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ARCHIVE 2004
Cyberguard Corporation AG aquires Webwasher AG
27 April 2004. “Adding this fast-growing secure content
management (SCM) company clearly shows that we are executing on
our strategic vision of becoming a broad-based security company
focused on delivering solutions aimed at Global 1000 companies
and government customers around the world,” said Pat Clawson,
chairman and chief executive officer of CyberGuard. “Webwasher
is the number one Web filtering provider in Germany and holds
40 percent of the market in Central Europe. More than 30 Fortune
500 companies, including Motorola, Texas Instruments and Sprint,
use their SCM solution. In addition to enhancing our security
offering, this acquisition shows our commitment to growth and
expansion in key world markets – the US, Germany and Japan.”
CyberGuard anticipates that the transaction will be accretive
to earnings per share in the 12 months following closing. The
purchase price will be paid $8 million in cash and the remainder
in stock. An earn-out provision allows for up to an additional
$10 million in stock subject to Webwasher achieving certain revenue
and profit targets through CyberGuard’s fiscal year ending
June 30, 2005. Webwasher achieved $7.7 million in revenues in
2003, more than doubling their revenues for the prior year, and
continued to show strong revenue growth for the quarter ended
March 31, 2004. Venture capital firms Siemens Venture Capital,
Invision and TecVenture, who backed Webwasher as it built its
business, are the primary sellers.
“We are creating a broad-spectrum security offering of
enterprise-class, best-of-breed technologies. Webwasher has designed
the world’s best content, spam, URL and e-mail filtering
into a single, integrated solution,” stated Clawson. “The
latest blended threats and worms like Bagle can only be stopped
effectively by a combination of application firewall plus application
layer content filtering. Together, our products comprise a very
compelling joint offer.”
“We are very excited about this transaction,” stated
Dr. Horst Joepen, chief executive officer of Webwasher. “We
have made Webwasher a technology leader in the content security
space and the leading European-based vendor. Joining forces with
a leading US security partner that matches our positioning of
focusing on customers who require the very highest level of security
is a major step forward. The combination with CyberGuard, a true
technology leader in firewalls and VPNs, enables us to serve our
target markets, customers and channels worldwide on a much stronger
financial basis. This transaction opens up incredible new opportunities
and markets for the combined CyberGuard and Webwasher entity and
its product suite.”
Joepen added that the two companies complement each other because
they share a number of common traits. “Both our firms come
from a large corporate background, having spun out of global engineering
and technology leaders, Harris Corporation from the US and Siemens
AG of Germany. These corporate parents laid the foundation for
staying at the cutting edge of technology R&D and providing
a highly discerning customer environment that gives us unique
insights into the needs of high-end user organizations. There
is a perfect fit between our teams as we work together going forward
to even better satisfy our customers.”
“Webwasher is an excellent acquisition for CyberGuard,”
stated Brian Burke, research manager at industry research firm
IDC, which showed Webwasher to be the fastest growing Web filtering
provider in a recent report. “We believe Webwasher brings
a unique approach to an emerging market segment. In addition to
their unique ability to centralize virus scanning and Internet
policy enforcement for several protocols under a single management
interface, the fact that Webwasher can monitor HTTPS (hyper text
transfer protocol that requires an SSL or secure sockets layer
connection) further differentiates them from traditional SCM vendors
who only focus on the Web and/or e-mail. Considering the increasing
amount of encrypted traffic moving in and out of an organization,
IDC believes that SCM solutions which address HTTPS will be an
essential component for organizations that use the Internet and
e-mail as part of their daily business operations. This will be
especially important in financial and healthcare industries so
organizations can safely exchange sensitive information while
ensuring compliance with government regulations.”
The Web filtering and e-mail security market is projected by
IDC to have a 31 percent compound annual growth rate (CAGR) from
2002 to 2007, expanding from $506 million in 2002 to $1.93 billion
in 2007. IDC projects that the appliance-based secure content
management market will grow from $109 million to $1.6 billion
over that same period for a 70 percent CAGR.
Conference Call Information CyberGuard will discuss the acquisition
during a conference call at 11:00 a.m. Eastern Time (8:00 a.m.
Pacific Time), on Monday, April 26, 2004. To participate, please
dial 706-645-9750 and ask for conference ID number 7075557. A
recording of the conference call proceedings will be available
two hours after the call’s conclusion on April 26 until
midnight Eastern Time on May 4, 2004. Both U.S. and international
callers may listen to the recording by dialing 706-645-9291 and
requesting conference ID number 7075557.
About CyberGuard Corporation CyberGuard Corporation (NASDAQ:
CGFW), the technology leader in network security, provides advanced
Total Stream Protection™ solutions that protect the critical
information assets of Global 2000 companies and governments worldwide.
CyberGuard offers a broad line of scalable high performance firewall/VPN
appliances, sophisticated security processors and accelerator
products for the SSL and IPsec markets, and industry leading embedded
Linux and Linux security solutions. Headquartered in Ft. Lauderdale,
Florida, the company has branch offices and training centers around
the world. More information about CyberGuard Corporation can be
found at http://www.CyberGuard.com.
About Webwasher Webwasher AG, a technology spin-off from Siemens
AG, is a privately held provider of Internet security solutions
for corporations, educational institutions and government agencies.
Webwasher develops and markets innovative products for the growing
content security management/policy enforcement tool market, and
has been named the fastest-growing provider of Web filtering solutions
by research firm IDC. Products include standalone and integrated
solutions for Internet content security and filtering, including
URL filtering, e-mail and spam filtering, virus protection, SSL
filtering, Instant Message/Peer-to-Peer blocking and Internet
usage reporting. Webwasher products are deployed by more than
6000 companies worldwide, including more than 30 Fortune 500 companies.
Webwasher has established reseller and strategic partnerships
with major organizations including Network Appliance, IBM, Computer
Associates and Network Associates. More information about Webwasher
can be found at http://www.Webwasher.com.
Forward-Looking Statements Statements regarding estimates, expectations
and future prospects contained in this press release are forward-looking
statements. These statements are based upon assumptions and analyses
made by the Company in light of current conditions, future developments,
and other factors the Company believes are appropriate in the
circumstances, or information obtained from third parties, and
are subject to a number of assumptions, risks and uncertainties.
Readers are cautioned that forward-looking statements are not
guarantees and that actual results might differ materially from
those suggested in the forward-looking statements. Some of the
factors that might cause future actual events to differ from those
predicted or assumed include: future advances in technologies
and computer security; the Company’s history of losses;
the Company’s ability to execute on its business plans;
the Company’s dependence on outside parties such as its
key customers and alliance partners; competition from major computer
hardware, software, and networking companies; uncertainties in
availability of expansion capital in the future and other risks
associated with capital markets; overall network security spending;
global economic conditions; and the outcome of a class action
lawsuit against the Company. For a more complete discussion regarding
forward-looking statements, the reader is referred to the Company’s
periodic reports filed with the Securities and Exchange Commission
under the Securities Exchange Act of 1934, including the Form
10-K for the fiscal year ended June 30, 2003, and other information
filed with the Commission.
CyberGuard® is a registered trademark and Total Stream Protection™
is a trademark of CyberGuard Corporation. All other trademarks
are property of their respective owners.
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