WESTFORD, Mass.--(BUSINESS WIRE)--Jun. 25, 2015--
NetScout
Systems, Inc. (NASDAQ: NTCT), an industry leader in service
assurance solutions, announced the results from the Company’s Special
Meeting of Stockholders held earlier today at its corporate
headquarters. The proposal to issue 62.5 million shares of NetScout
common stock in connection with NetScout’s acquisition of Danaher
Corporation’s (NYSE: DHR) Communications Business was approved by
approximately 98% of the 37.4 million shares that were voted by NetScout
stockholders (92% of the Company’s 40.8 million shares outstanding).
“Today’s successful vote by NetScout’s stockholders is a significant
milestone in our efforts to acquire Danaher’s Communications Business
and begin the next phase of our strategy,” stated Anil Singhal,
NetScout’s President and CEO. “We believe that this combination will
produce exciting opportunities for our stockholders, customers and
employees. We share our stockholders’ enthusiasm for NetScout’s future
and appreciate their confidence in NetScout’s strategic direction. We
look forward to the completion of this transaction next month.”
Danaher launched an exchange offer last month related to the split-off
of its Communications Business. NetScout and Danaher expect to complete
the transaction in mid-July following the conclusion of the exchange
offer, along with the satisfaction of the remaining closing conditions
set forth in the merger agreement. Following the acquisition’s
completion, Danaher’s pre-transaction stockholders and certain employees
of the Communications Business will own approximately 59.5% of the
combined company and NetScout’s pre-transaction equityholders will own
approximately 40.5% on a fully diluted basis.
About NetScout Systems, Inc.
NetScout Systems, Inc. (NASDAQ:NTCT) is the market leader in service
assurance solutions that enable enterprise and service provider
organizations to assure the quality of the user experience for business
and mobile services. NetScout technology helps these organizations
proactively manage service delivery and identify emerging performance
problems, helping to quickly resolve issues that cause business
disruptions or negatively impact users of information technology.
Additional Information and Where You Can Find It
NetScout’s Registration Statement on Form S-4, and other documents
concerning the proposed acquisition of Danaher’s Communications Business
have been filed with the Securities and Exchange Commission (the “SEC”).
Investors are urged to read the S-4 Registration Statement, along with
other relevant documents filed with the SEC, when they become available
because they will contain important information. Security holders may
obtain a free copy of the Registration Statement and other documents
filed by NetScout with the SEC at the SEC’s website at www.sec.gov.
The Registration Statement, along with other documents, may also be
obtained for free by contacting Andrew Kramer, Vice President of
Investor Relations, by telephone at 978-614-4000, by email at ir@netscout.com,
or by mail at Investor Relations, NetScout Systems, Inc., 310 Littleton
Road, Westford, MA 01886.
Safe Harbor
Forward-looking statements in this release are made pursuant to the safe
harbor provisions of Section 21E of the Securities Exchange Act of 1934
and other federal securities laws. Investors are cautioned that
statements in this press release, which are not strictly historical
statements, including without limitation, the statements related to the
events and timing associated with completing the acquisition of
Danaher’s Communication Business involve risks and uncertainties. Actual
results could differ materially from the forward-looking statements due
to known and unknown risk, uncertainties, assumptions and other factors.
Such factors include delays related to completing Danaher Corporation’s
split-off tender exchange; the anticipated tax treatment of the
transaction and related transactions; risks relating to any unforeseen
changes to or the effects on liabilities, future capital expenditures,
revenue, expenses, synergies, indebtedness, financial condition, losses
and future prospects and the impact of any such changes on consummating
the transaction; and failure to consummate or delay in consummating the
transaction for other reasons. For a more detailed description of the
risk factors associated with the Company, please refer to the Company’s
Registration Statement on Form S-4 and Annual Report on Form 10-K for
the fiscal year ended March 31, 2015 which is on file with the
Securities and Exchange Commission. NetScout assumes no obligation to
update any forward-looking information contained in this press release
or with respect to the announcements described herein.
©2015 NetScout Systems, Inc. All rights reserved. NetScout and the
NetScout logo and nGenius are registered trademarks of NetScout
Systems, Inc.
View source version on businesswire.com: http://www.businesswire.com/news/home/20150625005954/en/
Source: NetScout Systems, Inc.
NetScout Systems, Inc.
Andrew Kramer, 978-614-4279
Vice
President, Investor Relations
IR@netscout.com