Acquisition Finance Watch: Autonomy Doesn’t Come Cheap for HP | westlawbusiness.com

(Business Law Currents) Hewlett Packard’s bid for the UK’s Autonomy Corp. shows that bulldog tenacity is not the exclusive province of the Scepter’d Isle. HP has not only extended the timing of its bid but is raising an impressive war chest to fund the acquisition; choosing to issue $4.6 billion in global notes to supplement its existing certain funds package.

As with HP’s $5 billion May notes offering, HP’s Deputy General Counsel, Paul T. Porrini, passed on the notes’ validity, relying upon an opinion by Gibson, Dunn & Crutcher on issues of New York law. Cravath, Swaine & Moore represented the underwriters.

Having only gained acceptance from 41.6% of Autonomy’s shareholders, HP has extended its bid until October 3 and it is putting that extra time to good use with an additional debt issue in the U.S. An unusual feature for the UK where the takeover code requires bidders to have obtained certain funds packages before making an offer.

Under the terms of the UK’s takeover code, companies offering cash consideration for a publically traded company are required to include a cash confirmation (generally from the bidder’s financial adviser) that the offer has sufficient funding in place to satisfy the full acceptance of the offer.

HP duly included a cash confirmation from Barclays Capital and Perella Weinberg Partners in its offer document that it had sufficient resources to satisfy the offer but the delay caused from the lack of acceptances appears to have opened up the possibility of obtaining additional debt funding. The additional debt funding raises the possibility of HP reducing its reliance on bank debt and even perhaps to raise its offer should a rival bidder emerge.

via Acquisition Finance Watch: Autonomy Doesn’t Come Cheap for HP.

Confirmed: HP Offers to Acquire Autonomy for $10.2 Bil in Cash

HP’s third quarter earnings release confirms the offer to acquire information management software vendor Autonomy. As CMSWire readers know, Autonomy is also the proud owner of the assets once known as Interwoven. This makes for yet another exciting purchase in our sector, most recently following Oracle’s acquisition of Fatwire Software.

To quote from their earnings highlights, one bullet point reads thus: “Offer to acquire Autonomy, a global leader in infrastructure software for the enterprise, to accelerate expansion in rapidly growing enterprise information management market.”

Autonomy’s software powers a full spectrum of enterprise applications, including pan-enterprise search, customer experience management, information governance, eDiscovery, records management, archiving, business process management, web content management, web optimization, rich media management and video and audio analysis.

According to HP, the addition of Autonomy’s business units will accelerate HP’s ability to deliver on its strategy to offer cloud-based solutions and software that best addresses the changing needs of businesses.

via Confirmed: HP Offers to Acquire Autonomy for $10.2 Bil in Cash.

REPORT: HP To Make $10 Billion Bid For Autonomy | Business Insider

In addition to selling off its PC business, Hewlett-Packard will reportedly make a $10 billion bid for Autonomy, according to Bloomberg.

Autonomy provides software for enterprises to help find and make sense of data hidden away in documents and other files throughout their organization. It’s the largest software company by market cap in the U.K.

via REPORT: HP To Make $10 Billion Bid For Autonomy.

Autonomy Gains Compliance, e-Discovery, Analytics with Acquisition from Iron Mountain

Autonomy (news, site) announced today that it is acquiring Iron Mountain’s archiving, e-discovery and online backup business for US$ 380 million in cash. This acquisition makes Autonomy big. How big? According to company statistics, Autonomy is now responsible for 25 petabytes of customer data and over 25,000 customers, who will now have Autonomy’s advanced  technology for information governance in private clouds.

Autonomy Now with Compliance, e-Discovery, Analytics

Iron Mountain had indicated last month that it was considering selling the digital business. Apparently it wasn’t kidding.

IDC recently recognized Autonomy as having the largest market share and fastest growth in the worldwide search and discovery market. Today’s news means the organization is expanding even more.

Autonomy has been working with Iron Mountain for some time to finalize the recently announced deal. Autonomy cites processing customer data in the cloud as a strategic component of its information governance business. Now, the company is adding regulatory compliance, legal discovery and analytics to its capabilities. Iron Mountain will also enable Autonomy to support collection and processing of non-regulatory data from multiple channels including distributed servers, PCs and millions of mobile devices.

 

Autonomy will also offer Connected, its digital data protection product, to current Iron Mountain customers across enterprise server, PC and mobile devices. Inclusion of this product drives non-regulatory and structured data into the companies cloud-based information processing platform.

via Autonomy Gains Compliance, e-Discovery, Analytics with Acquisition from Iron Mountain.

Autonomy buys Iron Mountain digital assets

Autonomy finally put some of its huge cash pile to use on Monday when it announced a deal to spend $380m on buying a number of digital business units from Iron Mountain, the US information storage company.

The UK-based search software company said it was buying Iron Mountain’s digital archiving, eDiscovery and online back-up and recovery businesses to help boost its presence in cloud-based data management.

Autonomy put together a $1.1bn war chest for acquisitions last year, and originally said it was planning to sign a large North American deal in the autumn of 2010. A transaction failed to materialise at the end of last year, however, leaving investors to question whether a deal had fallen through. It also left questions over what Autonomy planned to do with its money.

It is understood the Iron Mountain deal is one of two acquisition opportunities that Autonomy has been pursuing for some time. Conversations about the deal had started as far back as 2009.

Following the transaction, the Cambridge-based company will still have more than $700m to spend on further deals.

via FT.com / Technology – Autonomy buys Iron Mountain digital assets.

Arbitration in Three Dimensions by Paulsson Jan

Abstract:

The law applicable to arbitration is different from the law applicable in arbitration. The latter leads arbitrators to decide as they do. The former refers to the source of their authority and the effect of their decision – the legal order that governs arbitration. According to the territorialist thesis, an arbitration can have no foundation other than that of the legal order of the particular state where the arbitration takes place. This outdated conception is disproved by the simple factual observation that a plurality of legal orders may give effect to arbitration. Some French scholars promote the notion of an autonomous arbitral order. Inasmuch as they ultimately seek to establish this order by positing its recognition by the very state orders from which they claim autonomy, their idea is circular and in effect no more than a dressed-up variant of ordinary horizontal pluralism. But the model of horizontal pluralism fails to account for important orderings of arbitral activity. Arbitration in modern society is accurately perceived as a complex, three-dimensional form of pluralism, in which legal orders (i) are not exclusively those of states and (ii) frequently overlap.

Working Paper Series

via SSRN-Arbitration in Three Dimensions by Paulsson Jan.