SANTA CLARA, Calif.--(BUSINESS WIRE)--Jul. 8, 2009--
Data Domain, Inc. (NASDAQ:DDUP) announced today that it has entered into
a definitive merger agreement with EMC Corporation (NYSE:EMC) providing
for the acquisition of Data Domain by EMC. Pursuant to the definitive
merger agreement with EMC and consistent with the tender offer
previously commenced by EMC, EMC will acquire all of the outstanding
shares of Data Domain common stock for $33.50 per share in cash.
Data Domain also announced today that it has terminated the previously
announced merger agreement with NetApp, Inc. (NASDAQ:NTAP), as revised
on June 3, 2009, and has paid NetApp a $57 million termination fee under
the terms of that merger agreement. Data Domain has also cancelled its
special meeting of stockholders scheduled for August 14, 2009, at which
stockholders were to consider the NetApp merger.
Data Domain’s board of directors has unanimously determined that the
definitive merger agreement with EMC and the terms of the EMC tender
offer are advisable, fair to and in the best interests of Data Domain
and its stockholders, and recommends that Data Domain stockholders
tender their Data Domain shares to EMC. Data Domain will amend its
Schedule 14d-9 previously filed with the Securities and Exchange
Commission to reflect the recommendation of its board of directors.
The EMC tender offer commenced on June 2, 2009, and is currently
scheduled to expire at 12:00 midnight, New York City time on July 17,
2009, subject to extension by EMC.
Qatalyst Partners is serving as financial advisor and Fenwick & West LLP
is serving as legal counsel to Data Domain.
About Data Domain
Data Domain® is the leading provider of deduplication storage systems.
Thousands of companies worldwide have purchased Data Domain systems to
reduce storage costs and simplify data management. Data Domain delivers
the performance, reliability and scalability to address the data
protection and nearline storage needs of enterprises of all sizes. Data
Domain products integrate into existing customer infrastructures and are
compatible with leading enterprise backup and archive software products.
To find out more about Data Domain, visit www.datadomain.com.
This report contains forward-looking statements that involve risk and
uncertainty. All statements other than statements of historical fact are
statements that could be deemed forward-looking statements, including:
statements regarding the expected completion and effects of the tender
offer and the merger, statements regarding the ability to complete the
transaction considering the various closing conditions; any statements
of expectation or belief; and any statements of assumptions underlying
any of the foregoing. Statement regarding future events are based on the
parties’ current expectations and are necessarily subject to associated
risks related to, among other things, uncertainties as to the timing of
the tender offer and merger; uncertainties as to how many Data Domain
stockholders will tender their stock in the offer; the possibility that
various closing conditions for the transaction may not be satisfied or
waived; the effects of the transaction making it more difficult to
maintain existing relationships with employees, customers or business
partners; and other business effects, including the effects of industry,
economic or political conditions outside of Data Domain’s control.
Actual results may differ materially from those in the projections or
other forward-looking statements. For information regarding other
related risks, please see the “Risk Factors” section of Data Domain’s
filings with the Securities and Exchange Commission (the “SEC”),
including its most recent filings on Form 10-K and Form 10-Q. Data
Domain assumes no obligation and does not intend to update these
Securities Law Disclosure
The offer to buy shares of Data Domain common stock will be made only
pursuant to the offer to purchase and related materials that EMC has
filed with the SEC. Data Domain stockholders and other investors should
read these materials carefully because they contain important
information, including the terms and conditions of the offer. These
materials and any other documents filed by EMC or Data Domain with the
SEC may be obtained free of charge at the SEC’s website at www.sec.gov
and by contacting Data Domain Investor Relations at
(408) 980-4909. In addition, investors and security holders will be able
to obtain free copies of the documents filed with the SEC on Data
Domain’s website at www.datadomain.com.
Investors and security holders are urged to read the Schedule TO, as
amended, and the Schedule 14D-9, as amended, and the other relevant
materials before making any investment decision with respect to the EMC
tender offer. Data Domain has discontinued solicitation of proxies for
the cancelled special meeting of stockholders.
Source: Data Domain, Inc.
Joele Frank, Wilkinson Brimmer Katcher
Joele Frank / Matthew
Sherman / Rachel Ferguson