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| Barracuda Networks Improves Public Tender Offer for phion | |
| Posted: Fri Sep 18, 2009 02:21:00 PM | |
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Barracuda Networks Inc., a stock corporation organized under the laws of the State of Delaware having its principal place of management at 3175 Winchester Blvd, Campbell, California 95008, United States of America ("Barracuda Networks"), has published a voluntary public tender offer with the intention to achieve control (freiwilliges Angebot zur Kontrollerlangung) (the "Offer") pursuant to § 25a of the Austria Takeover Act on 22 August 2009 with regard to all issued shares of phion AG, a stock corporation (Aktiengesellschaft) organized under the laws of the Republic of Austria having its corporate seat in Innsbruck and the registered address at A?6020 Innsbruck, Eduard-Bodem-Gasse 1, registered in the companies register of the Regional Court of Innsbruck under FN 184392s ("phion" or the "Target"). The offer price per share in phion (securities code ISIN AT0000PHION3) is EUR 12. The acceptance period under the Offer runs from 24 August 2009 (including) until and including 18 September 2009, 6.30 p.m. Barracuda Networks announces its intention to improve the Offer by increasing the offer price to EUR 16 per phion share. At the same time the acceptance period under Offer shall be extended until and including 25 September 2009, 6.30 p.m. The terms and conditions of the Offer shall otherwise not be modified. This is also true with respect to the conditions precedent as set out in 2.3 of the Offer document, including the condition precedent that, at the end of the extended offer period, Barracuda Networks and any person(s) acting in concert with Barracuda Networks dispose of at least 75 percent plus one share of the Target's issued voting stock (including the shares purchased by Barracuda Networks from Messrs. Wieland Alge, Klaus Maximilian Gheri and Peter Marte). Barracuda Networks submits the amended Offer to the Austrian Takeover Commission simultaneously. The amended Offer may be published at the earliest four stock exchange days after notification to the Takeover Commission, i.e. on 15 September 2009, provided that the Takeover Commission does not prohibit publication of the amended Offer. |