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Home » Press Releases » Infoblox Announces Agreement To Be Acquired By Vista
Equity Partners For $26.50 Per Share In Cash


INFOBLOX ANNOUNCES AGREEMENT TO BE ACQUIRED BY VISTA EQUITY PARTNERS FOR $26.50
PER SHARE IN CASH

 * September 19, 2016

Transaction Valued at Approximately $1.6 Billion. Purchase Price Represents a
33% Premium Over 60 Day Average and 73% Premium to Unaffected Stock Price

Infoblox Inc. (NYSE:BLOX), the network control company, today announced that it
has entered into a definitive agreement to be acquired by Vista Equity Partners
(“Vista”), a leading private equity firm focused on software, data and
technology-enabled businesses. Under the terms of the agreement, Infoblox
stockholders will receive $26.50 per share of common stock in cash, which
represents a 33% premium to Infoblox’s average closing share price over the last
60 trading days, and a 73% premium to Infoblox’s unaffected closing price as of
May 11, 2016, when media reports of interest in acquiring Infoblox were first
published. The transaction values Infoblox at approximately $1.6 billion. The
agreement was unanimously approved by Infoblox’s Board of Directors.

“Vista has an excellent track record of supporting and adding value to
technology companies, and we are thrilled to bring on a partner of their caliber
and strategic expertise,” said Jesper Andersen, President and CEO of Infoblox.
“This transaction will provide immediate and substantial value to Infoblox
stockholders, while also giving Infoblox greater flexibility to execute on our
long-term strategy to drive increased DDI automation and DNS security into the
enterprise market. We are excited to begin our partnership with Vista and look
forward to leveraging their operational insights as we continue to deliver the
industry-leading products, solutions and customer service on which our customers
rely.”

“As all industries are moving to the cloud in record speed, and as connected
devices proliferate, companies depend more than ever on network automation and
security,” said Brian Sheth, Co-Founder and President of Vista Equity Partners.
“Infoblox is the trusted market leader in DDI solutions, and their strategy and
portfolio of secure automated networking solutions make the company uniquely
positioned to deliver for its customers. We are looking forward to working with
the talented team at Infoblox to support the company’s strategic vision and grow
its industry leadership.”

Infoblox’s Board of Directors received and thoroughly evaluated multiple
indications of interest before deciding to proceed with this transaction. The
transaction will be effected by means of a tender offer followed by a merger,
and the Infoblox Board of Directors unanimously recommends Infoblox stockholders
tender their shares in the offer. The transaction is expected to close in
Infoblox’s fiscal second quarter, subject to customary closing conditions and
regulatory approvals. Infoblox will maintain its corporate headquarters in Santa
Clara, California and continue to be led by its current executive team.

For further information regarding the terms and conditions contained in the
definitive merger agreement, please see Infoblox’s Current Report on Form 8-K,
which will be filed in connection with this transaction.

Morgan Stanley is acting as exclusive financial advisor and Fenwick & West LLP
is acting as legal advisor to Infoblox. Vista’s legal advisor is Kirkland &
Ellis LLP.

About Infoblox

Infoblox (NYSE: BLOX) delivers Actionable Network Intelligence to enterprise,
government, and service provider customers around the world. As the industry
leader in DNS, DHCP, and IP address management, the category known as DDI,
Infoblox (www.infoblox.com) provides control and security from the
core—empowering thousands of organizations to increase efficiency and
visibility, reduce risk, and improve customer experience.

About Vista Equity Partners

Vista Equity Partners, a U.S.-based private equity firm with offices in Austin,
Chicago and San Francisco, with more than $26 billion in cumulative capital
commitments, currently invests in software, data and technology-based
organizations led by world-class management teams with long-term perspective.
Vista is a value-added investor, contributing professional expertise and
multi-level support towards companies realizing their full potential. Vista’s
investment approach is anchored by a sizable long-term capital base, experience
in structuring technology-oriented transactions, and proven management
techniques that yield flexibility and opportunity in private equity investing.
For more information, please visit www.vistaequitypartners.com.

Forward Looking Statements

All statements in this communication that are not statements of historical fact
are forward looking statements. These forward-looking statements can be
identified by the fact that they do not relate only to historical or current
facts. Forward-looking statements often use words such as “anticipate”,
“target”, “expect”, “estimate”, “intend”, “plan”, “goal”, “believe”, “hope”,
“aim”, “continue”, “will”, “may”, “would”, “could” or “should” or other words of
similar meaning or the negative thereof. These statements involve risks and
uncertainties that could cause our actual results to differ materially from
those expressed or implied in forward-looking statements, including, but not
limited to: (i) uncertainties as to the timing of the proposed transaction; (ii)
the risk that the proposed transaction may not be completed in a timely manner
or at all; (iii) uncertainties as to the percentage of Infoblox’s stockholders
that will support the proposed transaction and tender their shares in the offer;
(iv) the possibility that competing offers or acquisition proposals for Infoblox
will be made; (v) the possibility that any or all of the various conditions to
the consummation of the proposed transaction may not be satisfied or waived,
including the failure to receive any required regulatory approvals from any
applicable governmental entities (or any conditions, limitations or restrictions
placed on such approvals); (vi) the occurrence of any event, change or other
circumstance that could give rise to the termination of the Merger Agreement,
including in circumstances which would require Infoblox to pay a termination fee
or other expenses; (vii) risks regarding the failure to obtain the necessary
financing to complete the proposed transaction; (viii) risks related to the debt
financing arrangements entered into in connection with the proposed transaction;
(ix) the effect of the announcement or pendency of the proposed transaction on
Infoblox’s ability to retain and hire key personnel, its ability to maintain
relationships with its customers, resellers, channel partners, suppliers and
others with whom it does business, or its operating results and business
generally; (x) risks related to diverting management’s attention from Infoblox’s
ongoing business operations; (xi) the risk that unexpected costs will be
incurred in connection with the proposed transaction; (xii) changes in economic
conditions, political conditions, trade protection measures, licensing
requirements and tax matters; (xiii) the risk that stockholder litigation in
connection with the proposed transaction may result in significant costs of
defense, indemnification and liability and (xiv) other factors as set forth from
time to time in Infoblox’s filings with the Securities and Exchange Commission,
which are available on our investor relations Web site (http://ir.infoblox.com/)
and on the SEC’s Web site (www.sec.gov). All information provided in this
communication is as of the date hereof, and stockholders of Infoblox are
cautioned not to place undue reliance on our forward-looking statements, which
speak only as of the date such statements are made. Infoblox does not undertake
any obligation to publicly update any forward-looking statements to reflect
events, circumstances or new information after this communication, or to reflect
the occurrence of unanticipated events, except as required by applicable law.

Additional Information and Where to Find It

The tender offer described in this communication has not yet commenced and this
communication is not a recommendation or an offer to purchase or a solicitation
of an offer to sell shares of Infoblox Inc. (the “Company”). At the time the
tender offer is commenced India Merger Sub, Inc. (“Merger Sub”) will file with
the SEC a Tender Offer Statement on Schedule TO, containing an offer to
purchase, form of letter of transmittal and related tender offer documents, and
the Company will file with the SEC a Solicitation/Recommendation Statement on
Schedule 14D-9 relating to the tender offer. Merger Sub and the Company intend
to mail these documents to the stockholders of the Company. These documents, as
they may be amended from time to time, will contain important information about
the tender offer and stockholders of the Company are urged to read them
carefully when they become available. Stockholders of the Company will be able
to obtain a free copy of these documents, when they become available, at the
website maintained by the SEC at www.sec.gov. In addition, the
Solicitation/Recommendation Statement and the other documents filed by the
Company with the SEC will be made available to all stockholders of the Company
free of charge at http://ir.infoblox.com

CONTACTS:
Investor Contact:
Infoblox
pr@infoblox.com

Media Contact:

For Infoblox
John Christiansen / Megan Bouchier
Sard Verbinnen & Co
415-618-8750

For Vista Equity Partners
Alan Fleischmann
Laurel Strategies
202-413-4495
mstakelin@laurelstrategies.com


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August 28, 2023


MEDIA CONTACT

Email: pr@infoblox.com

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