ShoreTel shareholders will receive $7.50 per share, a 28% premium to ShoreTel's closing share price on July 26.
A heavyweight activist investor is in favor of the transaction. Activist investor Elliott Management Corp. had been pushing for consolidation in the business communications vendor sector since 2015.
The transaction reflects an equity value of $530 million and an enterprise value of $430 million.
The deal is part of a trend toward providing businesses with the ability to move their enterprises to the cloud.
The Deal has noted the likelihood of this acquisition.
"From a strategic standpoint, a tie-up between Mitel and ShoreTel makes the most sense given the similar focus of the two and their lack of geographic overlap," The Deal said last August.
The post-merger company will be based in Canada.
"Continuing to deliver its move-to-the-cloud strategy, with this transaction Mitel is accelerating on a growth path by investing further and faster into the UCaaS (Unified Communications as a Service) market as digital transformation accelerates customer demand for cloud-based solutions globally," the two companies said in a July 27 news statement.
The company has global revenue streams. "Mitel's revenue is 50% Europe, 45% Americas (the vast bulk of which is U.S.) and the balance APAC," a company spokesperson told The Deal.
Mitel is financing the acquisition with cash and a new $300 million loan.
Elliott Management Corp., which has called for consolidation in the industry, praised the deal.
"As Mitel's largest shareholder, we are highly supportive of today's announcement. Rich McBee and Steve Spooner have a successful track record of executing on consolidating transactions. We are confident that this combination will create significant value for Mitel shareholders, providing meaningful financial accretion as well as being based on a compelling strategic rationale," a Elliott spokesperson said in a statement.
BMO Capital Markets is leading the new term loan facility with Citizens Bank NA, and HSBC Bank Canada and Canadian Imperial Bank of Commerce are joint lead arrangers and joint bookrunners.
Citizens Bank NA, the lead on existing facilities, will also act as administrative agent for the new term loan.
EA Markets LLC provided Mitel with independent advisory and transaction services.
Jefferies LLC is serving as financial adviser to Mitel, while Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as legal adviser to Mitel.
Osler, Hoskin & Harcourt LLP is also serving as legal adviser to Mitel in connection with the financing.
J.P. Morgan Securities LLC is serving as financial adviser to ShoreTel, and Fenwick & West LLP is serving as legal adviser to ShoreTel.