3PAR Accepts HP's $2 Billion Acquisition Bid
3PAR's board of directors late Aug. 27 accepted the unsolicited proposal by
Hewlett-Packard earlier in the day to acquire their company for $2 billion.
The $30-per-share offer all but ended the four-day bidding war for the utility
storage provider. 3PAR and HP shareholders still need to approve the
acquisition, a voting process that could take several days to weeks to
accomplish.
There was no immediate word from Dell about the development by 12:30 a.m. Pacific time Aug. 28.
In accepting HP's offer, 3PAR's board elected to terminate its original Aug. 23
merger agreement with Dell in lieu of HP's all-cash offer. If the HP offer
stands as final, 3PAR-according to its original agreement with Dell-will have
to pay Dell a $72 million termination fee.
The 3PAR board said in a corporate statement that the HP offer constituted a
"superior proposal as that term is defined in 3PAR's previously announced
merger agreement with Dell" announced Aug. 16.
The Dell versus HP bidding war for the 600-employee enterprise storage company
based in Fremont, Calif.,
took two huge steps only minutes apart Aug. 27.
3PAR received an offer from Dell matching HP's $1.8 billion bid and accepted
it, apparently ending the four-day-long, high-stakes bidding war between the
two IT superpowers.
Then, almost as soon as the word went out about the apparent end to the bidding
process, HP came back with yet another whopping offer, this time for $2
billion, which at $30 per share is about 11 percent higher than Dell's last bid
of $27 per share (and $1.8 billion overall).
The final HP offer of $2 billion values 3PAR at some 300 times the company's
earnings before interest, taxes, depreciation and amortization during the past
year, according to Bloomberg financial data. 3PAR's entire market cap is $1.63
billion.
For the record, the bidding had gone this way: HP made the original approach to
3PAR a few weeks ago at unannounced terms. Dell countered on Aug. 16 with a
$1.15 billion bid; HP followed with $1.5 billion, Dell with $1.6 billion, HP
with $1.8 billion, capped by Dell's "final" $1.8 billion offer.
Then came the $2 billion-and apparently final-bid from HP, which according to
its latest balance sheet currently carries more than $11 billion in cash. Dell
reported $7.7 billion in cash reserves in its most recent financial report.
HP does all this without a CEO
An interesting sidebar within this bidding process is that HP carried out its
part of the tug of war without an acting CEO.
Former CEO Mark Hurd resigned on Aug.
6 following a sexual harassment claim by former actress and HP event
greeter Jodie Fisher. An internal probe said it found no evidence to support
her claim but discovered he had filed inaccurate expense reports to conceal a
personal relationship with Fisher.
Hurd's severance package gives him until Sept. 7 to exercise options to buy
775,000 common shares. Hurd's "golden parachute" also gave him $12.2
million in cash.
See these other eWEEK stories for a full accounting of the spectacular bidding
war between the two IT superpowers:
HP
Explains Motives Behind Its Offer for 3PAR
Dell
Cloud Storage Chief Explains Scramble for 3PAR
Why
3PAR Is Such a Hot Property
Editor's note: This story has been updated to add detail about
former HP CEO Mark Hurd.
