NEW YORK, New York, July 8, 2016 — Siris Capital Group, LLC today announced that its affiliates have submitted a unilaterally binding offer to acquire all outstanding shares of Polycom, Inc. (NASDAQ: PLCM) for a price of $12.50 per share in cash. The offer is subject to Polycom terminating its existing merger agreement with Mitel Networks Corporation (NASDAQ: MITL) in accordance with the terms thereof. Polycom has informed Siris that its Board of Directors has unanimously determined Siris’ offer to constitute a “Company Superior Proposal”under the terms of its merger agreement with Mitel. Polycom has also announced its intention to terminate promptly its merger agreement with Mitel, subject to the terms thereof. The all-cash transaction is valued at approximately $2.0 billion, including Polycom’s outstanding debt, which represents a premium of 13.6% to the current value of Mitel’s offer, based on Mitel’s closing share price as of July 7th, 2016.
“Polycom has a 25-year history serving the audio and video collaboration needs of the most demanding enterprises and is a globally recognized brand synonymous with innovation and the highest quality. We are very excited for the opportunity to partner with Polycom and its leadership team, as the Company fits well with Siris’ investment focus on mission-critical telecommunications businesses,”said Dan Moloney, Siris Executive Partner. “The industry is transitioning to a hybrid on-premise and cloud-based Unified Communications environment. We believe that as an independent private company, Polycom would be best positioned to continue its heritage as a best-in-class communications solutions provider to more than 400,000 companies and institutions, channel partners, and the evolving Unified Communications ecosystem.”
Siris’ offer will remain in effect until no later than July 15, 2016. If the Polycom/Mitel Networks merger agreement is terminated in accordance with its terms, which Siris anticipates will occur today, Polycom would be permitted to accept Siris’s offer and enter into the binding definitive agreement contained in the offer. Any transaction would be subject to regulatory approval, shareholder approval and other customary closing conditions.
Siris has secured committed financing consisting of a combination of equity and debt. Equity financing will be provided by Siris and its co-investors from available capital commitments, and the debt financing will be provided by Macquarie Capital.
Moelis & Company, Evercore, and Macquarie Capital are acting as financial advisors to Siris Capital Group, and Sidley Austin LLP is acting as its legal counsel.