Nearly two weeks after AuthenTec Inc. (Nasdaq: AUTH) advised the U.S. Securities and Exchange Commission it had agreed to be acquired by Apple (Nasdaq: AAPL), the world's most valuable technology company, for $350 million, Apple still hasn't made an announcement nor filed its own SEC documents.
The move, while legal, suggests the deal might not be over, especially because the contract says AuthenTec, a specialist in fingerprint sensor technology and other embedded security software, agreed to pay Apple, of Cupertino, Calif., a $10.95 million break-up fee if it were to accept a higher offer.
Shares of AuthenTec, of Melbourne, Fla., traded Tuesday at $8.22, or only 22 cents above what Apple agreed to pay for the company on July 27 -- a 58 percent premium to their July 26 close.
Investment bankers label that a "go shop" deal, implying that if a target can attract a better price, it can shop itself around. AuthenTec shareholders will be required to approve any deal after the company prepares merger materials ahead of a special meeting.
Apple representatives declined comment on the AuthenTec bid except to say the company makes timely purchases. The company reported cash and investments exceeding $117 billion in the fiscal third quarter ended July 30.
Apple would clearly want AuthenTec's 150-patent portfolio as it envisions successors to its current product line including Macbooks, iPads and the iPhone 4S. But so might some of its competitors, notably AuthenTec customers including Samsung Electronics (Seoul: 005930) and Finland's Nokia (NYSE: NOK), Cisco Systems Inc. (Nasdaq: CSCO), the No. 1 provider of Internet gear, and Texas Instruments (Nasdaq: TXN), a major chip supplier to the mobile sector.
Indeed, Samsung signed a deal to use AuthenTec's security technology only two weeks before the Apple contract was signed. Analyst Richard Shannon, of Craig-Hallum Capital Group, said that might prompt a higher bid from Samsung. But Apple could quickly top that and walk off with the prize.
Apple has been aggressive when it wants new technology. A year ago, it led a syndicate that won a huge portfolio of patents from defunct Nortel Networks of Canada for $4.5 billion. Reports said this week it was among two large bidders for patents of bankrupt imaging giant Eastman Kodak (Pink: EKDKQ) that are to be auctioned next week.
Google (Nasdaq: GOOG), the No. 1 search engine, Apple's arch-rival, is said to be the leader of the other syndicate. Bids were reported to range between $150 million and $250 million for the 1,100 patents in the Kodak pile. A year ago, Kodak, of Rochester, N.Y., had estimated they might fetch as much as $3 billion.
Adding fingerprint and other user-sensitive information might make using a future mobile phone or tablet easier and also lubricate e-commerce, such as securing mobile payments and the so-called "digital wallet."
So another company interested in AuthenTec could be Google, which now owns the Motorola smartphone line or storage giant EMC (NYSE: EMC), which previously acquired several key security software specialists, including RSA, one of the industry pioneers.
AuthenTec's filing said its financial adviser is Piper Jaffray (NYSE: PJC), which would collect a higher fee if a counterbid materialized. That's one reason why a half dozen shareholder lawsuits have been filed in several U.S. District Courts around the country, which would likely be consolidated.
Apple shares fell $1.70 to $620.85 in late Tuesday trading.