Foundry Networks Provides Additional Information Regarding Agreement in Principle With Brocade
8:30 AM EDT October 31, 2008
SANTA CLARA, Calif., Oct. 31 /PRNewswire-FirstCall/ -- Foundry Networks(TM), Inc. (Nasdaq: FDRY) today released additional information related to the agreement in principle announced yesterday, October 29, 2008, to amend the acquisition agreement between the two companies relating to Brocade's proposed acquisition of Foundry.
If a definitive agreement is reached between Foundry and Brocade regarding the new agreement in principle, the stockholder meeting scheduled for Friday, November 7, 2008 at 4:00pm PST will be further delayed and additional information regarding the restructured transaction will be distributed to Foundry's stockholders for their consideration. In that event, it is anticipated that the Foundry stockholder meeting to consider the restructured transaction would be convened in December 2008, with a closing of the transaction in the second half of December 2008.
Under the agreement in principle reached Wednesday, Foundry's stockholders would be entitled to receive $16.50 of cash for each share of Foundry common stock. No fractional shares of Brocade common stock will be issued to Foundry stockholders. In addition, the agreement in principle provides that in certain circumstances, Foundry stockholders could receive the proceeds of the sale of Foundry's portfolio of auction rate securities, up to an amount of $50 million in the aggregate, or up to approximately $0.33 per share of Foundry common stock, if Foundry is able to successfully liquidate its portfolio of these securities prior to the close of the acquisition. There can be no assurance, however, that the securities are marketable or at what price such securities could or will be sold, or that a market for these securities exists or will exist prior to the close of the acquisition. The revised transaction would have an aggregate purchase price of approximately $2.6 billion exclusive of the additional $50 million described above. |
