Top M&A in USA 2022

Microsoft’s acquisition of Activision Blizzard[1]

Microsoft Corporation is an American multinational technology corporation that produces computer software, consumer electronics, personal computer, and related services.
Activision Blizzard Inc. is an American video game holding company in California, USA.
Microsoft Corp. (Nasdaq: MSFT) announced plans to acquire Activision Blizzard Inc. (Nasdaq: ATVI), a leader in game development and interactive entertainment content publisher. This acquisition will accelerate the growth in Microsoft’s gaming business across mobile, PC, console, and cloud and will provide building blocks for the metaverse.
Microsoft will acquire Activision Blizzard for $95.00 per share, in an all-cash transaction valued at $68.7 billion, inclusive of Activision Blizzard’s net cash. When the transaction closes, Microsoft will become the world’s third-largest gaming company by revenue, behind Tencent and Sony. The planned acquisition includes iconic franchises from the Activision, Blizzard, and King studios like “Warcraft,” “Diablo,” “Overwatch,” “Call of Duty” and “Candy Crush,” in addition to global eSports activities through Major League Gaming. The company has studios around the world with nearly 10,000 employees.
Bobby Kotick will continue to serve as CEO of Activision Blizzard, and he and his team will maintain their focus on driving efforts to further strengthen the company’s culture and accelerate business growth. Once the deal closes, the Activision Blizzard business will report to Phil Spencer, CEO of Microsoft Gaming.

Broadcom’s acquisition of VMWare[2]

Broadcom Inc. is an American designer, developer, manufacturer, and global supplier of a wide range of semiconductors and infrastructure software products. Broadcom’s product offerings serve the data center, networking, software, broadband, wireless, storage, and industrial markets.
VMWare Inc., is an American cloud computing and virtualization technology company with headquarters in Palo Alto, California. VMware was the first commercially successful company to virtualize the x86 architecture. VMware’s desktop software runs on Microsoft Windows, Linux, and macOS.
VMware shareholders voted to approve the pending merger with Broadcom, cementing a critical step that moves the deal closer to the finish line.
The vote took place Friday at a meeting of stockholders, which considered not just the fate of the merger but the compensation that Broadcom has arranged for VMware executives. With majority shareholder Michael Dell having already pledged his 40-percent ownership stake to vote in favour of the acquisition, the outcome of the vote was heavily weighted towards seeing the deal through.
In all, 352.6 million shares were cast in favour of being acquired by Broadcom — 99.61 percent of the total vote — while 681,000 shares were cast in opposition and 687,000 shares were listed as having abstained.
VMware said there are 424.4 million shares of the company’s common stock that were eligible to cast votes. Of those, 353.9 million voted.

Elon Musk’s acquisition of Twitter[3]

Elon Musk is a business magnate and investor. He is the founder, CEO, and chief engineer of SpaceX, and the CEO and product architect of Tesla Inc.
Twitter Inc. is an American social media company based in San Francisco, California. The Company operates the microblogging and social networking service Twitter. It previously operated the Vine short video app and Periscope live streaming service.
After months of waffling, lawsuits, verbal mudslinging and the near miss of a full blown trial, Elon Musk now owns Twitter.
On Thursday night, Mr. Musk closed his $44 billion deal to buy the social media service, said three people with knowledge of the situation. He also began cleaning house, with at least four top Twitter executives — including the chief executive and chief financial officer — getting fired on Thursday. Mr. Musk had arrived at Twitter’s San Francisco headquarters on Wednesday and met with engineers and ad executives.
The closing of the deal, which followed months of drama and legal challenges as Mr. Musk changed his mind about buying the company, sets Twitter on an uncertain course. Mr. Musk, a self-described “free speech absolutist,” has said that he wants to make the social media platform a more freewheeling place for all types of commentary and that he would “reverse the permanent ban” of former President Donald J. Trump from the service.
Musk’s open approach to speech on Twitter could exacerbate long simmering issues of toxic content and misinformation, affecting political debates around the world. Early tests will come within days, when Brazil elects its president and American voters go to the polls on Nov. 8 for the midterm elections. Twitter said it would prohibit misleading claims about voting and the outcome of elections, but that was before Mr. Musk owned it.

Oracle’s acquisition of Cerner[4]

Oracle is an American multinational computer technology corporation headquartered in Austin, Texas. In 2020, Oracle was the third-largest software company in the world by revenue and market capitalization.
Cerner Corporation is an American supplier of health information technology services, devices, and hardware. As of February 2018, its products were in use at more than 27,000 facilities around the world. The company had more than 29,000 employees globally, with over 13,000 in Kansas City, Missouri.
Oracle Corporation (NYSE: ORCL) announced that a majority of the outstanding shares (the “Shares”) of Cerner Corporation (Nasdaq: CERN) were validly tendered, and the other conditions to the tender offer have been satisfied or waived. The deal will close on June 8, 2022. American Stock Transfer & Trust Company LLC, the depositary for the tender offer, has indicated that as of 12:00 midnight, Eastern time, at the end of the day on June 6, 2022, approximately 204,280,589 Shares, or 69.2% of the total Shares, have been validly tendered.
Prioritizing outcomes in healthcare is long overdue and now within reach following Oracle’s acquisition of Cerner. To achieve more seamless, coordinated care, technology must play a greater role in reframing solutions for health and well-being around the world.
Combining Cerner’s clinical capabilities with Oracle’s enterprise platform, analytics, and automation expertise will change health and wellness in a way that simply hasn’t been possible before. We’ll provide secure and reliable solutions that deliver health insights and experiences to dramatically change how health is managed by patients, providers, and payors. The industry has never been riper for change.[5]

Prologis’s acquisition of Duke Realty[6]

Prologis, Inc. is a real estate investment trust headquartered in San Francisco, California that invests in logistics facilities. The company was formed through the merger of AMB Property Corporation and Prologis in June 2011, which made Prologis the largest industrial real estate company in the world.
Duke Realty Corporation (“Duke Realty”) owns and operates approximately 167 million rentable square feet of industrial assets in 19 major logistics markets. Duke Realty is publicly traded on the NYSE under the symbol DRE and is a member of the S&P 500 Index.
Prologis, Inc. (NYSE: PLD) (“Prologis”) today announced the completion of its all-stock acquisition of Duke Realty Corporation (NYSE: DRE) (“Duke Realty”) following approval by the shareholders of Prologis, and Duke Realty. Valued at approximately #23 billion, including the assumption of debt, the completed transaction expands Prologis’ presence in key U.S. markets.
Prologis has a strong history of successfully integrating new assets into the business and creating value for customers through its scaled platform.
Today, more than $2.2 trillion of goods flows through Prologis logistics facilities annually around the world, including products people rely on every day, such as food, medicine, and other critical goods. As e-commerce and overall consumption continue to grow, so does the desire for high-quality logistics facilities located in areas of dense population.

This blog has been compiled by Mansi Aggarwal during her internship with MikeLegal.

Refernces:

[1] https://news.microsoft.com/2022/01/18/microsoft-to-acquire-activision-blizzard-to-bring-the-joy-and-community-of-gaming-to-everyone-across-every-device/

[2] https://www.crn.com/news/channel-news/vmware-owners-approve-61-billion-broadcom-merger

[3] https://www.nytimes.com/subscription/onboarding-offer?EXIT_URI=https%253A%252F%252Fwww.nytimes.com%252F2022%252F10%252F27%252Ftechnology%252Felon-musk-twitter-deal-complete.html&auth=register-google1tap&campaignId=7JFJX

[4] https://www.oracle.com/in/news/announcement/oracle-completes-acquisition-of-cerner-2022-06-07/

[5] https://www.cerner.com/perspectives/oracle-acquisition-of-cerner-the-future-of-healthcare

[6] https://www.prologis.com/news-research/press-releases/prologis-closes-acquisition-duke-realty