HGST to Acquire sTec: FULL PR TEXT HERE

June 26, 2013

HGST to Deepen SSD Capabilities and Expertise with sTec IP and Engineering Talent 

SAN JOSE and SANTA ANA, Calif., June 24, 2013 – Western Digital® Corporation (NASDAQ: WDC) and sTec, Inc. (NASDAQ: STEC) announced today that they have entered into a definitive merger agreement under which sTec, Inc., an early innovator in enterprise solid-state drives (SSDs), will be acquired by HGST, a wholly-owned subsidiary of Western Digital. sTec will be acquired for approximately $340 million in cash, which equates to $6.85 per share. This represents approximately $207 million in enterprise value, net of sTec’s cash as of March 31, 2013.

The pending acquisition augments HGST’s existing solid-state storage capabilities, accelerating its ability to expand its participation in the rapidly growing area of enterprise SSDs. HGST remains committed to its highly successful joint development program with Intel® Corp. and will continue to deliver current and future SAS-based SSD products with Intel.

sTec has strong engineering talent and intellectual property that will complement HGST technical expertise and capabilities. HGST will continue to support existing sTec® products and collaborate with its customers to understand their future requirements.

“Solid state storage in the enterprise will play an increasingly strategic role in the future of Western Digital,” said Steve Milligan, president and chief executive officer, Western Digital Corporation. “This acquisition is one more building block in our strategy to capitalize on the dramatic changes within the storage industry by investing in SSDs and other high-growth storage products.”

“This acquisition demonstrates HGST’s ongoing commitment to the rapidly growing enterprise SSD segment, where we already have a successful product line,” said Mike Cordano, president, HGST. “We are excited to welcome such a talented team of professionals to HGST, where their inventive spirit will be embraced and encouraged.”

“At this key point in the evolution of the storage industry, sTec is excited to consummate this transaction. It will be an important next step in proliferating many of the innovative products and technologies that sTec has been known for throughout its 23-year history and provides immediate value for our shareholders and a strong future for our employees and customers,” said Mark Moshayedi, president and chief executive officer, sTec. “This merger will enable our world-class engineering team and IP to continue to make a significant contribution to the high-performance enterprise SSD space that has long been sTec’s focus.”

The board of directors of sTec, on the unanimous recommendation of a special committee of independent directors of the board, has unanimously approved the merger agreement and has resolved to recommend that sTec shareholders approve the transaction at a sTec shareholders meeting to be held to approve the merger agreement and the merger. The directors and executive officers of sTec have entered into separate voting agreements under which they have agreed, subject to certain exceptions, to vote their respective shares in favor of the proposed transaction.

Wells Fargo Securities, LLC has acted as the financial advisor to Western Digital and BofA Merrill Lynch has acted as the financial advisor to sTec in connection with this transaction.

Closing of the acquisition, which is subject to customary conditions, is expected to occur in the third or fourth calendar quarter of 2013.


Can Fusion-IO Outrun The Tiger? (repost)

January 18, 2012

There is a saying that goes, “you don’t have to be faster than the tiger, you just have to be faster than your slowest friend.” That may be a constructive way of thinking about Fusion-IO (NYSE:FIO) today. There’s no question that this is a high-growth tech stock with a huge multiple and huge expectations, but that has never stopped those tech stocks that can deliver the goods. (For more, seeEarning Forecasts: A Primer.)

Big Data 2.0
In some respects, what Fusion-IO seeks to do is relatively simple. In the same way that solid-state drives (SSD) have offered consumers considerably better performance than hard disk drives, Fusion-IO is trying to bring the advantages of flash/SSD memory to the enterprise data market.

Fusion-IO sells a two-part solution. The hardware consists of products like to ioDrive, a collection of flash cards (ioMemory) containing an array of NAND flash chips and an FPGA. These attach literally to the process server (through PCI Express) and can dramatically increase the throughput rates as a result.

There is also a software component, with the Virtual Storage Layer (VSL) software arguably the most important part. This is host driver software that manages the interface between the ioDrive and the operating system. Fusion-IO also has the directCache product that allows Fusion-IO’s products to work in virtualized systems like those created byVMware (NYSE:VMW).

Why Bother?
So why is Fusion-IO doing this? Don’t EMC (NYSE:EMC), NetAppliance (Nasdaq:NTAP) and International Business Machine (NYSE:IBM) already handle the storage needs for Big Data? Yes and no. There are certainly ample virtues to the approach used by EMC (and the others), particularly when it concerns large amounts of data.

The problem, though, is that these aren’t always especially fast systems – there’s something of a “request and go fetch” aspect to it. What Fusion-IO offers is a solution that is much faster (and ultimately cheaper) when speed is of the essence. It’s not yet economical to create an entirely flash-based storage network, but it can make sense for smaller pieces of time-sensitive data.

Early Days
It’s not fair to say that Fusion-IO is a solution in search of a market, but it is fair to say that this is a small early-stage opportunity. Some analysts believe that this will be a $5 billion addressable market in 2015 – by way of comparison, EMC has logged over $19 billion in revenue in its past twelve months. That said, don’t confuse “small today” with “small forever.” Just as hard drives replaced tape-based drives years ago, SSD is going to continue to grow as the costs come down.

Competitors and Buyers
Fusion-IO has a head-start on the competition, but that won’t last very long. First, there is a risk that the VSL software becomes a commoditized product over the next couple of years. More to the point, companies like EMC, NetApp, STEC (Nasdaq:STEC) and LSI (NYSE:LSI) have this market opportunity in their sights. EMC’s Project Lightning should ship in 2012 and while not so much is known about the hardware component, EMC does already have very good storage management software.

Looking more broadly, a host of other companies could potentially get into this market. Chip companies like Marvel Technology (Nasdaq:MRVL), SanDisk (Nasdaq:SNDK), Intel (Nasdaq:INTC) and Samsung arguably have the hardware wherewithal, but need to find a way to implement the software side – something that could get easier if VSL does become a commodity.

There’s also a good chance that Fusion-IO goes into the buyout rumor mill. OEM partners IBM and Hewlett-Packard (NYSE:HPQ) could certainly use this company to enliven the growth prospects of their storage businesses, while EMC has never been shy about pulling out its wallet to cover gaps in its own technology.

The Bottom Line
There’s no point in talking about valuation on a stock like Fusion-IO; sell side analysts will assign grotesque multiples to sales or earnings three years hence, but the reality is that it’s nearly impossible to model growth stories like this correctly. Trading at about nine times trailing sales, Fusion-IO is already in the neighborhood of pure software plays like VMware and ahead of other growth hardware names like F5 Network (Nasdaq:FFIV) or Mellanox (Nasdaq:MLNX).

None of this means that the stock can’t work – the reality of growth tech investing is that multiples seldom stand in the way of further appreciation if the growth is there. It’s a consummate case of “buy high and hope to sell higher.” So long as investors understand the risks that go with that sort of investing, and the inevitability of some “hiccups” along the way that lead to occasional sharppullbacks, it isn’t such a bad aggressive play. (For additional reading, check out 5 Must-Have Metrics For Value Investors.)

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At the time of writing, Stephen D. Simpson did not own shares in any of the companies mentioned in this article.

 

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