Juniper Networks’ $405 Million Acquisition of Mist Systems


Cooley advised Mist Systems, a pioneer in cloud-managed wireless networks powered by artificial intelligence, on its $405 million sale to Juniper Networks.

Juniper Networks (NYSE: JNPR), an industry leader in automated, scalable and secure networks, has entered into a definitive agreement to acquire Mist Systems, a pioneer in cloud-managed wireless networks powered by Artificial Intelligence (AI). The deal will enhance Juniper’s enterprise networking portfolio by combining Mist’s next-generation Wireless LAN (WLAN) platform with Juniper’s best-in-class wired LAN, SD-WAN and security solutions to deliver unsurpassed end-to-end user and IT experiences.

Under the terms of the agreement, Juniper Networks will acquire Mist for aggregate consideration of $405 million, subject to adjustment, payable in cash and the assumption of outstanding equity awards. The proposed acquisition is expected to close in Juniper Networks’ fiscal second quarter, subject to regulatory approvals and customary closing conditions. It is expected to be slightly dilutive to FY’19 Non-GAAP EPS and slightly accretive to Non-GAAP EPS in FY’20.

Mist has built the world’s first AI-driven wireless platform, which makes Wi-Fi more predictable, reliable and measurable. Mist has also developed the networking industry’s only AI-driven virtual assistant, Marvis, to simplify wireless troubleshooting and provide unprecedented insight into client and network behavior. In addition, Mist uses patented virtual Bluetooth® LE technology in conjunction with Wi-Fi and IoT to deliver scalable and cost-effective location-based wireless services to customers, such as indoor wayfinding, proximity notifications, traffic analytics and asset tracking. All operations are managed via Mist’s modern cloud microservices architecture for maximum scalability, agility and performance. As a result, Mist is quickly becoming the WLAN standard for enterprise customers across numerous industries, including two of the Fortune 10, seven of the top 40 retailers, the flagship facility at the US’s largest healthcare system, one of the top mobile carriers and one of the world’s largest airlines.

The acquisition will expand Juniper’s presence in the rapidly growing cloud-managed segment of the wireless networking market. Further, the deal enables Juniper to extend cloud-based management and end-to-end AI-driven visibility (“AI for IT”) across the end-to-end enterprise network (from access to the WAN) to offer an industry-leading, software-defined and highly differentiated solution for simplifying operations, improving user experience and lowering total cost of ownership (TCO).

Cooley advised Mist Systems with a team including Mark Medearis (Picture), Steve Tonsfeldt, Josh Seidenfeld, Gaël Y. Hagan, Allison Pang, Reuben Chen, Bryan Berman, Charles Haley, Blake Martell, Austin Holt, Patrick Sharma, Mark Windfeld-Hansen, Erin Locker, David Navetta, Wendy Brenner, Karen Tsai, Howard Morse and Megan Browdie.

Involved fees earner: Bryan Berman – Cooley LLP; Wendy Brenner – Cooley LLP; Megan Browdie – Cooley LLP; Reuben Chen – Cooley LLP; Gaël Hagan – Cooley LLP; Charles Haley – Cooley LLP; Austin Holt – Cooley LLP; Erin Locker – Cooley LLP; Blake Martell – Cooley LLP; Mark Medearis – Cooley LLP; Howard Morse – Cooley LLP; David Navetta – Cooley LLP; Allison Pang – Cooley LLP; Josh Seidenfeld – Cooley LLP; Patrick Sharma – Cooley LLP; Steve Tonsfeldt – Cooley LLP; Karen Tsai – Cooley LLP; Mark Windfeld-Hansen – Cooley LLP;

Law Firms: Cooley LLP;

Clients: Mist Systems, Inc.;

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Author: Ambrogio Visconti