By Lisa Kerner
Charlotte, N.C., June 5 - Avaya Inc. entered into a definitive merger agreement to be acquired by Silver Lake and TPG Capital for $8.2 billion.
The agreement calls for Avaya shareholders to receive $17.50 in cash for each share of the company's common stock. Avaya's average closing share price was $13.17 during the 30 trading days ended May 25. The agreement also gives the company a 50-day go-shop period for proposals from third parties and includes a $250 million termination fee.
Avaya's board of directors has approved the merger agreement and recommended that its shareholders also approve the deal.
The transaction, which is not conditioned on financing, is expected to be completed in the fall of 2007.
"After an extensive review of Avaya's strategic alternatives with Avaya management and our financial advisors, the board of directors of Avaya determined that this transaction with Silver Lake and TPG provides the best value for Avaya's shareholders," non-executive chairman of the board Phil Odeen said in a company news release.
Avaya was advised by Credit Suisse, Weil, Gotshal & Manges LLP and Skadden, Arps, Slate, Meagher & Flom LLP.
Silver Lake and TPG Capital are private investment companies.
Avaya is a Basking Ridge, N.J.-based provider of communication systems, applications and services.
| Acquirers: | Silver Lake and TPG Capital
|
| Target: | Avaya Inc.
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| Price per share: | $17.50
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| Announcement date: | June 5
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| Expected closing: | Fall of 2007
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| Stock price for target: | NYSE: AV: $13.76 on June 4
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