Arris, C-COR Seal the Deal

Arris announced Friday that it has completed its acquisition of C-COR, and detailed the final terms of the transaction.

Arris said it expects to issue former C-COR shareholders approximately $366 million in cash and approximately 25.1 million shares of Arris common stock. Based on Arris’ closing share price on Friday, the total deal is worth about $621 million.

Arris’ bid for C-COR, announced in September and valued at $730 million at the time, was approved Friday by the shareholders of both companies.

"As we look forward, we believe the combined company will have the scale, reach and technological depth to drive innovative solutions in the market and garner a higher share of our customers' spending,” Arris CEO Bob Stanzione said in a statement.

Arris and C-COR positioned their union as creating the largest pure-play technology supplier to the cable industry, with combined sales of $1.2 billion over the past twelve months. Arris primarily sells cable-modem and telephony equipment, while C-COR’s core businesses are video-on-demand, cable access networking equipment and operations support systems.

As previously announced,  with the closing of the transaction, C-COR CEO Dave Woodle will join the Arris board of directors.

As a result of the average closing price of Arris’ common stock for the 10-trading-day period ending three days before the closing, each share of C-COR will be converted into the right to receive either a cash payment of $13.75 or 1.0245 Arris shares plus a cash payment of $0.688.

Arris said the stock portion of the consideration was increased “to reflect the decrease in the trading price of Arris’ common stock after the execution of the merger agreement.”

The deal was structured so that shareholders with 51% of C-COR stock receive cash and 49% receive the stock consideration. As a result of the oversubscription of the cash consideration indicated by the preliminary election results by C-COR shareholders, Arris said, the elections will be subject to proration to ensure the split of 51% cash and 49% stock.