Exhibit 99.1
BLUE COAT TO ACQUIRE PERMEO TECHNOLOGIES
TECHNOLOGY TO EXTEND BLUE COAT PROXY INFRASTRUCTURE TO ENTERPRISE ENDPOINTS
WITH ON-DEMAND DELIVERY OF APPLICATION AND SECURITY SERVICES
SUNNYVALE, Calif., Jan. 3 /PRNewswire-FirstCall/ -- Blue Coat(R) Systems
(Nasdaq: BCSI), the leader in secure content and application delivery, today
announced it has signed a definitive agreement to acquire Permeo Technologies,
Inc., a privately-held provider of on-demand endpoint access, security and
information protection solutions, for approximately $60.8 million, including
approximately $13.4 million in cash and approximately $47.4 million in Blue Coat
common stock, based on the closing price of Blue Coat common stock of $45.72 on
December 30, 2005. The consideration, which is for all of Permeo's securities
other than unvested stock options, is subject to adjustment based on the average
closing price of Blue Coat common stock over a 10 trading day period prior to
the closing date of the transaction, as well as certain adjustments as provided
in the merger agreement. Transaction costs and the value of unvested stock
options, which are being assumed by Blue Coat in the acquisition, are not
included in the $60.8 million above. The closing of the acquisition is subject
to customary conditions, and is expected to occur in approximately 60 days.
The acquisition will result in the integration of Permeo's on-demand
endpoint access, security and information protection technology with the Blue
Coat ProxySG(TM) family of proxy appliances. Blue Coat intends to leverage the
Permeo technology to extend its proxy infrastructure to provide advanced levels
of protection and control to any endpoint connecting to enterprise applications.
"The enterprise workforce is increasingly more mobile and outside of the
traditional corporate network but still requires the same level of protection
and control," said Brian NeSmith, president and chief executive officer of Blue
Coat Systems. "The technology from Permeo helps us extend our proxy
infrastructure for application and security services all the way to the endpoint
of the virtual enterprise."
"Permeo has provided secure access and information protection solutions for
both managed and unmanaged endpoints to many of the world's largest
enterprises," said Michael S. Bennett, chief executive officer, Permeo
Technologies. "Combining our on-demand delivery technology for application and
security services with Blue Coat's market-leading proxy infrastructure solutions
will give customers a whole new level of end-to-end secure content and
application delivery."
Conference Call & Webcast
Blue Coat will host a conference call to discuss this transaction today at
9:00 a.m. Eastern time (6:00 a.m. Pacific time). A live Webcast of the call will
also be available at http://www.bluecoat.com/aboutus/investor_relations. The
live conference call can be accessed by dialing (612) 332-1213. A playback of
the call will be available until midnight on January 6, 2006, and can be
accessed by dialing (320) 365-3844, passcode 812574. An archive of the Webcast
will also be available at http://www.bluecoat.com/aboutus/investor_relations.
About Blue Coat Systems
Blue Coat helps organizations make the Web safe and productive for business.
Blue Coat proxy appliances provide visibility and control of Web communications
to protect against risks from spyware, Web viruses, inappropriate Web surfing,
instant messaging (IM), video streaming and peer- to-peer (P2P) file sharing -
while actually improving Web performance. Trusted by many of the world's largest
organizations, Blue Coat has shipped more than 25,000 proxy appliances. Blue
Coat is headquartered in Sunnyvale, California, and can be reached at (408)
220-2200 or http://www.bluecoat.com.
About Permeo
Permeo Technologies, a leading provider of on-demand information security,
provides a comprehensive remote access and information protection solution that
safely extends corporate applications to mobile workers, business partners and
customers. Our approach eliminates the risk of information leakage at the
endpoint through a cost-effective, easy-to-use solution. Since 2001, Permeo has
helped more than 250 of the world's largest companies secure their information
and protect their assets beyond the borders of their enterprise. More
information about Permeo can be found at http://www.permeo.com.
FORWARD LOOKING STATEMENTS: This press release contains forward-looking
statements that involve risks and uncertainties. The statements contained in
this Report that are not purely historical are forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended, including
statements regarding the benefits to be gained by Blue Coat Systems through the
acquisition of Permeo, the value of Permeo's products to Blue Coat Systems and
its customers, and the financial impact on Blue Coat Systems of the acquisition,
as well as statements on our expectations, beliefs, intentions or strategies
regarding the future. All forward-looking statements included in this document
are based on information available to us on the date hereof. We assume no
obligation to update any such forward-looking statements. Our actual results
could differ materially from those indicated in such forward-looking statements.
Factors that could cause or contribute to such differences include, but are not
limited to, the risks discussed under the heading "Risk Factors" in our most
recently filed Form 10-Q for the quarter ended October 31, 2005, and other
reports filed from time to time with the Securities and Exchange Commission.
Note: All trademarks, trade names or service marks used or mentioned herein
belong to their respective owners.
SOURCE Blue Coat Systems
-0- 01/03/2006
/CONTACT: Media: Steve Schick, +1-408-220-2076,
steve.schick@bluecoat.com, Investor: Carla Chun, +1-408-220-2318,
carla.chun@bluecoat.com, both of Blue Coat Systems; or Kevin Kosh, CHEN PR,
for Blue Coat Systems, +1-781-672-3111, kkosh@chenpr.com/
/Web site: http://www.bluecoat.com
http://www.permeo.com /
(BCSI)