One hundred and sixteen years after its founding, Nortel Networks has reached a deal to sell all its remaining patents for a remarkable $4.5 billion to a consortium of six high-tech giants – Apple, EMC, Ericsson, Microsoft, Research In Motion and Sony.
The price easily trumped an opening bid of $900 million by Google for all 6,000-plus Nortel patents, and emerged after four days of bidding at the New York offices of Nortel’s lawyers. Canada’s Nortel filed for bankruptcy protection in January 2009 and has been selling assets since then, raising about $3.2bn in the process.
Assuming the deal passes all the regulatory hurdles, it will be very good news for Nortel creditors – from pensioners and suppliers to debt holders. The amount exceeds the $3.2 billion raised to date through the sale of all of Nortel’s active businesses – involving wireless, optical and telephone gear.
Nortel’s top remaining executive said the bidding was “very robust.” “The size and dollar value for this transaction is unprecedented, as was the significant interest in the portfolio among major companies around the world,” said George Riedel, chief strategy officer of Nortel.
The patent haul is also far greater than the several hundred million dollars former CEO Mike Zafirovski reckoned Nortel would pull in. Of course, Zafirovski’s estimate was made in 2009 near the depth of the stock market crash.
Nortel expects to close the sale of its patents by Sept. 30, at which point the firm should have about $7 billion available to distribute to its various creditors. The total value of the claims against Nortel is still guesswork.
Nor is it yet clear how the proceeds will be divided among the different jurisdictions – mediation efforts led by former U.S. federal district court judge Layn R. Phillips failed in April.
Creditors in various countries have filed motions in favour of their preferred allocation of the proceeds. Three weeks ago, the Canadian and U.S. bankruptcy judges indicated it would be some time before they ruled on the motions. In the meantime, they suggested mediation efforts continue.
Nortel was the biggest telecommunication company in the world in 2000, with sales of more than $30 billion. Even after accounting scandals and mismanagement, it was generating $11 billion in sales in 2008 – before filing for bankruptcy in January 2009.
The $4.5 billion raised in the patent auction could play in favour of Canadian creditors. That’s because the Canadian estate is believed to own most of the patents. The cash from their sale would therefore come to Canada. However, in previous sales of Nortel assets, judges have been careful to note that the proceeds should be held in escrow, with no bias attached to how the cash is allocated.
Nortel began assessing interest in its extensive patent portfolio in May 2010, eventually holding talks with more than 100 potential buyers. Forty companies were keen enough to sign confidentiality agreements and study the intellectual property in detail.
The patents run the full range of communications technologies – including 4G wireless, optical, voice, Internet, data networking, semiconductors and even social networking.
While Nortel had lost its lead in many of the technologies, the patents are considered useful in a number of ways.
Research In Motion, which has a relatively small portfolio of patents of its own, can use the Nortel assets to develop new products of its own, or defend itself against patent lawsuits.
Wireless giant Ericsson – which already has an extensive library of wireless patents – likely made a different calculation. The Swedish firm earlier paid more than $1 billion to buy Nortel’s wireless technology business, including a number of patents. Unknown was what percentage of those patents was acquired outright, or merely licensed. Ericsson may have purchased Nortel’s patents to avoid paying royalties on them.