Sunnyvale, Calif.-July 06,
2009- NetApp (NASDAQ: NTAP) today announced that the U.S.
Securities and Exchange Commission declared NetApp's Registration
Statement for its proposed acquisition of Data Domain (NASDAQ:DDUP)
effective allowing the transaction to proceed to a stockholder
vote. The Data Domain Board of Directors has set a Special Meeting
of Data Domain stockholders for August 14, 2009 to consider and
vote on the merger. Proxy statements will be mailed to Data
Domain's stockholders of record as of June 17th.
Additionally, on Thursday, July 2 the U.S.
Federal Trade Commission (FTC) granted the merger agreement early
clearance under the United States Hart-Scott-Rodino Antitrust
Improvements Act of 1976. This move confirms that the FTC will not
conduct any further reviews related to the merger and clears the
way for NetApp and Data Domain to close on a timely basis following
the approval of the transaction by the Data Domain
stockholders.
"We are pleased to have passed these
important milestones, which we believe set us on course for a clear
and timely path to close," said Dan Warmenhoven, chairman and CEO
of NetApp. "We continue to believe that our offer is superior to
the unsolicited offer from EMC. Not only does NetApp's proposal
provide Data Domain stockholders with attractive short- and
long-term value, our combination creates significant advantages for
customers and employees, who will benefit from a lower risk of
business disruption, continued competition in the marketplace,
enhanced products and services, and the complementary nature of our
two businesses."
"We look forward to the upcoming Data Domain
stockholder vote on August 14 and a quick close of our transaction
so that we can get to work realizing the promise of this compelling
combination."
Forward-Looking
Statements
In addition to historical information, this document contains
certain 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. The
forward-looking statements contained herein represent NetApp's
beliefs regarding future events, many of which are, by their
nature, inherently uncertain and outside NetApp's control.
Forward-looking statements include, but are not limited to,
statements regarding the benefits of NetApp's acquisition of Data
Domain, including future financial and operating results; NetApp's
plans, objectives, expectations and intentions; and other
statements that are not historical facts.
NetApp cautions readers that the
forward-looking statements contained herein are subject to risks
and uncertainties that could cause actual results to differ
materially from the results anticipated by such statements. Such
risks and uncertainties include, but are not limited to, the risk
that Data Domain's stockholders will not approve the transaction;
the risk that the businesses will not be integrated successfully;
the risk that the cost savings and other synergies from the
transaction will not be fully realized or may take longer to
realize than expected; the possibility that there may be
disruptions from the transaction making it more difficult to
maintain relationships with customers, employees or suppliers;
uncertainties regarding competition and its effect on pricing,
spending, third-party relationships and revenues; and the other
risks affecting NetApp, Data Domain or the combined entity
described in (i) the Proxy Statement/Prospectus filed by NetApp
with the Securities and Exchange Commission (the "SEC") on June 4,
2009, as the same may be amended from time to time, and (ii) other
filings made by NetApp and Data Domain with the SEC, including, but
not limited to, Quarterly Reports on Form 10-Q and Annual Reports
on Form 10-K. NetApp disclaims any obligation to update and revise
the forward-looking statements contained in these materials based
on new information or otherwise.
Additional Information and Where to
Find It
As mentioned above, in connection with the proposed acquisition of
Data Domain, on June 4, 2009, NetApp filed with the SEC a
Registration Statement on Form S-4 (Commission File Number
333-159722), as the same may be amended from time to time,
containing a Proxy Statement/Prospectus for Data Domain's
stockholders, and NetApp and Data Domain each plan to file with the
SEC other documents regarding the proposed transaction. The
definitive Proxy Statement/Prospectus will be mailed to the
stockholders of Data Domain. Before making any
investment or voting decision, investors and security holders of
Data Domain are urged to read the proxy statement/prospectus and
other documents filed with the sec carefully in their entirety
because such documents contain important information about the
proposed transaction.
Investors and security holders will be able
to obtain free copies of the Registration Statement, Proxy
Statement/Prospectus and other documents filed with the SEC by
NetApp and Data Domain through the website maintained by the SEC at
www.sec.gov and by contacting NetApp Investor Relations at (408)
822-7098 or 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 NetApp's website
at www.netapp.com and on Data
Domain's website at www.datadomain.com.
Participants in the Solicitation of
Proxies
NetApp, Data Domain and their respective directors, executive
officers and certain other members of management and employees may
be deemed to be participants in the solicitation of proxies in
respect of the proposed transaction. No additional consideration
will be paid to any such participants as a result of any such
solicitations. Additional information regarding NetApp's executive
officers and directors is included in NetApp's definitive proxy
statement on Schedule 14A, as filed with the SEC on July 14, 2008,
and NetApp's Annual Report on Form 10-K, as filed with the SEC on
June 17, 2009, and additional information regarding Data Domain's
executive officers and directors is included in the Proxy
Statement/Prospectus referenced above, as well as in Data Domain's
Annual Report on Form 10-K and Form 10-K/A, as filed with the SEC
on March 13, 2009 and April 30, 2009, respectively. You can obtain
free copies of these documents from NetApp or Data Domain using the
contact information above.
About NetApp
NetApp creates innovative storage and data management solutions
that help our customers deliver outstanding cost efficiency and
accelerate business breakthroughs. Discover our passion for helping
companies around the world go further, faster at www.netapp.com.
NetApp, the NetApp logo, and Go further
are trademarks or registered trademarks of NetApp, Inc. in the
United States and/or other countries. All other brands or products
are trademarks or registered trademarks of their respective holders
and should be treated as such.
For Press Inquiries:
NetApp
E-mail: xdl-uspr@netapp.com
Ph: (408) 822-3287