Here’s an interesting twist in one of the bigger enterprise acquisition stories of 2016. After Mitel earlier this year announced that it would acquire Polycom for $1.96 billion and consolidate the two companies’ enterprise communication businesses, today private equity firm Siris Capital has come in with a higher offer: it has agreed to acquire Polycom for $2 billion in cash and take it private, working out to $12.50 a share. The deal is dependent on Polycom cancelling its deal with Mitel, which Siris and Polycom both say that it has done.
“Polycom has informed Siris that its Board of Directors has unanimously determined Siris’ offer to constitute a ‘Company Superior Proposal’ under the terms of its merger agreement with Mitel,” a statement read. “Polycom has also announced its intention to terminate promptly its merger agreement with Mitel, subject to the terms thereof.” Polycom’s market cap as of this morning is around $1.47 billion.
It’s a somewhat abrupt turn of events, considering that Mitel and Polycom were in negotiations for 10 months before announcing their deal back in April. However, there were reports in past months that an unnamed private equity buyer was also interested.
On a wider scale, there have been a number of consolidation plays in the enterprise IT market, which has been shaken up by the emergence of a host of smaller and very popular new services that do the same job but without the costly hardware. These include services like Slack and Microsoft-owned Skype, but also many others. Apart from these, there are other competitors in the form of larger comms businesses Cisco and Avaya.
A merger seemed in keeping with that wider trend, especially considering that Mitel and Polycom had complementary businesses. Mitel is perhaps best known for its IP telephony solutions, including PBX systems, while Polycom is a leader in conferencing services.
Also consider the number of other M&A moves that have been made, which have included Cisco acquiring enterprise collaboration startup Acano for $700 million; IBM buying Ustream and Clearleap for enterprise conferencing; and Atlassian acquiring BlueJimp.
So, in that sense, in addition to the offer being a relatively marginal $40 million higher (but net $20 million lower since there is a $60 million termination fee on the Mitel deal) and being all-cash, making it more attractive for shareholders, the Siris offer is significant for another reason. It will keep Polycom — one of the giants in video and voice conferencing — as an independent operation — regardless of what happens to that operation in the future as part of a portfolio of other telecoms interests owned by a private equity giant.
“Polycom has a 25-year history serving the audio and video collaboration needs of the most demanding enterprises and is a globally recognized brand synonymous with innovation and the highest quality. We are very excited for the opportunity to partner with Polycom and its leadership team, as the Company fits well with Siris’ investment focus on mission-critical telecommunications businesses,” said Dan Moloney, Siris Executive Partner, in a statement.
“The industry is transitioning to a hybrid on-premise and cloud-based Unified Communications environment. We believe that as an independent private company, Polycom would be best positioned to continue its heritage as a best-in-class communications solutions provider to more than 400,000 companies and institutions, channel partners, and the evolving Unified Communications ecosystem.”
How long Polycom will remain as-is under Siris’ wing is another question. As with other PE firms, PE has a track record of buying up, sprucing up, and selling off communications assets. Current companies in its portfolio include Digital River, collaboration software vendor PGi, and digital communications group Xura, which it acquired in May for $643 million. It has some very experienced people working in its team, including Nokia’s former head of feature phones Mary McDowell, who joined Siris earlier this year as an executive partner.
Siris says the deal will be financed by way of equity and debt, but it doesn’t specify the proportions. The debt will come from Macquarie Capital. The offer will be in place until July 15, but it appears to be a done deal in terms of the commitments outlined by Siris and Polycom in its announcement.