Seven years after going public, human resources-related software maker Kenexa Corp. agreed on Monday to be sold to IBM Corp. in a deal that values the Wayne, Pa.-based company at $1.3 billion.
IBM is offering $46 in cash for each share of Kenexa, a 42 percent increase over the target’s Friday closing price. The acquisition is expected to close by year-end, pending shareholder and regulatory approval.
Cravath, Swaine & Moore represented IBM on the proposed transaction, as it has many times in the past for the Armonk, N.Y.-based technology company. The law firm’s longtime relationship with IBM includes work in April advising the company on the sale of its $850 million scanner business to Toshiba and a pair of deals last December that helped IBM boost its software holdings. The firm’s corporate department head Scott Barshay led the Kenexa deal team, which also included a number of associates. Through a spokeswoman, Barshay declined to comment.
Kenexa turned to Pepper Hamilton as a natural choice to serve as legal counsel on the deal. The company has used the firm since 1997 and counts Pepper Hamilton’s former chairman and current partner Barry Abelson among its board members.
Abelson led Pepper Hamilton from 1995 until 2007, when he turned the position over to pharmaceutical and medical litigation partner Nina Gussack to focus on his practice full-time. He has sat on Kenexa’s board since 2000 and helped take the company public in 2005. The firm has also advised Kenexa on a number of litigation matters, including a long-running copyright dispute with polling company Gallup Inc. that settled on the eve of trial.
In filings made to the Securities and Exchange Commission earlier this year, Kenexa noted that it spent $583,253 on legal services to Pepper Hamilton in 2011 (that amount represents less than 1 percent of the firm’s $324.5 million in revenues from last year, according to the most recent Am Law 100 survey). Abelson earned a total of $130,239 from Kenexa last year in cash and stock awards, according to the SEC filing. Reached Monday, Abelson declined to comment past confirming that he and Pepper Hamilton corporate partner John Duke led work on the transaction.
Morgan, Lewis & Bockius announced that its partners David Zelikoff, Mary “Handy” Hevener and Daniel Hogans advised Kenexa on employee benefits and compensation matters. Kenexa’s general counsel, Cynthia Pyle Dixon, did not return a request for comment.
In announcing the deal, IBM stressed that the acquisition of Kenexa will help its clients “embrace social business capabilities,” in part by culling information from social networks. Kenexa specializes in recruiting and training services, many of which take advantage of social networking. The company currently counts roughly 2,800 employees and more than 8,900 customers — half of which are Fortune 500 companies — according to an IBM statement.
Sara Randazzo is a reporter for The American Lawyer, a Legal affiliate based in New York. This article first appeared on The Am Law Daily at www.americanlawyer.com.