MUMBAI: Cisco Systems, Inc., and Scientific-Atlanta, Inc., today announced a definitive agreement for Cisco to acquire Scientific-Atlanta for $ 6.9 billion.
Under the terms of the agreement, Cisco will pay $43 per share in cash in exchange for each share of Scientific-Atlanta, and assume outstanding options, for an aggregate purchase price of approximately $6.9 billion, or approximately $ 5.3 billion net of Scientific-Atlanta’s existing cash balance.
Scientific-Atlanta is a global provider of set-top boxes (STBs), end-to-end video distribution networks and video system integration. The combined entity creates a major end-to-end triple play solution for carrier networks and the digital home.
The deal will set the ground for Cisco’s foray into the US cable sector. The company already has a strong foothold in the cable television market and is expected to use the Scientific-Atlanta expertise to sell digital television equipment that provides high-definition programming; shows and movies on demand; and an array of interactive services.
In addition, upon closure, the market opportunities represented by this acquisition will become part of Cisco’s Advanced Technology portfolio.
“Video is emerging as the key strategic application in the service provider triple play bundle of consumer entertainment, communication and online services. The combination of Cisco and Scientific-Atlanta brings unmatched experience and innovation in delivering large scale video systems and networks, and the addition of Scientific-Atlanta further extends Cisco’s commitment to and leadership in the service provider market. Moreover, Cisco’s international presence and IP leadership will also create strategic synergies that accelerate the combined growth opportunity,” said Cisco Systems president and CEO John Chambers.
The transaction will be accounted for in accordance with generally accepted accounting principles, and the acquisition of Scientific-Atlanta is expected to close in the third quarter of Cisco’s fiscal year 2006.
Cisco anticipates this transaction will be neutral to its FY2006 earnings, slightly accretive to its non-GAAP (pro forma) FY2007 earnings, and will be financed with a combination of cash and debt.
The acquisition has been approved by the board of directors of each company and is subject to various standard closing conditions, including approval under Hart Scott Rodino and similar laws outside the US and by the shareholders of Scientific-Atlanta.
Chambers added, “As consumers demand more sophisticated information and entertainment services in their home, tightly coupled applications, devices and networks will be essential. The collective strength of Linksys and Scientific-Atlanta will extend Cisco’s leadership position across the entire networked digital home.”
“We believe that this combination of Cisco and Scientific-Atlanta will benefit our shareholders, our customers and our employees. The combined strengths and resources of our two companies will position us to address more quickly the growing number of opportunities in the markets we serve and enable us to create new products and services that might not have existed otherwise,” said Scientific-Atlanta chairman, CEO and president Jim McDonald.
Scientific-Atlanta has platforms and technologies that enable scaling to millions of subscribers quickly and easily. This, along with the Cisco IP Next Generation Network architecture, will offer providers an open platform for service differentiation, allowing them to move beyond video/IPTV to develop and deliver a variety of integrated media services in the connected home.
Following the close of the transaction, Scientific-Atlanta will become a division of the Routing and Service Provider Technology Group under the leadership of Cisco senior vice president Mike Volpi. McDonald will report directly to Volpi.
Prior to the close, Cisco and Scientific-Atlanta will operate as separate businesses and will continue to work with their existing partners. Following the close of the transaction, Cisco is committed to retaining the relationships and go-to-market strategies that both companies have developed.
For FY2005, which ended 1 July, 2005, Scientific-Atlanta reported revenues of $1.91 billion.
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