Palo Alto Networks 8K ® Announces Agreement to Acquire Cyvera | PANW 24 Mar 14

Palo Alto Networks

Acquisition of Cyvera

March 24, 2014

Exhibit 99.2

Transaction overview

Company

Cyvera

Consideration

Approximately $200 million in transaction value:

Approximately $88 million in cash

Approximately $112 million in stock

Financials

Immediately expands TAM by over $4 billion

Significant opportunity as driver for continued outsize revenue growth

SaaS-based model: adds additional subscription revenue

Timeline

The transaction was approved by both boards and is subject to customary conditions

and regulatory reviews

Strategic combination

•

Extensible

platform

based

disruptive

innovations:

Next-Generation

Firewall

WildFire

Cyvera

•

Tightly

integrated

and

highly

automated

•

End-to-end

generation

enterprise

security

•

Significant

synergy

opportunity

cross-sell

our

existing

install

base

16,000+

end-customers

•

Expands

TAM

immediately

$4B

the

large

and

growing

endpoint

market

•

Extends

the

power

our

platform

model

with

newest

SaaS-based

offering

•

Cyvera’s

unique

disruptive

technology

prevents

endpoint

attacks

critical

exploit

phase

•

WildFire

cloud-

based

services

prevent

unknown

threats

and

intelligence

•

Next-Generation

Firewall

safely

enables

all

applications

and

blocks

network-based

threats

The Palo Alto Networks Next-Generation Security

Platform

Next-Generation Threat Cloud

Gathers potential

threats from network

and endpoints

Analyzes and correlates

threat intelligence

Disseminates threat

intelligence to network

and endpoints

Next-Generation Firewall

Inspects all traffic

Safely enables

applications

Sends unknown threats

to cloud

Blocks network based

threats

Inspects all processes and files

Prevents both known and unknown exploits

Protects fixed, virtual, and mobile endpoints

Lightweight client and cloud based

Next-Generation Endpoint

Palo Alto Networks is disrupting security –

AGAIN

Signature-only

products

Only blocks known threats

Cannot detect zero day

exploits or malware

Inability to detect attacks

at exploit phase

Not integrated

Detection-only

products

No prevention capabilities

Inability to detect attacks at

exploit phase

Limited control over

applications

Bolt-on architecture

Uniquely prevents attacks

targeting endpoint and network

Extensible platform spanning

network, endpoint, and cloud

Automated prevention

Cyvera uniquely prevents endpoint-based attacks

Real-time prevention of all

core attack

techniques prior to the exploit

Only

company focused on

preventing core exploit techniques

Prevents attacks at critical exploit phase

No prior knowledge of the attack is needed

Lightweight embedded agent within OS

Protects endpoints from known and unknown

exploits

Protects unpatched systems

Forensic evidence collected

Sends unknown threats to cloud

Watering-hole attacks

European Aerospace

(Infector)

Stuxnet

Night Dragon

NASA / Nortel

25 DoD contractors

RSA

2013

2012

2009

2010

2012

2011

Cyvera would have successfully prevented

every published zero day since 2009

Market Disruptions

Sources: IDC, Worldwide Network Security 2013–2017 Forecast and 2012 Vendor Shares, July 2013

IDC, Worldwide Web Security 2013–2017 Forecast and 2012 Vendor Shares, July 2013

IDC, Worldwide Endpoint Security 2013–2017 Forecast and 2012 Vendor Shares, August 2013

IDC, Worldwide Specialized Threat and Protection 2013–2017 Forecast and 2012 Vendor Shares, August 2013

$4B+ expansion of TAM

About Cyvera

Description

Innovative provider of cyber security solutions

Employs advanced and unique exploit prevention techniques to prevent unknown

malware on fixed, virtual, and mobile endpoints

Location

Tel-Aviv and San Francisco

Technology

Cyvera TRAPS, launched in 2012

Client-based solution providing full protection on Windows-based endpoints, servers,

virtual machines, and terminals. Additional operating systems, including mobile

operating systems, expected to be covered within 12 months.

Covers majority of most commonly exploited software applications

Talent

55 employees, of which 37 engineers based in Tel-Aviv

Financial impact

Cyvera product immediately augments our platform

with an additional subscription offering

SaaS model: billings to build ahead of revenue

Billings and revenue ramping in 2H FY2015,

meaningful revenue contribution in FY2016

Investing aggressively to capitalize on unique technology leadership

and large market opportunity

Short-term investment in non-GAAP operating expense

Preliminary estimate: Q3’14 ~$1.5mm, Q4’14 ~$3.5mm, and FY’15 ~$25mm

Cyvera to be free cash flow positive contributor in 1H FY2016

Conclusion

Unique endpoint technology

Prevents attacks at the critical exploit phase

Enhances our enterprise security platform

Tightly integrated and highly automated end-to-end security

Enhances TAM

Immediately adds $4B of enterprise endpoint market

SaaS model

Adds additional subscription revenue

Palo Alto Networks (PANW) 8-KPalo Alto Networks® Announces Agreement to Acquire Cyvera