Details of Google (GOOG)/Motorola (MMI) Acquisition, Who Negotiated Right?

September 14, 2011 9:44 AM EDT
In an SEC filing released by Motorola Mobility Holdings (NYSE: MMI), it was revealed that the company agreed to be acquired by Google (Nasdaq: GOOG) for $40 per share after only a few days of negotiations and no other bidders.

Google initially came to Motorola in early July and offered to buy the company for $30 per share on August 1st. MMI rejected that bid and asked for $43.50 per share which Google declined. A counter bid of $37 was offered on August 9th by Google and was answered by Motorola with a suggestion of $40.50 per share. Later that day Google contacted MMI with a $40 per share bid which the company later accepted.

The board of directors at Motorola did not feel they would receive a more competitive bid from another company and felt that going public with the action may actually hurt the company if a higher counter bid was not offered.

Google was advised by Lazard Ltd. (NYSE: LAZ) while Motorola was advised by Centerview Partners, Barclays Capital (NYSE: BCS), and Qatalyst during the negotiations.

So in the end, who is the real winner? Google may now have control of a mobile phone production company to go along with its Android operating system, but was the price to high? Motorola was able to negotiate the purchase price to $40 per share, but without any bids from other companies how does management know that another company would have offered more? With shares trading down in the mid $20 range before the news of the acquisition, it is easy to say that shareholders of MMI are easily the real winners.


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Lazard, Barclays, Motorola Mobility/Google