FAQ: What Avaya going private is all about

Questions and answers as to what a deal would mean to the industry and users.

Avaya agreed to a $8.2 billion merger with private-equity firms Silver Lake Partners and Texas Pacific Capital. Here's what Avaya going private means to users of its technology, and the market.

So, why would Avaya want to go private?

Analysts say Avaya could be looking to get maximum value while the getting is good. Its stock is up around 40% since April, and is almost double what it was 52 weeks ago.

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Avaya agreed to a $8.2 billion merger with private-equity firms Silver Lake Partners and Texas Pacific Capital. Here's what Avaya going private means to users of its technology, and the market.

So, why would Avaya want to go private?

Analysts say Avaya could be looking to get maximum value while the getting is good. Its stock is up around 40% since April, and is almost double what it was 52 weeks ago.

"[Avaya] is just trying to figure out what would bring the most value for their shareholders," says Samuel Wilson, an analyst with JMP Securities.

"One of the problems that [Avaya] has chronically had is no sex appeal," Wilson says. "That's kind of how investors have always thought about it -- it's no fun."

By going private, Wilson says, Avaya could "do some things out of the public eye" to revamp itself as a more streamlined, appealing company for investors. Slashing the company's legacy TDM business or selling it off is one potential move.

"They're supporting two product lines — legacy TDM products, and next-generation IP products," Wilson says. "They need to ramp down all support, and end-of-life the TDM stuff and focus on purely on IP."

What are the details of the merger?

Silver Lake Partners and the Texas Pacific Group are paying $8.2 billion for Avaya, although the companies are not saying how much cash each put up. The deal gives Avaya shareholders $17.50 in cash per share -- a 28% increase over Avaya's stock price when news of a potential deal surfaced last week. The deal, subject to shareholder approval, is expected to close this fall. Texas Pacific Group has over $30 billion under management and co-owns Freescale Semiconductor, among other IT/technology companies. Silver Lake Partners owns Flextronix, Sabre Holdings, Seagate and IT analyst firm Gartner.

What are Avaya's financial and market situations?

While Avaya has had some rocky years since its spinoff from Lucent, the firm is in good shape financially and in terms of competitive positioning. The VoIP vendor made $5.2 billion in revenue and $220 million in profits in its last fiscal year, and is worth $6.2 billion overall. Depending on how you slice the market, Avaya is the leader in overall enterprise telephony and enterprise IP telephony products and services revenue — which combines TDM, IP-based, and hybrid business phone equipment, software and services — ahead of rivals Cisco and Nortel. (Although Cisco is the leader in enterprise IP telephony equipment sales).

Would a Nortel or Cisco acquisition of Avaya make sense?

The answers are probably not and definitely not, for Nortel and Cisco respectively.

"I think Nortel is sort of looking to get good deal [with Avaya], and if the got a good deal, they would have taken it," says JMP's Wilson. "Nortel in the enterprise needs to figure out if they're going to get bigger or give up. That's what they're struggling with right now."

Nortel, once a toe-to-toe competitor with Avaya, has fallen to third in enterprise telephony and IP telephony behind Cisco.