(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.