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HP inks USD 1.05bn deal for Samsung’s printer business

Annual Review 2017-2018

June 2018

In one of the most disruptive global M&A deals of 2017, HP Inc. agreed to purchase Samsung’s printer division for over a billion dollars. This is the largest printer acquisition in corporate history.

HP Inc. described the deal as “accelerating the disruption of the USD 55bn copier industry” in a move it believes will speed up the replacement of traditional copiers with sophisticated multifunction printer (MFP) technology.

As part of the transaction, we advised on the transfer of technology and related assets from local Samsung to local HP Inc. entities in 45 jurisdictions across six continents. HP Inc.’s acquisition of Samsung’s printer business included over 6,500 print patents and 1,300 laser printing researchers and engineers with expertise in laser technology, imaging electronics, supplies and accessories.

Patrick Scott, Associate General Counsel, Global M & A and Strategy at HP Inc., said, “CMS was a core partner in completing a complex and unique global project. We looked to the CMS global organisation to provide advice and support across 45 jurisdictions as well as multiple practice groups including Corporate, Tax, Employment, Privacy, Commercial Contracts, Intellectual Property and Environment / Health & Safety. To streamline the process, Chris Watson and his team worked with the HP team to design a bespoke structure where a core team of lawyers at CMS were on point for all matters and jurisdictions resulting in consistent and clear advice that matched HP’s goals for doing the transaction. This included leveraging CMS’s innovative capabilities in AI as part of our contract review process.”

We used our artificial intelligence (AI) software, Kira, for large-scale document review, ensuring both quality control and increased efficiency. CMS reviewed approximately 2,500 contracts in 23 languages spanning 27 countries. Overall, our estimates suggest that using Kira improved the speed of each contract review by 30%.

Patrick Scott added, “The core team structure and use of AI kept costs down and increased efficiency for handling issues and due diligence reviews. We are continuing to use these as part of our post-closing integration efforts. CMS delivered outstanding advice on legal matters and innovative processes as well as clear project management. Overall, I could not ask for more from the CMS team.”

The team in London was supported by CMS offices in Austria, Belgium, Chile, the Czech Republic, France, Germany, Hungary, Italy, Mexico, Morocco, the Netherlands, Peru, Poland, Portugal, Romania, Spain, Switzerland, Turkey and UAE.

This was a highly complex transaction as we were essentially doing an asset transfer in each of the 45 jurisdictions as opposed to doing a share deal. This meant that every bit of IP, every customer, every distribution agreement and every employee had to be transferred from Samsung to HP Inc. in a very tight time frame.
Chris Watson, Partner, CMS London

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