HP Inc. to Purchase Poly


PALO ALTO, Calif., and SANTA CRUZ, Calif., March 28, 2022 – HP Inc. (NYSE: HPQ) at this time introduced a definitive settlement to accumulate Poly (NYSE: POLY), a number one international supplier of office collaboration options, in an all-cash transaction for $40 per share, implying a complete enterprise worth of $3.3 billion, inclusive of Poly’s web debt.

The acquisition accelerates HP’s technique to create a extra growth-oriented portfolio, additional strengthens its business alternative in hybrid work options, and positions the corporate for long-term sustainable development and worth creation.

The rise of hybrid work is creating sustained demand for expertise that allows seamless collaboration throughout dwelling and workplace environments. Roughly 75% of workplace staff are investing to enhance their dwelling setups to help new methods of working1. Conventional workplace areas are additionally being reconfigured to help hybrid work and collaboration, with a deal with assembly room options. Presently, there are greater than 90 million rooms, of which lower than 10% have video functionality2 . Consequently, the workplace assembly room options section is anticipated to triple by 20243.

“The rise of the hybrid workplace creates a once-in-a-generation alternative to redefine the best way work will get achieved,” mentioned Enrique Lores, President and CEO of HP. “Combining HP and Poly creates a number one portfolio of hybrid work options throughout giant and rising markets. Poly’s sturdy expertise, complementary go-to-market, and proficient group will assist to drive long-term worthwhile development as we proceed constructing a stronger HP.”

Dave Shull, Poly CEO and President, added: “I’m thrilled in regards to the alternative this represents for Poly, our staff, companions and clients. The mixture provides us a chance to dramatically scale, reaching new markets and channels, supercharging our innovation with a like-minded accomplice. This transaction provides compelling and sure worth for our shareholders and speaks to the laborious work achieved by our groups to grow to be a acknowledged chief in serving to companies all over the place meet the challenges of a generational disruption in the best way individuals work.”

In a extra hybrid world, cloud platforms like Zoom and Microsoft Groups will play an necessary position in innovating new experiences. Eric Yuan, Founder and CEO of Zoom added, “Highest high quality audio and video has grow to be an integral part of labor throughout each business, whether or not in an workplace, at dwelling, or on the go. Bringing the Poly and HP choices collectively will unlock new alternatives to accomplice with Zoom and switch any area right into a hub for dynamic video collaboration.”

Poly will assist drive the expansion and scale of HP’s peripherals and workforce options companies. Peripherals symbolize a $110 billion section alternative rising 9% yearly, pushed by the necessity for extra immersive experiences. Workforce options symbolize a $120 billion section alternative that’s rising 8% yearly, as corporations spend money on digital providers to arrange, handle, and safe extra distributed IT ecosystems. Poly’s gadgets, software program and providers, mixed with HP’s strengths throughout compute, machine administration, and safety, creates a sturdy portfolio of hybrid assembly options.

Poly is a pacesetter in video conferencing options, cameras, headsets, voice and software program. Collectively, HP and Poly will ship a whole ecosystem of gadgets, software program, and digital providers to create premium worker experiences, enhance workforce productiveness, and supply enterprise clients with higher visibility, insights, safety, and manageability throughout their hybrid IT environments.

HP expects the transaction to be instantly accretive to HP’s income development, margins, and non-GAAP EPS at shut. With the expanded worth proposition of a whole hybrid work resolution, mixed with HP’s scale and go-to-market capabilities, HP expects to appreciate substantial income synergies in peripherals in addition to assembly room and workforce options. HP will be capable to cross-sell throughout its international industrial and client gross sales channels, whereas driving incremental gross sales from combining Poly’s merchandise with HP’s PC portfolio. Consequently, HP expects to realize $500 million of income synergies by FY25 and speed up Poly’s income development to an roughly 15% CAGR over the primary three years after closing. As well as, HP expects the transaction to enhance Poly’s working margins by roughly six proportion factors from present ranges by FY25, pushed by scale efficiencies throughout provide chain, manufacturing and overhead.

The transaction is anticipated to shut by the top of calendar 2022, topic to Poly stockholder approval, required regulatory clearances, and the satisfaction of different customary closing situations. HP will finance the transaction via a mix of stability sheet money and new debt.

This transaction is according to HP’s capital returns program goal. HP stays dedicated to aggressively shopping for again shares of a minimum of $4 billion in FY22, and to returning important capital to shareholders whereas persevering with to spend money on development.

HP Convention Name
HP will likely be internet hosting a convention name with the investor neighborhood at 5:30 am PT/8:30 am ET. The decision is accessible at www.hp.com/investor/hptoacquirepoly

About HP Inc.

HP Inc. is a expertise firm that believes one considerate thought has the facility to vary the world. Its product and repair portfolio of private techniques, printers, and 3D printing options helps deliver these concepts to life. Go to http://www.hp.com.

About Poly

Poly (NYSE: POLY) creates premium audio and video merchandise so you possibly can have your greatest assembly — wherever, anytime, each time. Our headsets, video and audio-conferencing merchandise, desk telephones, analytics software program and providers are fantastically designed and engineered to attach individuals with unbelievable readability. They’re pro-grade, simple to make use of and work seamlessly with all the perfect video and audio-conferencing providers. Poly MeetingAI delivers a broadcast high quality video conferencing expertise with Poly DirectorAI expertise which makes use of synthetic intelligence and machine studying to ship real-time computerized transitions, framing and monitoring, whereas NoiseBlockAI and Acoustic Fence applied sciences block-out undesirable background noise. With Poly (Plantronics, Inc. – previously Plantronics and Polycom), you may do extra than simply present up, you may stand out. For extra info go to www.Poly.com.

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Contacts

HP Communications & Investor Relations

MediaRelations@hp.com

InvestorRelations@hp.com


Poly Communications & Investor Relations

John Goodwin

John.goodwin@poly.com

Mike Iburg

Mike.Iburg@poly.com


Further Details about the Proposed Transaction and The place to Discover It

This communication is being made in respect of the proposed transaction involving HP, Prism Subsidiary Corp. and Poly, and could also be deemed to be solicitation materials in respect of such transaction. A gathering of the stockholders of Poly will likely be introduced as promptly as practicable to hunt stockholder approval in reference to the proposed transaction. Poly expects to file a proxy assertion in each preliminary and definitive type and different related paperwork with the U.S. Securities and Trade Fee (the “SEC”) in reference to the proposed transaction and the solicitation of proxies in connection therewith. Promptly after submitting the definitive proxy assertion with the SEC, Poly will mail the definitive proxy assertion and a WHITE proxy card to every stockholder entitled to vote on the particular assembly to contemplate the transaction. STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT POLY WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Stockholders might receive, freed from cost, the preliminary and definitive variations of the proxy assertion, any amendments, or dietary supplements thereto, and every other related paperwork filed by Poly with the SEC in reference to the transaction on the SEC’s web site (http://www.sec.gov). Copies of Poly’s definitive proxy assertion, any amendments, or dietary supplements thereto, and every other related paperwork filed by Poly with the SEC in reference to the transaction may also be accessible, freed from cost, at Poly’s investor relations web site (https://investor.poly.com) or by contacting Poly’s Investor Relations at IR@poly.com.

Individuals within the Solicitation

HP, Poly and sure of their respective administrators, government officers and different members of administration and staff could also be deemed to be individuals within the solicitation of proxies from Poly’s stockholders in respect of the proposed transaction. Info in regards to the possession of Poly securities by Poly’s administrators, government officers and different members of administration who might, underneath the foundations of the SEC, be thought-about to be individuals within the solicitation of Poly’s stockholders in reference to the proposed transaction might be discovered of their respective SEC filings on Kinds 3, 4, and 5, in addition to in Poly’s Definitive Proxy Assertion for its 2021 Annual Assembly of Stockholders filed with the SEC on June 14, 2021 and Annual Report on Type 10-Okay for the fiscal yr ended April 3, 2021 filed with the SEC on Could 18, 2021, in every case as supplemented by different public filings made, and to be made, with the SEC by Poly. Info regarding HP’s administrators, government officers and different members of administration might be present in HP’s Definitive Proxy Assertion for its 2022 Annual Assembly of Stockholders filed with the SEC on February 23, 2022 and in HP’s Annual Report on Type 10-Okay for the fiscal yr ended October 31, 2021 filed with the SEC on December 9, 2021. Different info concerning individuals who could also be deemed individuals within the proxy solicitation, together with their respective pursuits by safety holdings or in any other case, will likely be set forth within the definitive proxy assertion that Poly intends to file with the SEC. These paperwork might be obtained freed from cost from the sources indicated above once they grow to be accessible.

Cautionary Assertion Relating to Ahead-Trying Statements

This doc accommodates statements, estimates, projections or steerage that represent forward-looking statements as outlined underneath the U.S. federal securities legal guidelines in regards to the proposed transaction based mostly on present expectations and assumptions that contain dangers and uncertainties. If the dangers or uncertainties ever materialize or the assumptions show incorrect, the outcomes might differ materially from these expressed or implied by such forward-looking statements and assumptions. All statements apart from statements of historic reality are statements that may very well be deemed forward-looking statements, together with, however not restricted to, statements concerning the potential transaction between HP and Poly, together with any statements concerning the anticipated timetable for finishing the potential transaction, the power to finish the potential transaction, the anticipated advantages of the potential transaction (together with anticipated accretion to earnings and free money move and anticipated EBITDA), future alternatives, and every other statements concerning HP’s or Poly’s future expectations, beliefs, plans, goals, outcomes of operations, monetary situation and money flows, or future occasions or efficiency. Phrases or phrases similar to “future,” “anticipates,” “believes,” “estimates,” “expects,” “intends,” “plans,” “targets,” “advances,” “commits,” “drives,” “goals,” “forecasts,” “approaches,” “seeks,” “schedules,” “predicts,” “tasks,” “will,” “would,” “might,” “ought to,” “can,” “might,” “outlook,” “steerage,” “objectives,” “goals,” “methods,” “alternatives,” “potential,” and comparable phrases or expressions are meant to determine such forward-looking statements. These statements usually are not ensures of future efficiency and are topic to sure dangers, uncertainties and different elements, lots of that are past the businesses’ management and are troublesome to foretell. Due to this fact, precise outcomes and outcomes might differ materially from what’s expressed or forecasted in such forward-looking statements. The reader shouldn’t place undue reliance on these forward-looking statements, which communicate solely as of the date thereof. Except legally required, HP and Poly undertake no obligation to replace publicly any forward-looking statements, whether or not because of new info, future occasions or in any other case. Among the many necessary elements that might trigger precise outcomes to vary materially from these within the forward-looking statements embrace the power to acquire the requisite Poly stockholder approval; uncertainties as to the timing to consummate the potential transaction; the danger {that a} situation to closing the potential transaction will not be happy, together with approval of the proposed transaction by Poly’s stockholders and receipt of regulatory approvals on the phrases anticipated or on the anticipated schedules; the consequences of disruption to HP’s or Poly’s respective companies; the impact of this transaction on HP’s or Poly’s inventory costs and Poly’s capacity to retain and rent key personnel and preserve relationships with its clients, suppliers and others with whom it does enterprise; the consequences of business, market, financial, political or regulatory situations outdoors of HP’s or Poly’s management; HP’s capacity to realize the advantages from the proposed transaction, together with its integration of the companies and applied sciences; the character, price and final result of any litigation and different authorized proceedings, together with any such proceedings associated to the proposed transaction and instituted in opposition to HP or Poly; the incidence of any occasions, change or different circumstance that might give rise to termination of the merger settlement; the danger that any regulatory approval, consent or authorization which may be required or the proposed transaction just isn’t obtained or is obtained topic to situations that aren’t anticipated; and unknown liabilities. Different necessary elements that might trigger precise outcomes to vary materially from these within the forward-looking statements are described in HP’s filings with the SEC, together with its Annual Report on Type 10-Okay for the fiscal yr ended October 31, 2021, in addition to in Poly’s filings with the SEC, together with its Annual Report on Type 10-Okay for the fiscal yr ended April 3, 2021. Different unpredictable or unknown elements not mentioned on this doc might even have materials antagonistic results on forward-looking statements.



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