HOPKINTON, Mass. - June 01, 2009 -
EMC Corporation (NYSE: EMC), the world leader in information infrastructure solutions, today proposed to acquire all of the outstanding common stock of Data Domain, Inc. (NASDAQ: DDUP) for $30.00 per share in cash, in a transaction with a total enterprise value of approximately $1.8 billion, net of Data Domain’s cash. EMC’s all-cash offer represents a 20% premium to the cash and stock offer made by NetApp for Data Domain on May 20, 2009.
EMC’s all-cash proposal is superior to the proposed NetApp transaction providing Data Domain stockholders greater value and certainty. EMC’s proposal is not subject to a financing or due diligence contingency, and the company will use existing cash balances to finance the transaction. EMC is promptly commencing a tender offer for all outstanding Data Domain common stock in order to expedite the timing of this transaction. The proposal was unanimously approved by the EMC Board of Directors.
Joe Tucci, EMC Chairman, President and CEO, said, “Strategically, this combination will further enhance our ability to broaden EMC’s best-in-class storage portfolio for the benefit of EMC and Data Domain customers and this, in turn, will accelerate EMC’s top-and bottom-line growth rates. Our substantially superior proposal is a win-win for both companies.”
Tucci added, “The combination of EMC and Data Domain technologies will strengthen EMC’s leadership in the fast-growing and very important next-generation disk-based backup and archive market, and will also result in a business larger than a billion dollars for EMC in 2010. We expect the transaction with Data Domain to be accretive to EMC’s 2010 non-GAAP diluted earnings per share.”
EMC has made this offer to acquire Data Domain for its fast-growing revenue base, its strong data protection-focused management team and sales force and its highly complementary storage software technology that will help to accelerate both companies’ ability to deliver industry-leading next-generation disk-based backup and archiving solutions for customers.
EMC has retained both external financial and legal advisors to assist it with this transaction.
EMC will host a conference call today at 5:00 p.m. Eastern Time. To participate, please dial 210-795-1098 at least 10 minutes before start time. The Passcode is EMC.
Supporting presentation slides and a live streaming of the conference call audio will be made available on our Web site at http://www.emc.comhttps://corporate.delltechnologies.com/en-us/investors.htm. Please log in 10 minutes before the start of the call to register.
To listen to a replay of the call please dial 203-369-3245. The replay will be available through Monday, June 15, 2009.
Presentation slides along with audio of the call will also be available on-line immediately following the call at http://www.emc.comhttps://corporate.delltechnologies.com/en-us/investors.htm and will be available through Tuesday, June 30, 2009.
The full text of the letter that EMC sent to Data Domain’s President and Chief Executive Officer follows below:
June 1, 2009
Mr. Frank Slootman
President and Chief Executive Officer
Data Domain, Inc.
2421 Mission College Boulevard
Santa Clara, California 95054
On behalf of EMC, I am pleased to submit to you and your Board of Directors a proposal to acquire Data Domain which is substantially superior to the NetApp proposal. We are highly impressed with your business and your team, and we are confident that a business combination will deliver substantial benefits to your company’s stockholders, customers, employees and partners. We are disappointed that we were not given an opportunity to explore a business combination prior to the announcement of your proposed transaction with NetApp, particularly since I believe you should have been aware of our interest.
EMC proposes to acquire all outstanding Data Domain common stock for $30.00 per share in cash. This price represents a 20% premium to NetApp's cash and stock offer and is a Superior Proposal as defined in your merger agreement with NetApp. The Board of EMC has unanimously approved this proposal.
EMC’s proposal is not subject to any financing or due diligence contingency, and we will use existing cash balances to finance the transaction.
In order to consummate this transaction quickly, we intend to effect a first step tender offer for all outstanding Data Domain common stock followed by a second step merger for any remaining shares. We are enclosing with this letter a form of agreement to effect our proposed transaction which is substantially identical to the agreement between you and NetApp except as to our superior price and except for changes reflecting our faster two-step structure. We are prepared to execute this agreement immediately upon your Board of Directors’ determination that EMC has made a Superior Proposal as provided in the merger agreement with NetApp. We are utilizing the two-step structure to enable us to pay Data Domain’s stockholders as quickly as possible after signing a definitive agreement, and to further expedite this timing, we are promptly commencing the tender offer. Consistent with the terms of your agreement with NetApp, we expect to follow the process set forth in the Annex to this letter to enter into a signed agreement with Data Domain as quickly as possible.
In comparison to your proposed transaction with NetApp, EMC’s proposal represents a far superior alternative for your stockholders.
A transaction with EMC also represents a far more compelling alternative to your customers, employees and partners. For example:
We will maintain the senior management team under your leadership and operate Data Domain as a product division within EMC. As a part of EMC, Data Domain will have access to EMC’s superior global resources and we will enhance this division with additional EMC technology, products and capital. The combination with EMC represents a unique opportunity for your management team and employees to benefit from the greater resources of EMC and to become important leaders within a larger organization committed to leadership in next-generation information infrastructure solutions.
EMC has a long and distinguished track record of skillfully acquiring and integrating leading technology companies. Because of our considerable experience, I am confident that we can successfully integrate our companies, retain the talented employees of Data Domain and realize the full potential of this combination.
We look forward to executing the definitive agreement attached.
Very truly yours,
/s/ Joseph M. Tucci
Joseph M. Tucci
Chairman, President and Chief Executive Officer
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