Skift Take
What does it mean that there was only one bidder, SAP, for Concur? There are only a handful of companies -- perhaps Oracle, IBM, the Priceline Group, and American Express -- that have both the resources to pay more than $8 billion for an acquisition and have an interest in making a business out of travel technology for corporations. In addition, Concur still has plenty of skeptics.
There was no behind-the scenes bidding war for the acquisition of Concur as SAP, which plans to acquire Concur for $129 per share, or $8.3 billion, was the sole bidder.
Concur, which provides SaaS travel booking and expense solutions for corporations, details the run-up to the September 18, 2014, acquisition announcement in a Securities and Exchange Commission filing here.
Initial contacts about an SAP strategic transaction with Concur began in March 2012 and ended two months later without reaching the due diligence stage, Concur states.
Two years later, on May 20, 2014, Arlen Shenkmen, SAP's head of corporate development, contacted Concur CEO Steve Singh and the process, which began with discourse of a non-confidential nature between the two parties, heated up on July 22, 2014, when SAP CEO Bill McDermott phoned Singh "to discuss SAP’s interest in making a proposal regarding an acquisition of Concur," the company states.
On July 23, SAP made its initial offer of $110 per share in an all-cash deal, and over the course of the next week Concur engaged Qatalyst Partners as its exclusive financial advisor and reached out to three companies other than SAP that Concur felt had the financial resources and possible strategic alignment to be interested in an acquisition.
Concur also contacted and a fourth company, a partner, that it thought might be interested in an acquisition.
None of these four companies made a bid, as did no other company other than SAP even after Bloomberg published a story September 2 indicating that Concur was looking at a sale, and had "approached" SAP and Oracle about a transaction.
In the realm of speculation, IBM, American Express, the Priceline Group and other candidates might have been involved in the feeling out process.
SAP Increased Its Bid -- Twice
After Concur told SAP that $110 per share wouldn't be adequate, SAP on August 6 proposed an all-cash transaction at $120 per share. Concur countered with $135 on August 11, and SAP hiked its offer to $129 on August 19.
The $129 per share deal that Concur accepted September 18 represents a 20% premium over its closing share price a day earlier.
In September, prior to the merger announcement, SAP requested and got agreements that American Express, which wields about a 15% stake in Concur and has a board member, and Singh would vote their shares in favor of the transaction.
Concur telegraphs the fact that there could be potential problems with customers
