Hewlett Packard’s $1.3 Billion Acquisition of Cray

Wachtell, Lipton, Rosen & Katz advised HPE on the transaction and Fenwick & West LLP advised Cray. WSGR represented Morgan Stanley, which served as financial advisor to Cray, in the transaction.

Hewlett Packard Enterprise (NYSE:HPE) and Cray Inc. (Nasdaq: CRAY), a global supercomputer leader, today announced that the companies have entered into a definitive agreement under which HPE will acquire Cray for $35.00 per share in cash, in a transaction valued at approximately $1.3 billion, net of cash.

Cray is the premier provider of high-end supercomputing solutions that address customers’ most challenging, data-intensive workloads for making critical decisions. Cray has a leadership position in the top 100 supercomputer installations around the globe. With a history tying back to Cray Research, which was founded in 1972, Cray is headquartered in Seattle, Washington, with US-based manufacturing, and approximately 1,300 employees worldwide. The company delivered revenue of $456 million in its most recent fiscal year, up 16 percent year over year.

Cray’s supercomputing systems, delivered through their current generation XC and CS platforms, and next-generation Shasta series platform, have the ability to handle massive data sets, converged modeling, simulation, AI, and analytics workloads. In addition to supercomputers, they offer high-performance storage, low-latency high performance HPC interconnects, a full HPC system software stack and programming environment, data analytics, and AI solutions – all currently delivered through integrated systems.

Cray recently announced an Exascale supercomputer contract for over $600 million for the U.S. Department of Energy’s Oak Ridge National Laboratory. The system, which is targeted to be the world’s fastest system, will enable groundbreaking research and AI at unprecedented scale, using Cray’s new Shasta system architecture and Slingshot interconnect. The company was also part of an award with Intel for the first U.S. Exascale contract from the U.S. Department of Energy’s Argonne National Laboratory, with Cray’s portion of the contract valued at over $100 million.

Wachtell, Lipton, Rosen & Katz advised Hewlett Packard Enterprise with a team including Andrew R. Brownstein, Benjamin M. Roth and Raaj S. Narayan.

Fenwick advised Cray, Inc. with a team led by corporate partners Alan Smith and David Michaels. The Fenwick transaction team was led by corporate lawyers Alan Smith, David Michaels, Stephen Fisher, Chris Gorman, Amy Zhang, Joshua Fuller, Meredith Evancie, James Evans, Katherine Duncan, Brian Cai; executive compensation and employee benefits lawyers Scott Spector, Elizabeth Gartland, Sarah Ghulamhussain, Patrick Grilli; IP and technology transaction lawyers Ralph Pais, Mike Farn, Bryan Kohm, Ed Heffernan, Joseph Schenck, Shitel Chanana, Gina Damiano, Floris de Wit, Julia Chung, Amy Brown, Shizuka Tiernan; antitrust lawyer Mark Ostrau; and tax lawyer Ora Grinberg.????

WSGR represented Morgan Stanley, which served as financial advisor to Cray, in the transaction with a team including Marty Korman, Todd Cleary, and Doug Schnell and associate Wesley Libuit.

Involved fees earner: Amy Brown – Fenwick & West LLP; Shitel Chanana – Fenwick & West LLP; Julia Chung – Fenwick & West LLP; Gina Damiano – Fenwick & West LLP; Katherine Duncan – Fenwick & West LLP; Meredith Evancie – Fenwick & West LLP; James Evans – Fenwick & West LLP; Michael Farn – Fenwick & West LLP; Stephen Fisher – Fenwick & West LLP; Josh Fuller – Fenwick & West LLP; Elizabeth Gartland – Fenwick & West LLP; Sarah Ghulamhussain – Fenwick & West LLP; Christopher Gorman – Fenwick & West LLP; Patrick Grilli – Fenwick & West LLP; Ora Grinberg – Fenwick & West LLP; Ed Heffernan – Fenwick & West LLP; Bryan Kohm – Fenwick & West LLP; David Michaels – Fenwick & West LLP; Mark Ostrau – Fenwick & West LLP; Ralph Pais – Fenwick & West LLP; Joseph Schenck – Fenwick & West LLP; Alan Smith – Fenwick & West LLP; Scott Spector – Fenwick & West LLP; Shizuka Tiernan – Fenwick & West LLP; Amy Zhang – Fenwick & West LLP; Andrew Brownstein – Wachtell, Lipton, Rosen & Katz; Raaj Narayan – Wachtell, Lipton, Rosen & Katz; Benjamin Roth – Wachtell, Lipton, Rosen & Katz; Todd Cleary – Wilson Sonsini Goodrich & Rosati; Martin Korman – Wilson Sonsini Goodrich & Rosati; Wesley Libuit – Wilson Sonsini Goodrich & Rosati; Douglas Schnell – Wilson Sonsini Goodrich & Rosati;

Law Firms: Fenwick & West LLP; Wachtell, Lipton, Rosen & Katz; Wilson Sonsini Goodrich & Rosati;

Clients: Cray Inc; Hewlett Packard; Morgan Stanley;

Author: Ambrogio Visconti