We recently passed the 100-day mark since VMware joined Broadcom. While much work remains, we’ve made substantial progress as we build the world’s leading infrastructure technology company.

In the 18-month process of evaluating and acquiring VMware, we looked at everything to identify what’s needed to create more value for our customers. We’ve acted decisively to increase customer value since we closed the acquisition in late November.

We overhauled our software portfolio, our go-to-market approach and the overall organizational structure. We’ve changed how and through whom we will sell our software. And we’ve completed the software business-model transition that began to accelerate in 2019, from selling perpetual software to subscription licensing only – the industry standard.

Of course, we recognize that this level of change has understandably created some unease among our customers and partners. But all of these moves have been with the goals of innovating faster, meeting our customers’ needs more effectively, and making it easier to do business with us. We also expect these changes to provide greater profitability and improved market opportunities for our partners.

Beyond our commitment to simplification across the organization and portfolio, and to making our products easier to buy, deploy, and use, we’ve committed $1 billion to invest in innovation.

VMware Cloud Foundation – A Platform for Agility, Innovation, and Resiliency

Like Broadcom, VMware has a remarkable history of innovation. Many major brands and Fortune 500 companies run their mission-critical workloads on VMware software. What Broadcom has brought to the table is a renewed sense of focus.

When I spoke to CIOs, CTOs, our partners and influencers over the past 20 months, three themes consistently emerged:

Technology complexity is slowing organizations down, in an era in which speed is critical to win;

There’s a need to simplify IT to support this increased business velocity and provide the flexibility needed to respond quickly to market changes; and

Resilience and security are paramount, along with attracting and retaining developers.

VMware Cloud Foundation, or VCF, is our platform for innovation going forward. It’s the solution that will help us address the business outcomes our customers have expressed to me directly as their most critical priorities.

VCF is a completely modernized platform for cloud infrastructure. It’s fully software-defined compute, networking, storage and management – all in one product with automated and simplified operations. It’s more fully integrated, so our customers can reap the full value from our technology.

With VCF, our customers will achieve a highly efficient cloud operating model that combines public cloud scale and agility with private cloud security and resiliency. And we believe it delivers this at a lower cost of ownership for the average enterprise customer, compared with the ever-increasing cost of a public cloud. To allow more customers to benefit from VCF, we’ve cut the previous subscription list price by half and increased support service levels.

VCF also makes life easier for developers by offering a self-service, private cloud experience, which enables greater productivity.

In short, it allows you to be your own cloud provider.

Three distinct product portfolios add value to our VCF platform and make it competitive with current public cloud offerings: Tanzu accelerates application development, delivery and management of workloads on containers; Application Networking and Security brings distributed firewall and threat intelligence, and load balancing into this infrastructure; and Software-Defined Edge extends the public cloud to the edge.

I’ve recently been on the road meeting with customers to explain our strategy and the virtues of VCF. For more details, including an update on innovations we’re working on and how our pricing strategy will benefit customers and partners, check out this recent post from VMware’s Prashanth Shenoy.

The first 100 days were a strong start for VMware as part of Broadcom. Please stay tuned. There’s much more to come.

About Hock Tan:

Broadcom

Hock Tan is Broadcom President, Chief Executive Officer and Director. He has held this position since March 2006. From September 2005 to January 2008, he served as chairman of the board of Integrated Device Technology. Prior to becoming chairman of IDT, Mr. Tan was the President and Chief Executive Officer of Integrated Circuit Systems from June 1999 to September 2005. Prior to ICS, Mr. Tan was Vice President of Finance with Commodore International from 1992 to 1994, and previously held senior management positions with PepsiCo and General Motors. Mr. Tan served as managing director of Pacven Investment, a venture capital fund in Singapore from 1988 to 1992, and served as managing director for Hume Industries in Malaysia from 1983 to 1988.

Cloud Computing

At Broadcom, we see challenges companies face first-hand, and in turn how technology trends impact the world’s largest companies. We’re sharing the top 5 predictions that you should be planning for in 2023.

Stay tuned for future blogs that dive into the technology behind these predictions from Broadcom’s industry-leading experts:

AI and automation will play an even more expanded role in technology

Whether in chips, software, or services, Broadcom believes artificial intelligence and automation go hand-in-hand in driving operational efficiencies, adaptive processes, higher performance and stronger security. Enabling AI becomes even more crucial across the entire IT stack.

AI-powered features are finding their way into every layer of technology that organizations use. According to one leading analyst firm, flexibility and adaptability are now the rules of the game — many businesses have learned this the hard way during the COVID pandemic. For many organizations, these changes demand “resilience-by-design” and “adaptive-by-definition.”

User experiences become critical in a hyper-connected, intelligent world

Broadcom believes people will have higher expectations for exceptional digital experiences across a wide range of devices and applications in 2023 and beyond. As our world becomes more inter-connected and based in artificial intelligence, user experience becomes even more critical to drive customer and employee satisfaction and retention. Employees expect consumer-friendly interfaces and continuous uptime even as they use business critical applications. Consumers have high expectations for digital experiences in online banking, email, cloud storage, video on demand (VoD), smart digital assistants, and virtual reality.

Trust management becomes critical for cybersecurity

Broadcom believes a move to distributed and decentralized trust will increase rapidly in 2023. This decentralization leads to new ways of transacting, communicating, and doing business — and not just for humans. Different applications have different access-granting or -restricting policies. The criteria on which a decision is based may differ greatly among different applications (or even between different instances of the same application).

What will be common among them will be the need to grant or restrict access to resources according to security criteria. A shift in managing trust will need to happen so that the security mechanism can handle those different criteria. With distributed trust, risk will need to be managed more closely across every aspect of business. And security around trust must be customized to the business. This will require artificial intelligence that enables security to rapidly adapt to each customer’s environment.

Multi-cloud will help deliver stronger business value

Broadcom believes large global organizations will continue the transition to customizing their cloud infrastructure to better fit their particular business in 2023. The cloud conversation is shifting from a technology discussion to a business- and even industry-model discussion. Vertical industries, such as banking, healthcare, and manufacturing, are shifting toward an agile platform supported by a portfolio of industry-specific business capabilities directly relevant for their specific industry. These industry clouds offer more adaptability, more business functionality, and more innovation.

Multi-cloud is the future of enterprise IT. A multi-cloud approach enables the flexibility to manage and protect data across different environments – private, public, or sovereign – at will. And when integrated with sovereign cloud, multi-cloud enables customers to deliver differentiated services at scale while remaining secure and in compliance with regulatory frameworks. Maintaining this choice, control, and agility is both crucial for growth and a daunting task for enterprises globally.

Wireless broadband will connect our digital future

Broadcom believes innovation in wireless broadband infrastructure will deliver more inventive applications in 2023. This next-generation wireless broadband, with its high speed and low latency capabilities, will power the internet at the edge to deliver immersive augmented reality and virtual reality, whole-home video distribution, gaming, and telemedicine to name just a few. Wi-Fi 6E and Wi-Fi 7, using the 6 GHz band, will complement the multi-gigabit “10G” broadband coming into residences and enterprises to enable new experiences that extend beyond traditional communications.   

Watch for our 2023 Predictions blog series featuring some of the most brilliant minds in the industry. And to stay up to date on all of the latest new and emerging technology from Broadcom, make sure to:

Read our Broadcom blogRead our Broadcom Software blogFollow us on Broadcom Twitter & LinkedInFollow us on  Broadcom Software Twitter & LinkedIn
Digital Transformation, IT Leadership

By Hock Tan, Broadcom President & CEO

The trend towards sovereign clouds has been one of the central topics that customers, particularly in Europe, have raised since we announced the Broadcom-VMware transaction. They want to know what role a combined Broadcom-VMware would play as governments increasingly recognize the power of data – economically, politically, and geo-politically – to drive local, national, and even multi-national economic development. In short, Broadcom sees cloud sovereignty as extremely important to the future of data management, and we see VMware, with its multi-cloud strategy and offerings, as being a key enabler in the adoption of sovereign clouds.

A sovereign cloud is essentially a cloud computing architecture for a suite of digital services built specifically around a common set of national or multinational standards. Adhering to these standards provides cloud providers with an open architecture to give their customers greater interoperability and, more importantly, greater control over their data.

The shift to sovereign clouds has been driven by rapidly expanding requirements from governments and businesses alike to enhance data privacy, cybersecurity, and broader economic development. More than 70% of large organizations surveyed last year, by the Capgemini Research Institute, said they planned to adopt cloud sovereignty, both to protect customer data and ensure compliance with new national data protection and localization rules. Those rules are proliferating quickly. The Information Technology and Innovation Foundation found that the number of laws, regulations and government policies requiring digital information to be stored in a specific country more than doubled globally over the most recent four-year period.

Gaia-X, for example, is a sovereign cloud architecture led by France and Germany driven by customer data sovereignty under a framework that delivers Europe’s digital transformation. Frameworks like Gaia-X have promoted many European industry leaders — from OVHcloud to Deutsche Telekom –to incorporate sovereign clouds as part of their overall IT infrastructure. The EU Cloud Certification Scheme (EUCS) is another effort to develop a single cloud security certification set of requirements at EU-wide level.

However, sovereign clouds are but one piece of a data management puzzle that is highly complex and continues to evolve. As a trusted partner, Broadcom must anticipate this evolution for our customers and then innovate to meet the challenges we see ahead. We feel strongly that our acquisition of VMware will accelerate this innovation, particularly in multi-cloud, where VMware already has leading solutions.

I’ve said before that multi-cloud is the future of enterprise IT. A multi-cloud approach enables the flexibility to manage and protect data across different environments – private, public, or sovereign – at will. And when integrated with sovereign cloud, multi-cloud enables customers to deliver differentiated services at scale while remaining secure and in compliance with regulatory frameworks. Maintaining this choice, control, and agility is both crucial for growth and a daunting task for enterprises globally.

Following the close of Broadcom’s acquisition of VMware, we will have a complementary portfolio that provides our customers – such as governments and critical infrastructure operators, including banks and healthcare operators – the tools they need to use the various cloud environments strategically and impactfully. Just as important, we will invest in our innovation engine and long-term product improvement to drive new, customer-centric solutions for the multi-cloud era and empower more customers to exercise their own sovereign choices when storing and managing data.

To stay updated on the news about the transaction, click here.

Cautionary Statement Regarding Forward-Looking Statements

This communication relates to a proposed business combination transaction between Broadcom Inc. (“Broadcom”) and VMware, Inc. (“VMware”).  This communication includes forward-looking statements within the meaning of Section 21E of the U.S. Securities Exchange Act of 1934, as amended, and Section 27A of the U.S. Securities Act of 1933, as amended.  These forward-looking statements include but are not limited to statements that relate to the expected future business and financial performance, the anticipated benefits of the proposed transaction, the anticipated impact of the proposed transaction on the combined business, the expected amount and timing of the synergies from the proposed transaction, and the anticipated closing date of the proposed transaction.  These forward-looking statements are identified by words such as “will,” “expect,” “believe,” “anticipate,” “estimate,” “should,” “intend,” “plan,” “potential,” “predict,” “project,” “aim,” and similar words or phrases.  These forward-looking statements are based on current expectations and beliefs of Broadcom management and current market trends and conditions. 

These forward-looking statements involve risks and uncertainties that are outside Broadcom’s control and may cause actual results to differ materially from those contained in forward-looking statements, including but not limited to: the effect of the proposed transaction on our ability to maintain relationships with customers, suppliers and other business partners or operating results and business; the ability to implement plans, achieve forecasts and meet other expectations with respect to the business after the completion of the proposed transaction and realize expected synergies; business disruption following the proposed transaction; difficulties in retaining and hiring key personnel and employees due to the proposed transaction and business combination; the diversion of management time on transaction-related issues; the satisfaction of the conditions precedent to consummation of the proposed transaction, including the ability to secure regulatory approvals on the terms expected, at all or in a timely manner; significant indebtedness, including indebtedness incurred in connection with the proposed transaction, and the need to generate sufficient cash flows to service and repay such debt; the disruption of current plans and operations; the outcome of legal proceedings related to the transaction; the ability to consummate the proposed transaction on a timely basis or at all; the ability to successfully integrate VMware’s operations; cyber-attacks, information security and data privacy; global political and economic conditions, including cyclicality in the semiconductor industry and in Broadcom’s other target markets, rising interest rates, the impact of inflation and challenges in manufacturing and the global supply chain; the impact of public health crises, such as pandemics (including COVID-19) and epidemics and any related company or government policies and actions to protect the health and safety of individuals or government policies or actions to maintain the functioning of national or global economies and markets; and events and trends on a national, regional and global scale, including those of a political, economic, business, competitive and regulatory nature.

These risks, as well as other risks related to the proposed transaction, are included in the registration statement on Form S-4 and proxy statement/prospectus that has been filed with the Securities and Exchange Commission (“SEC”) in connection with the proposed transaction.  While the list of factors presented here is, and the list of factors presented in the registration statement on Form S-4 are, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties.  For additional information about other factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to Broadcom’s and VMware’s respective periodic reports and other filings with the SEC, including the risk factors identified in Broadcom’s and VMware’s most recent Quarterly Reports on Form 10-Q and Annual Reports on Form 10-K.  The forward-looking statements included in this communication are made only as of the date hereof.  Neither Broadcom nor VMware undertakes any obligation to update any forward-looking statements to reflect subsequent events or circumstances, except as required by law.

No Offer or Solicitation

This communication is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.  No offering of securities shall be made, except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended.  

Additional Information about the Transaction and Where to Find It

In connection with the proposed transaction, Broadcom has filed with the SEC a registration statement on Form S-4 that includes a proxy statement of VMware and that also constitutes a prospectus of Broadcom.  Each of Broadcom and VMware may also file other relevant documents with the SEC regarding the proposed transaction.  The registration statement  was declared effective by the SEC on October 3, 2022 and the definitive proxy statement/prospectus has been mailed to VMware’s stockholders. This document is not a substitute for the proxy statement/prospectus or registration statement or any other document that Broadcom or VMware may file with the SEC.   INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION.  Investors and security holders may obtain free copies of the registration statement and proxy statement/prospectus and other documents containing important information about Broadcom, VMware and the proposed transaction, once such documents are filed with the SEC through the website maintained by the SEC at http://www.sec.gov.  Copies of the documents filed with the SEC by Broadcom may be obtained free of charge on Broadcom’s website at https://investors.broadcom.com.  Copies of the documents filed with the SEC by VMware may be obtained free of charge on VMware’s website at ir.vmware.com.

Participants in the Solicitation

Broadcom, VMware and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction.  Information about the directors and executive officers of Broadcom, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in Broadcom’s proxy statement for its 2022 Annual Meeting of Stockholders, which was filed with the SEC on February 18, 2022, and Broadcom’s Annual Report on Form 10-K for the fiscal year ended October 31, 2021, which was filed with the SEC on December 17, 2021.  Information about the directors and executive officers of VMware, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in VMware’s proxy statement for its 2022 Annual Meeting of Stockholders, which was filed with the SEC on May 27, 2022, VMware’s Annual Report on Form 10-K for the fiscal year ended January 28, 2022, which was filed with the SEC on March 24, 2022, a Form 8-K filed by VMware on April 22, 2022 and a Form 8-K filed by VMware on May 2, 2022.  Other information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, are or will be contained in the proxy statement/prospectus and other relevant materials to be filed with the SEC regarding the proposed transaction when such materials become available.  Investors should read the proxy statement/prospectus carefully before making any voting or investment decisions.  You may obtain free copies of these documents from Broadcom or VMware using the sources indicated above.

About Hock Tan:

Broadcom Software

Hock Tan is Broadcom President, Chief Executive Officer and Director. He has held this position since March 2006. From September 2005 to January 2008, he served as chairman of the board of Integrated Device Technology. Prior to becoming chairman of IDT, Mr. Tan was the President and Chief Executive Officer of Integrated Circuit Systems from June 1999 to September 2005. Prior to ICS, Mr. Tan was Vice President of Finance with Commodore International from 1992 to 1994, and previously held senior management positions with PepsiCo and General Motors. Mr. Tan served as managing director of Pacven Investment, a venture capital fund in Singapore from 1988 to 1992, and served as managing director for Hume Industries in Malaysia from 1983 to 1988.

IT Leadership

By Andy Nallappan, Chief Technology Officer and Head of Software Business Operations, Broadcom Software

The information technology that enables scientific and commercial breakthroughs, from precision medicine to digital transformation, demonstrates tech’s boundless potential to improve our world. Yet, tech practitioners have long traded progress for increased complexity.

IT complexity, seen in spiraling IT infrastructure costs, multi-cloud frameworks that require larger teams of software engineers, the proliferation of data capture and analytics, and overlapping cybersecurity applications, is the hallmark—and also the bane—of the modern enterprise.

With a better understanding of IT complexity, large enterprises can partner with their strategic vendors to reduce IT complexity and drive more innovation and business success from it.

Complexity Continues to Increase

Complexity exhausts IT budgets and workers—a widespread problem that worsened during the pandemic. Seventy percent of executives say that IT complexity has been a growing challenge for their organization over the past two years, according to Broadcom Software-sponsored research by Harvard Business Review Analytic Services. While 85% of executives state that reducing IT complexity is an organizational priority, only 27% said their company had managed it effectively.

Regarding complexity, David Linthicum, managing director and chief cloud strategy officer at Deloitte Consulting LLP, comments that over the last five years, people have been migrating to the cloud and using more complex distributed deployments, such as multi-cloud, edge computing, IoT, and things like that.”

The Harvard Business Review Analytic Services report Taming IT Complexity through Effective Strategies and Partnerships discusses the root causes of IT complexity and the penalties organizations pay for failing to undertake an effective complexity-reduction strategy. In the report, Linthicum describes multi-cloud as “the straw that broke the camel’s back” because rather than centralize all enterprise data in a single cloud, companies are expanding their investments in multiple areas and trying to stitch all the pieces together.

Seeking Solutions to IT Complexity    

Not all IT solutions work as intended. A recurring problem known as “legacy spaghetti” occurs when IT teams layer on new technology solutions “that are disparate, siloed, and unorganized,” according to the report.

Nearly two-thirds of executives in the study indicate that incompatible systems and technologies are the top factors fueling IT complexity. Not surprisingly, 67% of respondents said employees are frustrated or confused by persistent complexity, with three-in-five noting that it costs money and creates unnecessary additional work.

Though complexity has plagued data centers since the days of mainframes and punch cards, the study indicates that:

82% of executives view IT complexity as an impediment to success.81% believe that reducing it creates a competitive advantage.73% agree that IT complexity is an organizational expense.36% of respondents say that reducing complexity in security creates more resilient systems—less vulnerable to security breaches.

At long last, the tide may be turning. According to the study, most organizations have developed specific strategies to reduce IT complexity and create operational efficiency. While there are many steps a company can take to minimize complexity, starting with simpler tools, enterprises can also partner with firms that specialize in complexity reduction to boost IT agility. In the study, three-in-five executives agree that working with a trusted partner is key to reducing complexity.

The report does point out, however, that all complexity is not bad. Innovation is the cornerstone of success for nearly all companies today. But innovation can require a certain level of complexity, meaning that ongoing innovation requires continual attention to the complexity it inevitably will create. “Executing innovation initiatives at scale involves risk-reward calculations all along the journey because there will be missteps and even failures. Innovation initiatives almost always require individuals with diverse expertise and experience, including from outside the organization, to collaborate and experiment together,” says Linda Hill, the Wallace Brett Donham Professor of Business Administration at the Harvard Business School, where she is also chair of the Leadership Initiative. “The more complex whatever you’re trying to do, by definition, the riskier it is.”

“A partner might have done this dozens of times with several other companies, and so we learn from that and ask, ‘What were lessons learned, and how can we accelerate quick-win improvements?’” said Jason Duigou, CIO of Indianapolis-based Medxcel, a healthcare facilities services company, in the Harvard Business Review Analytic Services report.

Nine Ways to Improve IT Complexity

The report also highlights nine practices to enable firms to improve the way they manage IT complexity:

Develop a common language around IT complexity—identifying a project’s complexity risk helps firms prioritize resources better.Find a balance between innovation and complexity—too much customization creates burdens, adds costs, and spikes risk.Take a modular approach to transformation—tackle new features incrementally to reduce stress on legacy systems.Get the C-suite on board—the study indicates that not all senior executives understand the weight of the problem. Complexity reduction needs funding and executive support.Retire redundant technologies—phasing out incompatible systems and redundant technologies is the most common complexity-reduction program, according to the study.Connect systems and increase compatibility—API-first strategies can help reduce the complexity of connecting disparate applications and improve system interoperability.Train employees—organizations that excel at reducing complexity tend to train their employees to promote better utilization of existing tools and systems.Create feedback loops—mitigating complexity starts with listening to how customers and employees experience a service or product. Feedback can help eliminate unnecessary features that lead to unwanted complexity.Develop metrics and measure progress, but see things through—measuring progress against objectives and appropriate peer groups can help improve IT complexity reduction efforts.

The report points out that there are no easy or inexpensive ways to reduce IT complexity. Companies that stand out as leaders in this effort tend to focus on limiting rather than trying to halt the constant march of complexity. Download the Harvard Business Review Analytic Services report now to learn more.

About Andy Nallappan:

Broadcom Software

Andy is the Chief Technology Officer and Head of Software Business Operations for Broadcom Software. He oversees the DevOps, SaaS Platform & Operations, and Marketing for the software business divisions within Broadcom.

IT Leadership

By Hock Tan, Broadcom President & CEO

In October I shared my thoughts about what a combined Broadcom and VMware will mean for customers. I wrote about the conversations I’ve had to date, the future of multi-cloud, and our philosophy on pricing, and I reiterated Broadcom’s commitment to keeping customers at the center of our business.

Nonetheless, I’ve continued to see questions in press reports about whether we intend to raise prices on VMware products. The answer is simple: No.

Given the continued interest, I wanted to expand on my thoughts about the pending transaction and share more on how Broadcom will support VMware customers and innovate VMware products once the transaction closes.

Building on Our Commitment

It’s important to remember that Broadcom is an engineering-first company. Our commitment to innovating leading-edge technology, ensuring successful deployments of our solutions, and delivering value for our customers is what drives our growth.

The addition of VMware will further Broadcom’s commitment in each of these three areas.

Our business model is predicated on adding long-term value to our products and improving them over time. Following the transaction’s close, we’re going to focus on making VMware’s products better for all of our customers, including enterprise customers who want products that are even easier to use. And, to be clear, we intend to continue serving customers of all sizes. VMware has a robust partner ecosystem that we will build upon to help us serve even the smallest companies. In short, we plan to take a “no customer left behind” approach.

Innovating for Success

How will we spur higher growth and drive customers of all sizes to buy more VMware products than ever before? We’ll do it the way we’ve always done it: through our laser-focus on execution and innovation.

Broadcom has the scale and capacity to invest major resources in R&D innovation and build on VMware’s talented team by recruiting the best engineers — an advantage that has historically allowed us to develop better technology and product solutions than the competition, whether it’s in broadband, ethernet switching, or endpoint protection.

By investing and innovating in infrastructure software and VMware’s broad portfolio — including multi-cloud and cloud-native capabilities — we will bring our customers greater flexibility and deliver new solutions to help them connect, scale and protect their IT infrastructure. 

Post-close, we intend to apply this formula for success by investing in and operating VMware with a concerted focus on growth and innovation, while furthering our track record of delivering consistent, justifiable value with our fairly priced solutions.

Greater Customer Choice

As we look to our shared future, we know what goes into successful customer relationships. We also know that if customers don’t find consistent value in the solutions we deploy, they’ll go elsewhere.

Don’t just take my word for it. IDC highlighted in a recent report that any vendor looking to cultivate successful customer partnerships has to first offer products, support and services that translate into real value.

In the report, IDC shared a comment from a CIO of a large, global financial services company who noted that, “This acquisition is unique, and it makes sense for [Broadcom and VMware] to form one organization that can increase productivity and deliver a more complete customer experience. Together, Broadcom and VMware will give us [customers] more power to modernize and transform our IT infrastructure to meet the needs of an ever-evolving world, ensuring secure, reliable, and flexible, choices.”

This CIO is exactly right. As workloads continue to grow rapidly across environments and multi-cloud options expand, a combined Broadcom and VMware will be focused on giving customers greater choice and flexibility over where and how they run their critical operations. We will invest in and innovate VMware’s products to create the next generation of technology that solves customers’ most complex IT challenges.

To stay updated on the news about the transaction, click here.

Cautionary Statement Regarding Forward-Looking Statements

This communication relates to a proposed business combination transaction between Broadcom Inc. (“Broadcom”) and VMware, Inc. (“VMware”).  This communication includes forward-looking statements within the meaning of Section 21E of the U.S. Securities Exchange Act of 1934, as amended, and Section 27A of the U.S. Securities Act of 1933, as amended.  These forward-looking statements include but are not limited to statements that relate to the expected future business and financial performance, the anticipated benefits of the proposed transaction, the anticipated impact of the proposed transaction on the combined business, the expected amount and timing of the synergies from the proposed transaction, and the anticipated closing date of the proposed transaction.  These forward-looking statements are identified by words such as “will,” “expect,” “believe,” “anticipate,” “estimate,” “should,” “intend,” “plan,” “potential,” “predict,” “project,” “aim,” and similar words or phrases.  These forward-looking statements are based on current expectations and beliefs of Broadcom management and current market trends and conditions. 

These forward-looking statements involve risks and uncertainties that are outside Broadcom’s control and may cause actual results to differ materially from those contained in forward-looking statements, including but not limited to: the effect of the proposed transaction on our ability to maintain relationships with customers, suppliers and other business partners or operating results and business; the ability to implement plans, achieve forecasts and meet other expectations with respect to the business after the completion of the proposed transaction and realize expected synergies; business disruption following the proposed transaction; difficulties in retaining and hiring key personnel and employees due to the proposed transaction and business combination; the diversion of management time on transaction-related issues; the satisfaction of the conditions precedent to consummation of the proposed transaction, including the ability to secure regulatory approvals on the terms expected, at all or in a timely manner; significant indebtedness, including indebtedness incurred in connection with the proposed transaction, and the need to generate sufficient cash flows to service and repay such debt; the disruption of current plans and operations; the outcome of legal proceedings related to the transaction; the ability to consummate the proposed transaction on a timely basis or at all; the ability to successfully integrate VMware’s operations; cyber-attacks, information security and data privacy; global political and economic conditions, including cyclicality in the semiconductor industry and in Broadcom’s other target markets, rising interest rates, the impact of inflation and challenges in manufacturing and the global supply chain; the impact of public health crises, such as pandemics (including COVID-19) and epidemics and any related company or government policies and actions to protect the health and safety of individuals or government policies or actions to maintain the functioning of national or global economies and markets; and events and trends on a national, regional and global scale, including those of a political, economic, business, competitive and regulatory nature.

These risks, as well as other risks related to the proposed transaction, are included in the registration statement on Form S-4 and proxy statement/prospectus that has been filed with the Securities and Exchange Commission (“SEC”) in connection with the proposed transaction.  While the list of factors presented here is, and the list of factors presented in the registration statement on Form S-4 are, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties.  For additional information about other factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to Broadcom’s and VMware’s respective periodic reports and other filings with the SEC, including the risk factors identified in Broadcom’s and VMware’s most recent Quarterly Reports on Form 10-Q and Annual Reports on Form 10-K.  The forward-looking statements included in this communication are made only as of the date hereof.  Neither Broadcom nor VMware undertakes any obligation to update any forward-looking statements to reflect subsequent events or circumstances, except as required by law.

No Offer or Solicitation

This communication is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.  No offering of securities shall be made, except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended.  

Additional Information about the Transaction and Where to Find It

In connection with the proposed transaction, Broadcom has filed with the SEC a registration statement on Form S-4 that includes a proxy statement of VMware and that also constitutes a prospectus of Broadcom.  Each of Broadcom and VMware may also file other relevant documents with the SEC regarding the proposed transaction.  The registration statement  was declared effective by the SEC on October 3, 2022 and the definitive proxy statement/prospectus has been mailed to VMware’s stockholders. This document is not a substitute for the proxy statement/prospectus or registration statement or any other document that Broadcom or VMware may file with the SEC.   INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION.  Investors and security holders may obtain free copies of the registration statement and proxy statement/prospectus and other documents containing important information about Broadcom, VMware and the proposed transaction, once such documents are filed with the SEC through the website maintained by the SEC at http://www.sec.gov.  Copies of the documents filed with the SEC by Broadcom may be obtained free of charge on Broadcom’s website at https://investors.broadcom.com.  Copies of the documents filed with the SEC by VMware may be obtained free of charge on VMware’s website at ir.vmware.com.

Participants in the Solicitation

Broadcom, VMware and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction.  Information about the directors and executive officers of Broadcom, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in Broadcom’s proxy statement for its 2022 Annual Meeting of Stockholders, which was filed with the SEC on February 18, 2022, and Broadcom’s Annual Report on Form 10-K for the fiscal year ended October 31, 2021, which was filed with the SEC on December 17, 2021.  Information about the directors and executive officers of VMware, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in VMware’s proxy statement for its 2022 Annual Meeting of Stockholders, which was filed with the SEC on May 27, 2022, VMware’s Annual Report on Form 10-K for the fiscal year ended January 28, 2022, which was filed with the SEC on March 24, 2022, a Form 8-K filed by VMware on April 22, 2022 and a Form 8-K filed by VMware on May 2, 2022.  Other information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, are or will be contained in the proxy statement/prospectus and other relevant materials to be filed with the SEC regarding the proposed transaction when such materials become available.  Investors should read the proxy statement/prospectus carefully before making any voting or investment decisions.  You may obtain free copies of these documents from Broadcom or VMware using the sources indicated above.

About Hock Tan:

Broadcom Software

Hock Tan is Broadcom President, Chief Executive Officer and Director. He has held this position since March 2006. From September 2005 to January 2008, he served as chairman of the board of Integrated Device Technology. Prior to becoming chairman of IDT, Mr. Tan was the President and Chief Executive Officer of Integrated Circuit Systems from June 1999 to September 2005. Prior to ICS, Mr. Tan was Vice President of Finance with Commodore International from 1992 to 1994, and previously held senior management positions with PepsiCo and General Motors. Mr. Tan served as managing director of Pacven Investment, a venture capital fund in Singapore from 1988 to 1992, and served as managing director for Hume Industries in Malaysia from 1983 to 1988.

IT Leadership

By Vadim Lander, Identity Security CTO & Distinguished Engineer

Even before the era of digital transformation, a central pillar of enterprise security was Identity Security, which focuses on access to digital information or services based on the authenticated identity of an individual. But in this emerging era of multi-cloud, where organizations can no longer depend upon a single web perimeter, companies face a changing constellation of challenges and must find new ways to access disparate resources, while doing so with high degree of security to maintain the integrity of their enterprise. That is where Broadcom’s Identity solutions come in.

Identity in general is an area that is integral to everything customers do when building products and services or interacting directly with their customers. Everything you do requires your identity to be known at various levels of assurance: logging into a computer, banking transactions, cell phone apps, etc.  So as our customers introduce new products and services, their Identity and Security capabilities must foster those business goals while keeping their organization secure.

A Professional Journey 

I have been helping enterprises secure their most mission critical web applications through Identity Security for 25 years, starting with architecting the SiteMinder Web SSO technology with pioneer Netegrity.

Since then, it’s been an exciting journey, with the acquisition of Netegrity by CA and dramatic market expansion into Adaptive Identity – the process of tailoring each customer authentication to the specifics of the request. Along the way, I worked on Oracle Cloud and Oracle Cloud Identity, and ultimately came to Broadcom to work on the next generation of Hybrid Identity Security. Throughout the journey, I have partnered with great folks around the world, helped enterprise customers succeed, and driven a lot of innovation into our Identity products with a sizable number of patents issued.

Innovation Is the Future

We’re at a crossroads now as businesses deal with increasing cyber threats while implementing omni-channel, digital transformation and hybrid initiatives. Last year, approximately 61% of breaches involved credentials or identities. But as Broadcom’s CEO and President Hock Tan has noted, our innovations have helped tackle these and other major challenges facing our customers, partners and the industry.

Broadcom has a reputation for technical excellence with a broad assortment of core technologies across the design space from silicon to software – the world really is Connected by Broadcom. (Truth be told, each time I buy a router, I make sure it includes a Broadcom chip because as an engineer, I trust the company’s development prowess and technology!) 

Securely connecting identities to their apps ultimately is what Identity and Access Management (IAM) does – while managing the different, sometimes competing, goals of doing so securely, ensuring user satisfaction, enabling business while ensuring operational continuity, and meeting compliance goals.

Even before our customers started their digital transformation initiatives, we’ve been observing the challenges of hybrid IT needing to adequately secure omni-channel heterogeneous access via policy-based controls – Any Identity, Any App, Any Time. A number of realities in the areas of digital transformation, hybrid IT and frictionless access have converged to create a perfect storm for traditional Identity solutions trying to keep up with enterprise needs.

Raising the Bar on Identity

Innovation doesn’t take place in a vacuum. It relies on knowing what customers need. That’s why Broadcom is constantly talking with our customers to better understand their goals and issues as they undergo the process of digital transformation.

We’ve taken the collected learnings from that collaboration to better direct our R&D efforts — where our spending outpaces revenue growth by nearly 50%. We’ve incorporated knowledge of customer needs and aspirations into our development life cycle, and as leading practitioners of Identity ourselves, we obviously have a lot to say about how these dots need to be connected. 

We are on the front lines helping our customers address their specific pain points and needs with new software capabilities. We continuously tap the reservoir of expertise across Broadcom’s engineering teams to deliver new value to meet our customers’ evolving demands when it comes to IAM.

A Better Identity Security Architecture

As the process of digital transformation began to accelerate a couple of years ago, it became clear to us that enterprises would need a modern, integrated and open Digital IAM architecture to securely operate their businesses while managing risks and complying with regulations.

As we set out to develop this for our customers, we realized that it was necessary to weave identity and security into a proverbial fabric of applications and application infrastructure to meet the modern requirements of the enterprise. Our goal was to make sure that our software customers would be able to securely manage identities and access throughout their organizations as they uptake hybrid IT to implement digital transformation projects. 

As companies integrate their supply chain, consumers can now go to their websites to understand what is happening with orders and gain an up-to-minute view of what’s taking place. That capability wasn’t available a few years ago. Today it’s possible because suppliers can treat identities in the same way, regardless of whether someone is interacting via a web channel, a mobile channel or an interactive voice response system. And to make that seamless view possible, identity is the key component.

This is where Broadcom’s Identity Fabric Security Services Platform comes in. It delivers the style of identity architecture aligned with new requirements posed by hybrid IT and digital transformation requiring the following:

Building it to cloud-native specifications to ensure fit with modern deployment practices — immutable, containerized, zero-down time micro services deployable to incredibly scalable and resilient Kubernetes platformsUsing open standards to ensure seamless and cost-effective enterprise architecture for hybrid ITEnsuring 100% API-first and highly extensible functionality for weaving Identity into any application environment and enterprise architectureAccommodating contextual policy infrastructure to keep up with changing business and security conditions in the areas of authentication, authorization and administrationEnabling seamless silo-less integration of Identities and Apps, using patterns such as BYOI, JIT, Security Events and others

Extending IAM Infrastructure

Elsewhere, our work has resulted in extending our IAM infrastructure to maximize reuse and ensure business continuity. Customers are now able to integrate with existing session and audit management infrastructure to gain a more comprehensive view of session and audit trails across existing and new application ecosystems. And our work has allowed us to further leverage existing identity stores already containing user and group populations. 

These are just a few of the many benefits our customers are reaping as we innovate our digital IAM architecture. This Identity Fabric approach has since become a “must have” architecture for Identity.

Our customer, Prabakaran Mohanan, IDAM Architect and Lead at Optus Telecommunications says this about their experience working with Broadcom and our Identity products:

“We selected the VIP Authentication Hub from Broadcom Software, because it was a logical modernization enhancement to our existing SiteMinder installation. In Australia there was a mandate to provide consumer users with an MFA solution and the timeframe was short so we engaged with our existing software partner. Once we realized that they had a modern solution for us, we were successful in integrating the solution in less than four months, including new apps and extending our existing SiteMinder Web SSO. The Identity Fabric approach also meant we were also able to use the same solution with our mobile apps. And being a cloud-native architecture underpinned by Kubernetes it proved to be very scalable in dealing with our 10 million+ customer base from the very beginning.”

And with more enterprises moving to a Zero Trust footing, more enterprises will be able to take advantage of Broadcom IAM business services to both become more agile and better cater to their customer’ needs.  

We’re also bringing innovation to the Mainframe security to advance TopSecret and ACF2 with the Identity Fabric technology to support the latest federal passwordless mandates, MFA initiatives, and hybrid IT objectives.

This is the kind of secure and scalable Identity architecture that enterprises need as they compete in a fast-evolving digital era. Broadcom is proud to innovate these solutions for them.

To learn more about Broadcom Identity solutions, visit us here.

About Vadim Lander:

Broadcom Software

Vadim is a recognized IAM expert having architected, developed, and led multiple, highly scalable IAM solutions to become industry leaders. At Broadcom, Vadim is focused on evolving IAM to meet the needs of the world going digital.

Data and Information Security, IT Leadership

By Andy Nallappan, Chief Technology Officer and Head of Software Business Operations, Broadcom Software

Last month at Gartner Symposium in Orlando, Fla., I enjoyed talking with ZDNet’s Chris Preimesberger and Sahana Sarma, leader of Google Cloud’s transformation advisory, about the enterprise software landscape and how it is growing more complex and business-critical daily. Transforming and modernizing software are key priorities for global organizations and critical to achieving the highest level of security and compliance. Many industries, from manufacturing, to automotive or financial service are becoming increasingly software-driven, changing their traditional portfolio mix and business models.

Here are some key points from that discussion:

Investing in R&D

At Broadcom we are seeing some of the same challenges our customers face that lead them to transform their software including: business transformation, talent risks, and managing costs. In a hyper competitive market where start-ups are challenging the established enterprises, companies are looking to pivot their business models through digital transformation. For Broadcom, who is experiencing some of the same challenges, it’s interesting to note that R&D spend has out-paced our revenue by almost 50%. That tells you quite a bit about how we approach doing our business and the importance we place on innovation.

Broadcom wasn’t originally a software company – it started in the early 1960s as the processor-making division of HP – but we got into the software business when we acquired CA Technologies and the Symantec Enterprise business. They were not modern cloud-based software companies and their portfolios were a mix of traditional on-prem software, cloud services, and some cloud-native.

One of the biggest challenges Broadcom had was to standardize platforms and processes of our acquired software companies, and so Broadcom Software worked closely with Google Cloud on this transformation journey, leading us to modernize and transform our own enterprise software. We wanted to standardize and put into a single, cloud-native platform all of our software, where it could give the biggest benefits to customers, and so it could scale, be resilient, and secure.

Continuous Innovation

With our Google Cloud journey, we’ve brought all of our software platforms onto a single SaaS platform. One of the reasons our customers want SaaS applications is that they want to see innovation happening at a faster rate. If you’re using a traditional on-prem application, you have to do upgrades and reinstalls, and it takes years to get it completed.

So as a software provider, we’ve got to deliver those SaaS apps in that space and the new features that go with them, and we need to do them in a speedy DevOps manner. Going to the cloud and modernizing (these systems) enables our developers to deliver all of this to the expectations of our customers in order to help them transform their businesses.

At Broadcom, we worked to give each of our software divisions a single pane of glass to better manage the business and track what was happening from the sales motion to customer adoption to R&D spend.  We also centralized software operations so the engineers could focus on delivering technologies that solved big, complex problems for our customers — in a way we liberated them to focus on great innovations and stronger customer experiences.

Sahana shared that at Google Cloud what they see from their customers when they transform their software is that they get to introduce more modern practices into their technology stack like containerization. So by having a more modern software stack, you can easily add in newer technologies — which introduces innovations. And by developing, adopting and promoting Open Source technologies Google Cloud ensures the neutrality of cloud and helps safeguard investments. Finally, by using Google Cloud as the backbone, you can free up software engineers to focus on new technologies and new ideas since they are not bogged down by complexities of different architectures and platforms.

Exceptional Experiences

Transforming and modernizing your software stack can help customers deliver better experiences for their customers and employees including:

Always available and auto-scalable: Clients deliver improved experience to their end customers with an always available and auto-scalable technology stack to meet customer demands with unparalleled responsiveness leveraging our fastest and safest global networkModernizing applications: Using solutions like Apigee and Anthos customers are unlocking their traditional systems to leverage the flexibility and agility of Cloud. If systems are unified, end-users can get what they need done in fewer steps. It improves the overall experience the end users have with the product or brand.AI & ML: A modernized technology stack allows them to leverage AI & ML tools, making it easier for our customers to anticipate the needs of their end-users to deliver better experience, besides significantly improving operational efficiencies

Reducing IT Complexity

Obviously the benefit of reducing IT Complexity helps customers to see a large range of benefits like faster delivery of products, improved compliance, and higher level of security when they modernize. The more complex your IT architecture is, with different platforms or silos, the more risk you introduce. By modernizing and having an open system, you can reduce IT complexity and therefore reduce risk. Most importantly, a modernized technology stack helps to quickly adapt and respond to the market, economic and customer demands. By transforming and modernizing you can lessen IT complexity and not only lower risk but deliver more success for your business and your customers.

To learn more about how Broadcom Software can help you modernize, optimize, and protect your enterprise, contact us here.

About Andy Nallappan:

Broadcom Software

Andy is the Chief Technology Officer and Head of Software Business Operations for Broadcom Software. He oversees the DevOps, SaaS Platform & Operations, and Marketing for the software business divisions within Broadcom.

Cloud Security, IT Leadership

By Hock Tan, Broadcom President & CEO

Over the last several weeks, I have had the opportunity to visit with Broadcom customers around the world to discuss what’s on the horizon as they navigate increasingly complex IT operating environments. During these visits, I’ve also answered their questions and shared our vision of what a combined Broadcom and VMware will look like following the close of the transaction.

It’s clear from these conversations that three topics are top of mind for customers as it relates to the VMware-Broadcom transaction: multi-cloud, cloud-native apps and pricing. Ultimately, what I’ve stressed to them has been straightforward: our customers are and will remain the most important part of our business. That said, I want to discuss each of these topics and share my current thinking to help address the concerns I’ve heard.

Broadcom’s Strategy

I hope I’ve made clear that at Broadcom, we are continuing to embrace and invest in customers’ priorities. My priorities for Broadcom are very much aligned with customers.

By investing and innovating in infrastructure software and VMware’s broad portfolio — including multi-cloud and cloud-native capabilities — we will bring our customers greater flexibility and deliver new solutions to help them connect, scale and protect their IT infrastructure. This will also empower our customers to modernize and architect their IT infrastructure while ensuring there will be large-scale, secure, and reliable, yet flexible, solutions to do so. Similarly, continuing to develop our ecosystem will enable partners to grow their businesses with expanded offerings of the combined portfolio and even better meet customers’ needs.

Multi-Cloud

As I met with customers across the U.S., U.K., Germany and France, I asked about their current and future priorities. For some time, Broadcom has recognized that the future of enterprise IT is multi-cloud — the ability to distribute applications and services across a combination of clouds. It’s one of the many reasons Broadcom solutions complement what VMware does in the multi-cloud space across private, public, edge and sovereign clouds today. It’s clear our customers have already adopted this mindset, too. I’ll share an example.

While in London, I met with the chief technology officer of a global financial services firm. We discussed the increasing need for financial institutions to adopt innovative solutions and ensure legacy infrastructure is efficient and secure. We agreed multi-cloud solutions meet this need, ultimately improving performance and strengthening resilience at a lower cost. Customers are enthusiastic about the multi-cloud vision and, with increased resources from Broadcom following transaction close, the potential to implement it as VMware grows and increases momentum in the space.

Cloud-Native Apps

Customers are similarly excited about VMware’s momentum around cloud-native apps. Containers are changing the way modern applications are built, resulting in faster and more predictable development and deployment. Developers also can take advantage of Kubernetes clusters, which more efficiently use the containerized infrastructure that power those applications. Kubernetes clusters bring other advantages, including making apps more resilient and easier to manage, bringing cost savings to organizations; and  making apps more portable between different clouds and internal environments, because Kubernetes clusters can run on premises or within public clouds. The resulting modern applications are more scalable and flexible, accelerating the speed and agility of innovation within organizations. By providing customers with the environment and hands-on guidance to help build cloud-native applications quickly and upskill their teams along the way, a combined Broadcom-VMware can help them drive forward their businesses.

Since the announcement of our intention to acquire VMware in May, I have had the opportunity to spend time with many VMware and Broadcom customers, partners and the VMware Product and Go-to-Market leadership teams. I have gained a deeper understanding of the VMware Tanzu portfolio and the strategic importance of cloud-native applications and modern app development and management. Customers are telling me that modern applications are a central part of their go-forward strategy in a multi-cloud world, and that the VMware Tanzu portfolio of products and solutions are an important area of focus for them.

Many customers and partners are asking me how I see the VMware Tanzu portfolio and Broadcom’s future commitment to the Tanzu business. My answer to them is that I see Tanzu as a strategic part of the VMware software portfolio and it will remain that way as we move forward within Broadcom. VMware Tanzu customers are running some of the most mission critical applications in the world. As customers think about future investments in cloud native applications and the modern application development space, they should feel confident in Broadcom’s commitment going forward.

Pricing

We work with our customers every day to tackle a wide spectrum of challenges, and we are constantly innovating to create the next generation of technology to address their needs. This is largely what has made our business successful, and we intend for this to continue.

Our growth into a global technology leader was not based on taking existing products and raising their prices, but by creating technology and products that provide clear value to customers and continuing to improve them. We fuel growth by offering more and better products so customers are using more of our entire portfolio of technology products, rather than just one or two. By delivering long-term value to customers and investing in improved, customer-focused R&D, we can innovate, scale and offer better products without raising prices.

VMware develops technology for the future and addresses a growing market. The Broadcom business case for this transaction is premised on focusing on the business model, increasing R&D, and executing so that customers see the value of the full portfolio of innovative product offerings — not on increasing prices. Following the close of the transaction, we will invest in and innovate VMware’s products so we can sell even more of them and grow the VMware business within enterprises, deepening and expanding the footprint instead of potentially raising prices.

Of course, our other main priority once the transaction is complete will be integrating VMware and its employees. VMware is an innovation success story — but the company’s story is far from finished and we’re excited to help write the next chapters. I have tremendous respect for what VMware has built, and experiencing the company’s excitement for the future at VMware Explore in San Francisco earlier this year reinforced my belief that we are on the right path.

I came away from my recent travels even more excited about what a combined Broadcom and VMware can deliver to our customers, and I look forward to continuing these valuable conversations as we progress toward closing. More than that, once we complete our transaction, I look forward to starting the important work of fostering an environment of growth and innovation aligned with our customers’ priorities.

To stay updated on the news about the transaction, click here.

Cautionary Statement Regarding Forward-Looking Statements

This communication relates to a proposed business combination transaction between Broadcom Inc. (“Broadcom”) and VMware, Inc. (“VMware”).  This communication includes forward-looking statements within the meaning of Section 21E of the U.S. Securities Exchange Act of 1934, as amended, and Section 27A of the U.S. Securities Act of 1933, as amended.  These forward-looking statements include but are not limited to statements that relate to the expected future business and financial performance, the anticipated benefits of the proposed transaction, the anticipated impact of the proposed transaction on the combined business, the expected amount and timing of the synergies from the proposed transaction, and the anticipated closing date of the proposed transaction.  These forward-looking statements are identified by words such as “will,” “expect,” “believe,” “anticipate,” “estimate,” “should,” “intend,” “plan,” “potential,” “predict,” “project,” “aim,” and similar words or phrases.  These forward-looking statements are based on current expectations and beliefs of Broadcom management and current market trends and conditions. 

These forward-looking statements involve risks and uncertainties that are outside Broadcom’s control and may cause actual results to differ materially from those contained in forward-looking statements, including but not limited to: the effect of the proposed transaction on our ability to maintain relationships with customers, suppliers and other business partners or operating results and business; the ability to implement plans, achieve forecasts and meet other expectations with respect to the business after the completion of the proposed transaction and realize expected synergies; business disruption following the proposed transaction; difficulties in retaining and hiring key personnel and employees due to the proposed transaction and business combination; the diversion of management time on transaction-related issues; the satisfaction of the conditions precedent to consummation of the proposed transaction, including the ability to secure regulatory approvals on the terms expected, at all or in a timely manner; significant indebtedness, including indebtedness incurred in connection with the proposed transaction, and the need to generate sufficient cash flows to service and repay such debt; the disruption of current plans and operations; the outcome of legal proceedings related to the transaction; the ability to consummate the proposed transaction on a timely basis or at all; the ability to successfully integrate VMware’s operations; cyber-attacks, information security and data privacy; global political and economic conditions, including cyclicality in the semiconductor industry and in Broadcom’s other target markets, rising interest rates, the impact of inflation and challenges in manufacturing and the global supply chain; the impact of public health crises, such as pandemics (including COVID-19) and epidemics and any related company or government policies and actions to protect the health and safety of individuals or government policies or actions to maintain the functioning of national or global economies and markets; and events and trends on a national, regional and global scale, including those of a political, economic, business, competitive and regulatory nature.

These risks, as well as other risks related to the proposed transaction, are included in the registration statement on Form S-4 and proxy statement/prospectus that has been filed with the Securities and Exchange Commission (“SEC”) in connection with the proposed transaction.  While the list of factors presented here is, and the list of factors presented in the registration statement on Form S-4 are, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties.  For additional information about other factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to Broadcom’s and VMware’s respective periodic reports and other filings with the SEC, including the risk factors identified in Broadcom’s and VMware’s most recent Quarterly Reports on Form 10-Q and Annual Reports on Form 10-K.  The forward-looking statements included in this communication are made only as of the date hereof.  Neither Broadcom nor VMware undertakes any obligation to update any forward-looking statements to reflect subsequent events or circumstances, except as required by law.

No Offer or Solicitation

This communication is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.  No offering of securities shall be made, except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended.  

Additional Information about the Transaction and Where to Find It

In connection with the proposed transaction, Broadcom has filed with the SEC a registration statement on Form S-4 that includes a proxy statement of VMware and that also constitutes a prospectus of Broadcom.  Each of Broadcom and VMware may also file other relevant documents with the SEC regarding the proposed transaction.  The registration statement  was declared effective by the SEC on October 3, 2022 and the definitive proxy statement/prospectus has been mailed to VMware’s stockholders. This document is not a substitute for the proxy statement/prospectus or registration statement or any other document that Broadcom or VMware may file with the SEC.   INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT, PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION.  Investors and security holders may obtain free copies of the registration statement and proxy statement/prospectus and other documents containing important information about Broadcom, VMware and the proposed transaction, once such documents are filed with the SEC through the website maintained by the SEC at http://www.sec.gov.  Copies of the documents filed with the SEC by Broadcom may be obtained free of charge on Broadcom’s website at https://investors.broadcom.com.  Copies of the documents filed with the SEC by VMware may be obtained free of charge on VMware’s website at ir.vmware.com.

Participants in the Solicitation

Broadcom, VMware and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction.  Information about the directors and executive officers of Broadcom, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in Broadcom’s proxy statement for its 2022 Annual Meeting of Stockholders, which was filed with the SEC on February 18, 2022, and Broadcom’s Annual Report on Form 10-K for the fiscal year ended October 31, 2021, which was filed with the SEC on December 17, 2021.  Information about the directors and executive officers of VMware, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in VMware’s proxy statement for its 2022 Annual Meeting of Stockholders, which was filed with the SEC on May 27, 2022, VMware’s Annual Report on Form 10-K for the fiscal year ended January 28, 2022, which was filed with the SEC on March 24, 2022, a Form 8-K filed by VMware on April 22, 2022 and a Form 8-K filed by VMware on May 2, 2022.  Other information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, are or will be contained in the proxy statement/prospectus and other relevant materials to be filed with the SEC regarding the proposed transaction when such materials become available.  Investors should read the proxy statement/prospectus carefully before making any voting or investment decisions.  You may obtain free copies of these documents from Broadcom or VMware using the sources indicated above.

About Hock Tan:

Broadcom Software

Hock Tan is Broadcom President, Chief Executive Officer and Director. He has held this position since March 2006. From September 2005 to January 2008, he served as chairman of the board of Integrated Device Technology. Prior to becoming chairman of IDT, Mr. Tan was the President and Chief Executive Officer of Integrated Circuit Systems from June 1999 to September 2005. Prior to ICS, Mr. Tan was Vice President of Finance with Commodore International from 1992 to 1994, and previously held senior management positions with PepsiCo and General Motors. Mr. Tan served as managing director of Pacven Investment, a venture capital fund in Singapore from 1988 to 1992, and served as managing director for Hume Industries in Malaysia from 1983 to 1988.

IT Leadership, Multi Cloud

By Hock Tan, President, Chief Executive Officer and Director, Broadcom

The History of Innovation at Broadcom

The Broadcom Inc. we know today first began more than 60 years ago as a semiconductor division of Hewlett-Packard in Palo Alto, CA. Since then, our foundational innovations have formed the building blocks of the transformational technologies that shape our lives today—our smartphones, our streaming services and our Wi-Fi, to name but a few. In fact, we estimate that more than 99 percent of all internet traffic crosses at least one Broadcom chip. That’s why Broadcom is what enables the great innovators of the world to keep on innovating.

Since graduating from Massachusetts Institute of Technology (MIT) and embarking on my career, I’ve had the good fortune to work for many American companies on the cutting edge of technology. Broadcom, however, has proven to be the most pioneering by far, thanks to our strong engineering teams and our focus on continual delivery of new technology and customer value.

One of the advantages we deliver to our customers—who are all innovators in their own right—is access to our broad base of core technologies encompassing the complete design space from silicon to software. Broadcom’s global scale, engineering depth, broad intellectual property and product portfolio, superior execution and operational focus allow us to deliver category-leading semiconductor and infrastructure software solutions, so our customers can build and grow successful businesses in a rapidly changing world.

As a global infrastructure technology leader built on decades of invention, collaboration and engineering excellence, Broadcom’s journey is the history of American innovation. Broadcom’s recent technological breakthroughs listed below and our company history here show that our innovative breakthroughs grow each year. As a U.S. company, we take pride in delivering leading-edge technologies focused on, for example, cybersecurity and the multi-cloud ecosystem, to critical industries and U.S. government agencies, as well as to government partners around the globe, allowing them to better serve their stakeholders and maximize their impact.

With roots based in the rich technical heritage of AT&T/Bell Labs, Lucent and Hewlett-Packard/Agilent, Broadcom’s focus is on technologies that connect our world. I am very proud that through the combination of industry leaders Avago, Broadcom, LSI, Brocade, CA Technologies and Symantec (and soon, VMware), our company has the size, scope and engineering talent to lead and innovate well into the future, especially in areas such as critical infrastructure, national security, cybersecurity and multi-cloud technology.

I look forward to sharing more about our commitment to innovation in future blogs, and also to highlighting some exciting areas that will shape the future of technology.

Broadcom Innovation at Work

Networking: High-Performance ConnectivityHighest Bandwidth Switch Chip, in the industry, to Accelerate Artificial Intelligence/Machine Learning Workloads, 51.2 Tbps.Disruptive co-packaged optics innovation enabling 30% power consumption savings and 40% lower optics cost per bit for cloud infrastructure.

Broadcom Software

Server/Storage Connectivity: On-Premises and CloudIndustry’s first 64G end-to-end Fibre Channel solution from host bus adapter to switch.Connectivity portfolio of PCIe Gen 5.0 products featuring some of the lowest power, highest lane count and lowest latency available in the industry.

Broadcom Software

Broadband: End-to-End SolutionsFull-duplex DOCSIS 4.0 modem technology delivering multi-gigabit broadband speeds to the home.Complete end-to-end chipset solutions for the Wi-Fi 7 ecosystem spanning wireless routers, residential gateways, enterprise access points and client devices.

Broadcom Software

Wireless: Mobile Device ConnectivityWorld’s lowest power and compact L1/L5 GNSS receiver, ideal for space-constrained applications like smartphones and smartwatches.Advanced inductive charging ASIC solutions delivering superior power efficiency for mobile and wearable devices.

Broadcom Software

Industrial: Automation, Renewable & AutomotiveIndustry’s highest bandwidth monolithic automotive Ethernet switch addressing the growing bandwidth need for in-vehicle networking applications.Precise motion encoders for LiDAR applications used in ADAS and navigation system of EVs, robotics and drones.

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SoftwareOur AIOps, DevOps and Value Stream Management solutions span the software development lifecycle, optimizing customer experience from mobile to mainframe.CyberSecurity solutions from Symantec and payment authentication software from Arcot ensure security in today’s hyper-connected world.

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About Hock Tan:

Broadcom Software

Hock Tan is Broadcom President, Chief Executive Officer and Director. He has held this position since March 2006. From September 2005 to January 2008, he served as chairman of the board of Integrated Device Technology. Prior to becoming chairman of IDT, Mr. Tan was the President and Chief Executive Officer of Integrated Circuit Systems from June 1999 to September 2005. Prior to ICS, Mr. Tan was Vice President of Finance with Commodore International from 1992 to 1994, and previously held senior management positions with PepsiCo and General Motors. Mr. Tan served as managing director of Pacven Investment, a venture capital fund in Singapore from 1988 to 1992, and served as managing director for Hume Industries in Malaysia from 1983 to 1988.

Innovation, IT Leadership

By Andy Nallappan, Chief Technology Officer and Head of Software Business Operations, Broadcom Software

This article was originally published here by Andy Nallappan.

The enterprise software that underpins day-to-day operations is under significant strain at many organizations. Between the now-prevalent hybrid cloud architecture and ongoing digital transformation efforts, entire industries are experiencing tectonic shifts in how they do business and disruptions from new competitors. For IT leaders, these changes have heightened their focus on software modernization.

Software modernization is an imperative for many organizations, including Broadcom Software, because existing applications and other technologies might be incompatible with today’s flexible and agile open-system platforms, which can empower companies to quickly and more easily pivot to new business models and scale to meet demand. Modern software can enable business transactions and workflows to be executed with the highest levels of security and compliance, while delivering the compelling customer and employee experiences that users have come to expect. Moreover, faced with the costs associated with maintaining  applications and infrastructure and an ongoing IT skills shortage, many enterprise IT leaders are searching for ways to use automation to bring speed to standard processes and clear the decks for their people to pursue higher-value work.

Transforming the enterprise

By embracing a modernization strategy, companies can transform their enterprise software portfolio with a next-generation technology stack, including a scalable, cloud-native environment, to drive new processes and collaborative workflows. This strategy can also set the stage for continuous innovation, enabling companies to optimize with data and deliver exceptional experiences that elevate products and services, create customer and employee loyalty, and burnish the corporate brand.

Software modernization is delivering synergies and efficiencies across business units and product portfolios. – Broadcom Software CTO Andy Nallappan

We appear to be at a tipping point, with industry rallying around software modernization as a path necessary for ongoing business growth. According to one estimate, the global market for application transformation, valued at $8.43 billion in 2019, is expected to grow steadily at a compound annual growth rate of 10.4% from 2020 to 2027, fueled by increasing digitalization, the worldwide rise of the internet and mobile devices, and growing reliance on big data.

A software modernization journey

My organization, Broadcom Software, set out on our software modernization journey for a variety of reasons, including the need to bolster product resiliency, reduce the chance of outages, and improve our time-to-delivery cycle for releasing new capabilities and applications. Yet the most important driver was to reimagine, deliver, and support our portfolio as an integrated bundle of software rather than a series of one-off point solutions assembled from prior acquisitions. Re-architecting around a modern software platform would enable better delivery across our entire portfolio and provide more consistency and ease of integration for individual applications. It would also create synergies and efficiencies for the different software business units and product portfolios. Indeed, standardizing on a common architecture and embracing new open systems-oriented engineering practices can be a good business practice for any growing company, delivering huge economies of scale — including a reduction in overhead — while simultaneously improving software efficiency.

We leaned into a number of important engineering practices to facilitate our software modernization journey. Among the most important were:

Adopted Google Cloud as a uniform, scalable, cloud-agnostic platform for product development to deliver rapid elasticity when catering to huge spikes in request ingestion for products reaching up to 1 million requests per second. Moreover, this practice was essential for refactoring the products according to a containerization framework that leverages Docker and Kubernetes.Embraced transformative DevOps practices to increase agility and software quality through automation of workflows.Supported a DevSecOps “shift-left” approach to integrate security at every level of the systems development life cycle, which helps us identify vulnerabilities before they reach production. DevSecOps addresses two common problems: It holds people accountable to security issues upfront, which can reduce the number of cycles needed to improve software, and better protects the software supply chain.Increased commitment to operational efficiency through real-time observability, proactive alerting, and automation remediation. In lieu of individual product silos, common operations such as cloud management, infrastructure as code, and software-as-a-service provisioning are addressed through a horizontal, standardized software operations group that transcends products. That liberates individual product teams to focus on product features and roadmaps, which helps create better customer experiences, and appeals to more experienced talent, ultimately fostering more effective recruitment and retention.

Broadcom Software has made significant investments in partnerships to drive this software modernization transformation and devoted 18 months to executing our roadmap. We’ve scaled our cloud proxy to 50 data centers worldwide and believe new businesses are now more easily integrated into our portfolio, our products are more secure, and our customers are more satisfied than ever. The journey has not been without its challenges, but the overall outcome is clear: We feel better positioned to execute on our bold vision and to empower our customers to achieve their business goals, drive innovation, and soar to new heights.

To learn more about how Broadcom Software can help you modernize, optimize, and protect your enterprise, contact us here.

Broadcom Software

About Andy Nallappan:

Andy is the Chief Technology Officer and Head of Software Business Operations for Broadcom Software. He oversees the DevOps, SaaS Platform & Operations, and Marketing for the software business divisions within Broadcom.

IT Leadership, Software Providers