Eric Starkloff, President and COO of National Instruments.

Emerson makes offer to acquire NI

  • NI (formerly National Instruments) announced that it has received a proposed acquisition from fellow US company Emerson and reiterated its commitment to the ongoing strategic review process.
  • Emerson, a specialist in industrial process control and automation solutions, proposes to acquire NI for $53 per share in cash, representing an implied enterprise value of $7.6 billion.

Emerson’s purchase proposal is not subject to any financing conditions. It was submitted to NI on November 3, 2022, and represents an improvement over an initial proposal of $48 per share submitted on May 25, 2022. Since May 16, 2022, Emerson says it has made numerous attempts to engage constructively with NI privately that have not been successful.

Lal Karsanbhai, president and CEO of Emerson, says in a statement, “While Emerson would have preferred to reach an agreement privately, given NI’s announcement that it is undertaking a strategic review, and after declining to work with us toward a premium cash transaction over the past eight months, we are making our interest public for the benefit of all NI shareholders.”

NI, the modular instrumentation specialist creator of the PXI format, founded in 1976 by Dr. James Truchard and Jeff Kodosky (inventor of LabView graphical programming software), says its board of directors will evaluate this proposal as part of NI’s previously announced review of strategic options.

Notably, Michael McGrath, NI’s chairman of the board, had said on Jan. 13, 2023, that he had “initiated a strategic review to explore options to maximize value for our shareholders” and that it was “the right path to take at this time.”

For his part Eric Starkloff (pictured), NI’s CEO, had said that the strategic initiatives implemented since 2017 and the focus on software and related services had transformed the Texas-based company and that these changes had allowed it to deliberately focus on high-growth sub-segments, such as electric and autonomous vehicles, wireless communications and new space technologies.

NI confirmed this Jan. 17, 2023, that it has received a proposal from Emerson to acquire the company for $53 per share in cash, following an earlier proposal from Emerson to acquire the company for $48 per share.

NI’s Board of Directors indicates that it will evaluate Emerson’s proposal in the context of the ongoing strategic review process, consistent with its fiduciary duties and in consultation with its financial and legal advisors. It welcomes Emerson’s interest and participation in the process. The Texas-based company has decided to affirmatively initiate, announce and pursue a comprehensive strategic review process that includes other counterparties rather than negotiating exclusively with Emerson, which NI believes would be detrimental to the interests of shareholders.

NI says it is focused on conducting its strategic review process in a manner that gives all interested parties the opportunity to participate fairly on an equal footing, which the Austin-based company says is the best way to ensure that the process can maximize value for all shareholders.