For quite a while, enterprise-software specialist Lawson
But nothing has happened, and I'd say investors wouldn't be wise to bank on any fireworks in the near future. Lawson sure isn't. Rather than wait for a buyout offer, it's making its own deals to grow its business. Last week, it merged with Sweden's Intentia International AB, in a stock-for-stock deal valued at roughly $425 million. Lawson shareholders will control 57% of the combined entity.
Well, so far, this scenario has not panned out, and I'd say investors wouldn't be wise to bank on fireworks in the near future. Lawson sure isn't -- rather than waiting for a buyout offer from Oracle, it's making its own deals to grow its business
On its face, the deal looks like an unbeatable winner. For starters, there's little overlap in the companies' industry focus -- Lawson builds enterprise software products primarily for the services industries, whereas Intentia targets manufacturing businesses. There is also a minimum of geographic duplication, since Lawson is mostly in the United States, while Intentia is in Europe and Asia.
The move also appears to present a big growth opportunity. Lawson believes that cross-selling prospects and new international markets will expand its addressable global market from $1 billion to $6 billion. What's more, the transaction will give Lawson more than 4,000 customers and make it the dominant player in the mid-market, behind players like SAP
Sounds good, huh? Well, there are major risks. Integrating the deal will be distracting, and that may give competitors an opportunity to poach customers. The other problem comes in combining two technology platforms. True, Lawson thinks the integration will be easy, since both companies have similar philosophies. But enterprise technologies are complex, and there will also be cultural issues to address between American and European programmers. Moreover, while the purchase certainly presents cross-selling opportunities, building those prospects always takes time.
Lawson had little choice, though, but to make the move it did. Managing a growing enterprise software company requires scale. At $364 million in revenues, Lawson is a small player, and its latest earnings report shows just what a challenge it can be to grow profitably.
Bulking up also may make Lawson more compelling as a buyout target for a bigger player, such as Oracle. While the stock price languishes because of the transaction, a company like Oracle may even decide to swoop in while it can snag a bargain.
The merger comes to about a 14% premium for Itentia. There was no mention of cost savings during the conference call. Instead, the topic of value was completely based on one ominous word: synergy.
Investors have been waiting for a couple of years already for a suitor for Lawson. Given that this acquisition will take at least six months to close (according to Lawson), the upside, if any, will not come until next year. In the meantime, competitors like Oracle, SAP, and Microsoft will continue to just get stronger.
Fool contributor Tom Taulli does not own shares of companies mentioned in this article.