The conference room was not very wide, with a narrow, long dark brown imitation mahogany conference table in the center. The table was very long, which reminded people of the deck of the aircraft carrier. On one side of the conference table, Zhang Ran, Wu Ruid, Ye Lin and other people from the top of the century sat in turn; on the other side of the table were people from Morgan Stanley, Rothschild Bank, and Fulder Law Firm. The leader was Mike Wyatt, the global merger and acquisition director of Morgan Stanley's global technology industry, who was the leader of this acquisition.

Mike Wyatt has been with Morgan Stanley for 22 years and has served as a financial advisor for more than 125 transactions, including Intel's $7.7 billion acquisition of MCAFee in 2010. After leaving Bear Stearns in 1995, he participated in helping the listing of Ingram Micro, Sandisk and Seagate. He is also a financial advisor to Amazon and Yahoo, and is the world's top acquisition expert.

Now the entire acquisition team is making final preparations for the acquisition of Motorola. According to the normal acquisition bidding process, after contacting companies with acquisition intentions, Motorola will select several of the most sincere and powerful companies to enter the second round, and then select one of the acquirers from them through bidding to sign an exclusive priority bidding right and become the priority bidder.

The so-called priority bidding is a commonly used method by foreign companies. It means that when a company releases its intention to sell, it is relatively satisfied with some acquisition plans and expresses priority intention, which will only arise in advance negotiations. However, becoming a priority bidder only means occupying a good position in the bidding. As for whether it can be won in the end, there are still many variables.

For Century Peak, the most important thing now is to win the priority bidding rights for the acquisition of Motorola and become the priority bidder. Since the bidding is confidential, several companies have entered the second round, and it is unclear which companies have entered the second round. It is important to figure out the opponents of the acquisition team.

Mike Wyatt came up with the analysis results of the intelligence team: "According to the news we have received, Microsoft has raised 10 billion recently, and Google has raised 8 billion. It is certain that Google and Microsoft have participated in this bidding. It is undoubtedly for them to enter the second round with their strength."

When everyone present nodded slightly when they heard Microsoft and Google's large-scale financing.

Zhang Ran also said: "Microsoft and Google are indeed involved!"

Ordinary people may not understand that Google has 36 billion cash in cash, and Microsoft has 100 billion cash in its hands. The cash in their hands is enough to acquire Motorola, so why does it need financing?

In fact, the reason is very simple. In order to avoid taxes, companies such as Microsoft and Google are basically overseas. If they transfer these funds to the United States, they have to pay a tax rate of 35%. If Microsoft and Google directly transfer the company's cash to the United States for acquisition, they will generate a high tax bill of billions of dollars.

There is no need to pay this tax for acquisitions through debt. The interest paid through borrowing can be used as a deduction when paying taxes, thereby reducing the amount of future tax bills. Microsoft and Google raise funds for this acquisition by borrowing debts, not only can they not have to pay billions of tax bills, but they can also deduct interest in the next few years to reduce their taxable income and save millions of dollars.

Just like Apple has 200 billion in cash, it can be said to be the most money-deprived company in the world, but in 2013, it issued $12 billion in bonds to buy back and pay dividends. It sounds incredible to pay dividends through debt, but in fact it is the same reason why Microsoft and Google borrow money.

Zhang Ran looked at everyone and said, "It doesn't matter who the other opponents are. The key is Microsoft and Google. Microsoft wants to take Motorola and then stifle Android through patents. Google wants Motorola's patent to erect a bunch of walls for Android. The two of them will definitely not let it go easily. Motorola is very important to us, and we must overcome difficulties and persevere until the end. My question now is what price can we win? Is it possible to win at the lowest price? If we compete for funds, we will definitely not be able to compete with Microsoft and Google, so we must be smart!"

Century Peak issued $7 billion in five-year bonds in North America in July last year. With the company's own funds of 5.5 billion, the total amount is only 12.5 billion. Microsoft has more than 100 billion in cash and Google has more than 36 billion. If Microsoft and Google are determined to take Motorola, Zhang Ran and others will definitely not be able to fight.

Mike Wyatt looked at Zhang Ran and said, "Microsoft can rule it out. Microsoft will not be too determined. Our real opponent is Google!"

Zhang Ran was a little strange. When Google wanted to acquire Nortel Networks in the last life, Microsoft jumped out to disrupt the situation, and finally raised the bidding price of Nortel Networks from $1 billion to 4.5 billion. How could it be easily retreated this time? I couldn't help but ask: "Why?"

Mike Wyatt analyzed: "Microsoft acquires Motorola for two purposes, obtains Motorola patents and attacks the Android system. However, three days ago, Nokia President Elop announced the cancellation of the meego system developed in cooperation with Intel, and announced that Nokia and Microsoft have reached a strategic partnership to adopt the WP operating system. Nokia now has a market share of up to 35% in the mobile phone market. Cooperating with Rockia can greatly increase the market share of WP. If Microsoft acquires Motorola at this time, Microsoft will have its own mobile phone, and the cooperation between Nokia and Microsoft may have a crack!"

Zhang Ran felt that this was reasonable. He felt a little sympathetic to Nokia. Everyone in Silicon Valley knew that cooperation with Microsoft would not end well. They actually dared to cooperate with Microsoft. This was simply a cooperation between the weasels, and automatically delivered the food: "You can't be careless. What if Microsoft and Nokia reached an agreement to leave a patent after acquiring Motorola, and then sold the mobile phone business? Elop was born in Microsoft. If Ballmer was tempted by Microsoft as the president of Microsoft, it would be possible to convince Elop, and you must not be careless!"

Mike Wyatt nodded and said, "It makes sense. At that time, we can spread rumors and make Nokia shareholders suspicious. In this way, Microsoft will likely withdraw from the acquisition in order to maintain its cooperation with Nokia. Our real opponent is Google!"

Wu Ruide asked: "Then what price can we offer to beat Google?"

Mike Wyatt gave his own judgment: "About $16 billion!"

Zhang Ran asked, "What's the reason?"

Mike Wyatt explained: "According to our investigation of Motorola, Motorola has 3.1 billion cash, patent and technology valuation is US$3 billion, customer relationships are US$500 million, other net assets are US$800 million, and the remaining 1.5 billion goodwill is the total valuation of US$8.9 billion. If it acquires 16 billion, the premium reaches 79.77%, which is very high. Although Google is rich, it is a listed company after all, and needs to explain to shareholders. Shareholders with such a high premium will definitely not agree; secondly, Google is not the only choice for Motorola. According to the information we have obtained, Google is still secretly in contact with Nortel Networks. Nortel Networks has 6,000 patents, and it only costs $12 billion to acquire Nortel Networks, which is much smaller than the cost of taking Motorola!"

Zhang Ran nodded slightly. In the last life, Google failed to compete for Nortel Networks and then quickly took action to win Motorola at a high price. But now things have turned out to be the opposite. Now the competition for Motorola is the first. If the competition for Motorola fails, Google can completely bid for the patent of Nortel Networks. Therefore, Google must win Motorola!

At this moment, Wu Ruide spoke: "If we can release a voice, after we acquire Motorola, we will not set up another account. We will choose one of WP and Android as a partner, and it will also weaken Microsoft and Google's determination to acquire to a certain extent!"

When Zhang Ran heard this, he said directly: "Tell me about the specific ideas."

Wu Ruide revealed his thoughts: "We leaked our bidders' identity through the media. In this way, the media will inevitably be curious about our acquisition and will definitely conduct interviews. At this time, we can tell the media that we acquired Motorola to get the opportunity to talk to people or Google. We hope to use Shifei and Blockbuster Online as customizations and implant them in Android or WP!"

Zhang Ran felt that this idea was good, looked at Mike Wyatt and asked, "What do you think?"

Mike Wyatt immediately laughed: "I think it's a great idea!"

Others also thought this idea was great.

Zhang Ran asked: "I have a question. If we leak the news, the acquisition of Motorola will be exposed and become well-known to everyone. Will it attract more bidders to join the bid?"

Mike Wyatt Road smiled and comforted: "The potential acquirer Motorola has been in contact with this month. Those entering the second round are companies with strong willingness to acquire and strong companies. Of course, it cannot be ruled out that new bidders will join. However, new buyers are hasty and are not prepared enough. It is almost impossible to raise tens of billions in a short period of time. If some new buyers join, we will immediately test the pressure on Motorola, requiring Motorola not to delay the deadline for submitting the bid just because a new buyer suddenly appears, otherwise it will withdraw from the bid. In this way, it is impossible for new buyers to complete the financing and will not pose too much threat to our acquisition!"

Zhang Ran was relieved when he heard this: "Then how much will we offer this round?"

Mike Wyatt gave his own answer: "$44.8 per share, total value of $14 billion!"

Zhang Ran turned to look at the actuaries of Morgan Stanley and Rothschild, then looked at the others, and asked, "What do you think?"

Everyone nodded: "This offer is more appropriate in the first round!"

Seeing that everyone agreed to the offer, Zhang Ran immediately said: "Since that's the case, we will quote Motorola at $44.8 per share."

On February 15, Century Peak issued an offer to Motorola to acquire all its shares in Motorola at a price of US$44.8 per share, all involved transactions in cash. At the same time, Century Peak said that they do not want to participate in the auction, but hope that Motorola can disclose its acceptable price.

After Century Peak submitted its offer, Motorola quickly issued a notice to Century Peak, claiming that if Century Peak can increase its offer to US$60 per share, Century Peak can directly become a priority bidder.

After discussing with the acquisition team, Zhang Ran rejected Motorola's request. The premium is too high. US$60 per share, and it will cost US$18.75 billion to complete the acquisition, which is close to 100%. Century Peak cannot accept it, and other competitors cannot accept it.

On this day, the Wall Street Journal suddenly broke out a shocking news. A reporter said he saw an internal invitation letter for Motorola to hold a meeting. One of the topics involved was Century Peak's acquisition of Motorola. According to a person familiar with the matter, Century Peak is indeed negotiating for Motorola, and the transaction amount may be as high as $13 billion; Century Peak's competitors include Microsoft and Google.

After the news broke out in the Wall Street Journal, it immediately attracted high attention from the industry!
Chapter completed!