Why Did Google Overpay For Its Second-Largest Acquisition?

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Although we don't believe in timing the market or panicking over daily movements, we do like to keep an eye on market changes -- just in case they're material to our investing thesis.

The U.S. Congress has agreed a broad $1 trillion spending deal for the first time since 2009, heading off the possibility of another government shutdown. Coming on the back of a rough start to the week for stocks, that ought to give investors something to cheer about. The S&P 500 and the narrower Dow Jones Industrial Average (DJINDICES: ^DJI  ) are up 0.43% and 0.26%, respectively, at 10:15 a.m. EST.

Google (NASDAQ: GOOGL  ) is a corporate iconoclast. What other explanation could there be for a $3.2 billion acquisition -- its second largest ever -- in an area that appears completely unrelated to its core activity? Furthermore, the price looks very rich indeed, which suggests that the search giant was well motivated to complete the deal.

The target? Nest Labs, which produces "smart" thermostats and smoke alarms for the home. For example, users can control the Nest Themostat from their mobile devices; in addition, it learns to recognize usage patterns and can change its own settings on that basis.

That sounds handy enough, but does it justify a multibillion-dollar buyout for a company that has not yet celebrated its fifth birthday? As FT Alphaville pointed out, under the most optimistic sales forecasts, Google is paying nearly 13 times revenue for Nest -- that's the high heat setting on the M&A thermostat. In a venture financing round early last year (in which Google Ventures participated), the company was valued at just $800 million.

Still, the company has an impressive pedigree: founders Tony Fadell and Matt Rogers are Apple (NASDAQ: AAPL  ) alumni; Fadell was a designer on the iPod and the iPhone, while Rogers was a hardware engineer on both products. Apple's object lesson that design is an important differentiator in consumer electronics was not lost on the pair: Nest's products cultivate a minimalist look that is reminiscent of Apple devices. iThermostat, anyone?

One can argue the price, but in the wake of last week's massive 2014 Consumer Electronics Show in Las Vegas, Google looks to have stolen a stride from some of its rivals and partners with this deal. Indeed, the so-called "Internet of Things," in which ordinary household appliances such as refrigerators and -- yes -- thermostats are accessible via the Internet, was arguably the emerging theme of this year's show. Samsung, for example, launched a "smart home" initiative to showcase the connectivity between its various devices and appliances.

What does this have to do with online search and advertizing, you might ask? Nothing, at first glance, although it could be a profitable sideline. However, I suspect the acquisition is more strategic than that. Nest may ultimately provide Google with more insight into how its customers live and spend their time -- which is another piece of the puzzle when it comes to building a consumer profile.

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Alex Dumortier

Alex Dumortier covers daily market activity from a contrarian, value-oriented perspective. He has been writing for the Motley Fool since 2006.

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