Phillips Fox acted for multinational Avaya Inc on the Australian and South Pacific aspects of the company’s US$250 ($315) million-plus global sale of its connectivity and cabling business to CommScope.
Avaya designs, builds, deploys and manages communications networks and systems for 90 per cent of the Fortune 500 base of companies. It has more than a million customers worldwide and operates in more than 100 countries.
Corporate partner Charles Mendel said the complex deal involved a wide array of assets, including tooling and manufacturing capacity, logistics, IT and delivery systems as well as relevant intellectual property related to the business. It also covered a large number of jurisdictions, one global asset sale agreement and “a host of local arrangements requiring documentation in tandem with the global agreement”.
“A close working team consisting of the client and the legal representatives in Sydney, Singapore and New York enabled potential roadblocks to be anticipated, assessed and removed before they became an issue, and ensured that the transaction closed on time.
“A novel set of transitional arrangements saw Avaya exit the business on a full indemnity basis while still retaining revenue upside during the transition period,” Mendel said. This meant that although Avaya had an ongoing role for a set period, 100 per cent of the risk associated with that role had been transferred to the purchaser.
Avaya sold its Connectivity Solutions business for a total of US$250 million in cash, and 1.8 million shares. At the time that the agreement between CommScope and Avaya was announced on 27 October last year, the shares were valued at $US22.9 million, and at the close of business on 30 January this year they were valued at US$32.8 million.
Weil, Gotshal & Manges represented the company in the US.