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Iomega Becoming a Chinese Company by Acquiring ExcelStor

Iomega Corporation has entered into a definitive share purchase agreement to acquire ExcelStor Great Wall Technology Limited, a Cayman Islands company, and Shenzhen ExcelStor Technology Limited, a PRC company (collectively, with their subsidiaries, “ExcelStor”).

Iomega will issue approximately 84 million shares of common stock in Iomega in exchange for all outstanding ExcelStor common shares, representing in the aggregate 60% of the fully diluted capitalization of Iomega, to be measured as of the closing date. The Boards of Directors of both Iomega and ExcelStor have unanimously approved the share purchase agreement.

ExcelStor designs, develops, manufactures and provides advanced digital storage technologies. Their principal product lines include hard disk drives (HDD), security storage and external storage. ExcelStor manufactures certain of Iomega’s external HDD products and has manufactured Iomega’s REV products since 2004. ExcelStor markets its products primarily to OEMs as an electronics manufacturing services provider and also sells its own ExcelStor-branded products through distributors throughout the world. ExcelStor produces more than 20 million HDD-based devices per year. For its fiscal year ended December 31, 2006, ExcelStor had revenue of US$707.1 million (audited in accordance with U.S. GAAP). For the six month period ended June 30, 2007, ExcelStor had revenue of US$371.3 million (U.S. GAAP).

ExcelStor is a subsidiary of Great Wall Technology Company Limited (“GWT”), a publicly traded company on the Hong Kong Stock Exchange, headquartered in Beijing, China, which had 2006 revenue of US$2.6 billion. GWT is engaged in the development and manufacturing of communication products, including computers and related components, portable terminals, software and systems integration, broadband networks and value-added system services. GWT is an indirect subsidiary of China Electronics Corporation (CEC), a PRC Government-owned information technology conglomerate which controls more than sixty second level subsidiary companies primarily engaged in the areas of computer and component manufacturing, integrated circuit design and manufacturing, software development and systems integration, telecommunications, consumer electronics design and manufacturing. CEC’s affiliates had 2006 revenue of approximately US$16 billion. Upon closing the transaction, GWT and its affiliates will hold approximately 43% of Iomega’s common stock, making GWT the largest Iomega shareholder. CEC indirectly owns 62% of GWT.

Upon closing, Jonathan Huberman will continue to serve as CEO, Thomas Kampfer will continue as President and COO, and Preston Romm will continue as CFO. Mr. Eddie Lui, currently CEO of ExcelStor, will become Executive Chairman of Iomega. Ms. L.Y. Chan, currently Senior VP, General Manager of ExcelStor, will become Chief Administrative Officer of Iomega. Mr. Stephen David, currently Chairman of Iomega, will continue on the Board and will become the Lead Independent Director. Dr. Zhaoxiong Chen, President of CEC, and Mr. Lu Ming, President of GWT, will join the Board. For at least two years after closing, it is expected that the Board will be comprised of five directors nominated by ExcelStor or its owners and four directors nominated by Iomega. Worldwide corporate headquarters will remain in San Diego, California.

We expect the transaction to be accretive to our bottom line, and the combined company is expected to have more than $1 billion in annual revenue for 2007 and approximately 3,000 employees worldwide. We are excited about our potential to combine the vast computer and consumer electronics product development and manufacturing capabilities of ExcelStor with our global brand and sales channels, our 27 years of experience building a successful company in the Americas and Europe, and also the opportunity for the combined company to partner with GWT and CEC’s other China-based affiliates to address worldwide markets,” said Huberman. “We expect to be an integral part of the CEC family and therefore accelerate our growth in our core Americas and European markets and obtain significantly greater access to the China market. Our ultimate goal is to build a thriving global leader in computer peripherals and other consumer electronics products,” added Huberman.

Lui, current CEO of ExcelStor, said “I am looking forward to working with Iomega and see great potential in combining and leveraging the complementary skills and products of ExcelStor with Iomega’s strong brand and sales channels. With solid execution by our collective excellent management and employees, I am optimistic that we can achieve our joint vision of the new Iomega as a leading innovator of technology products which greatly expand the brand equity and global reach of the Iomega name.”

The transaction is subject to various closing conditions, including approval by PRC Government and other applicable regulatory authorities (including Exon-Florio), expiration of waiting periods under the HSR Act and any applicable non-US antitrust laws, approval of the acquisition by Iomega and GWT stockholders, and other customary closing conditions. The transaction is expected to close in approximately six months, or mid-2008. Until the transaction is completed, both companies will continue to operate their businesses independently. Following the acquisition, it is intended that ExcelStor will operate as a wholly-owned subsidiary of Iomega.

Iomega Corporation

ExcelStor 

Comments

The number of hard disk drive manufacturers is going down year after year. After this acquisition, the only one remaining are Fujitsu, Hitachi GST, Iomega, Samsung, Seagate, Toshiba, Western Digital.

It's not the first time that Iomega is looking at a HDD maker. CEO Jon Huberman told us that he studied the case of Cornice, a U.S. start-up which tried and failed to be a disk drive manufacturer.

There are several HDD plants in China, all of them owned by non Chinese company. The Chinese government wants apparently to enter into this strategic field. It was supporting GS Magicstor, a Chinese start-up that was finally unable to manufacture properly one-inch hard disk drives. ExcelStor is currently the only one acting Chinese HDD maker.

Founded in 2001 by former executives of Seagate and Conner Peripherals and headquartered in Cayman Islands (like Seagate), ExcelStor is the smallest HDD maker with 2.6 million drives produces in 2006 or a little more of 1% of the worldwide market, according to TrendFOCUS. This figure is far from what you can read in the press release: "more than 20 million HDD-based devices per year." 

The Chinese company is assembling only 3.5-inch desktop units with one platter in its facility in Shenzhen, closed to the huge Hitachi GST plant, and has also a R&D center in Longmont, CO. The two companies have deep relationships since many years. The first agreement between ExcelStor and IBM disk drive business, later acquired by Hitachi, was signed in 2001 on manufacturing and technology transfer for Deskstar 120GXP Desktop HDD, and was renewed several times. Some of the HGST drives came directly from ExcelStor that also sell its products mainly in Asia and in Europe where he works with reseller MCE that was bought by Bell Micro.

ExcelStor is or was also an OEM manufacturer for several storage companies: Exabyte (tape automation), Freecom (external HDDs) and Iomega (REV drive and removable disk cartridges).

The Chinese firm also ventured in external USB drives with embedded encryption and wanted to enter into 2.5-inch HDDs.

In the operation, Iomega will get a direct source of hard disk drives, but only low-capacity single platter 3.5-inch units of which the U.S. company was not even a purchaser.

Some questions will need answers in the future concerning the deal:
- How will react the others HDD manufacturers? Will they continue to ship to Iomega, now a competitor, at a time where there are allocation for some models?
- Will Iomega benefit of the same agreement ExcelStor got from IBM and then HGST, now a competitor?

"We have been in contact with our HDD suppliers and don't expect to see any changes to those relationships", answered Huberman. 

Analyzing  the agreement between the two parties, something is not really clear. It seems that Iomega will become a company controlled by China and that the Chinese government is taking the majority using what's officially called an Iomega's acquisition. At the end, the Chinese partners will get 55,2% of the Iomega's ownership. They will have five members of the board on a total of nine, including the chairman position.

Look also at the estimated 2007 revenue of the two companies: $308 million for Iomega, $818 million for ExcelStor. Look at their enterprise value: $13 million for the first ne, $311 million for the second one. Who is buying the other one?

This event is finally an operation to transform Iomega into a company controlled by China and, furthermore, in charge to sell worldwide the products manufactured by ExcelStor (HDDs), but also by Great Wall/CEC and their 1,000+ subsidiaries (PDA,notebook, PC, notebook, server, monitor, LCD TV, cell phone, CE products, etc), using the well known Iomega brand name and the U.S. firm's 15,000 resellers, the big majority being in U.S. and Europe.

The official title of the press release is "Iomega Enters Definitive Agreement to Acquire ExcelStor Group". It could be "China Enters Definitive Agreement to Acquire Iomega".

We also better understand why this deal was so long to conclude and to present. "What's interesting is we started negotiations 54 weeks ago", said Huberman in the conferenc &

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