernet” which it feels that is going to be the future of networking industry. If it clicks, then Brocade will be sky rocketing, but if it didn’t take up, again it is a high risk mission. Given that Brocade is sitting on Fibre “cash cow”, and hoping a good break into the networking industry through DCE, I feel it is not right for Brocade to get into Dell’s shoes and lose it’s identity now.

  • Me

    Can you try and clearly articulate the “fud” as it pertains to the Cisco talk? It can’t be much more clear in the market. Cisco is selling servers. HP HATES cisco in the market place selling servers and selling IP. HP does not sell TONS of Cisco anymore. If you think this isn’t accurate, you’re naive at best. Also, IBM is, well IBM is just IBM.

    As for Dell, get all your facts straight. Dell also OEM’s Brocade IP gear and just announced last week additons to the the Dell branded IP product line from Brocade. Dell can now sell 75-80% of the IP line, and just about the entire stack of fiber channel products.

    Like I’ve said before, if Dell buys Brocade, HP probably moves to Qlogic switches/directors. Bad move for them. IBM…….probably stays with the current OEM relationship, Hitachi probably stays. EMC? interesting because they sell a LOT of Brocade directors in the US as well as Cisco. I’d be interested in knowing the percentage of revenue from each Cisco and Brocade.

    But you’re right, EMC and Netapp would be the two chicks at the dance with Cisco moving forward. Dell wins with Brocade.

  • http://blogstu.wordpress.com stu

    The FUD is about the Cisco/EMC relationship – it’s fine.
    According to multiple sources, HP services still does plenty of Cisco Ethernet switching. Just because it’s in the price book doesn’t mean that Dell is actually selling much Brocade Ethernet. I get regular updates from all of these vendors as well as independent channel checks – if you’d like to continue the discussion, please give a little disclosure as to your role in the ecosystem.

  • Me

    So EDS resells Cisco vs HP sales selling Procurve. Apples and oranges but you seem to try and lump it all together.  Typical of somebody at a 50,000 foot level of the business.

    The point is that some but not all of the OEM revenue goes away if Dell buys Brocade. If you don’t believe this to be true, then why hasn’t Cisco taken market share from Brocade? Brocade has a very strong following in the industry for fiber channel as does Cisco for IP/Ethernet. If Dell wants to play with in the big boys data center’s, then this does make perfect sense.

    Also, the ethernet fabric play is the wild card as Brocade seems to have carved out a market for themselves in this niche. Would be nice for Dell to “own” that niche right?

    Look at Compellent. The Compellent sales forecast quadrupled in the first 30 days after Dell acquired them. Don’t think that would be the same in the IP world if Dell bought Brocade while maintaining the margins of the FC business???? Of course it would. 

  • stor

    Pretty naive logic comparing a jump in Compellent sales to a jump in Brocade IP sales if Dell acquired them.  It’s not that linear.  The acq of Compellent put many more feet on the street for that solution; easy enough to increase sales.  Not so with IP, now mostly being done via partners and having limited success vs entrencehd Cisco shoppes.  Not to mention that the IP portion of Brocade revenue pales in comparison to the FD switches.
    The original post above is spot on.  Since Dell has no real enterprise storage solution these days, how would they engage into enterprise SAN fabric deals?  They wouldn’t.

  • Anonymous

    thab