Cisco Completes Acquisition of BroadSoft
February 02 2018 - 8:00AM
SAN JOSE, Calif., Feb. 02, 2018
(GLOBE NEWSWIRE) -- Today Cisco (NASDAQ:CSCO) announced the
completion of its acquisition of BroadSoft (NASDAQ:BSFT). BroadSoft
accelerates Cisco's cloud strategy and collaboration portfolio by
adding the industry's leading cloud calling and contact center
solutions to Cisco's leading calling, meetings, messaging, customer
care, hardware endpoints and services portfolio.
More and more businesses expect fully featured
calling, meeting, messaging and contact center solutions with the
ability to deploy them flexibly - on premises, in the cloud or as
hybrid solutions to leverage existing investments. By combining
BroadSoft's open interface and standards-based solutions primarily
delivered via Service Provider partners, with Cisco's existing
portfolio, the combined company will offer best-of-breed solutions
for businesses of all sizes which will be delivered through VAR and
Service Provider partners. Together, Cisco and BroadSoft will
deliver a full suite of rich collaboration experiences to power the
future of work.
Former BroadSoft CEO Michael Tessler and his
organization are joining Cisco's Unified Communications Technology
Group led by Vice President and General Manager Tom Puorro, under
the Applications Group led by Rowan Trollope.
Under the terms of the agreement, Cisco is paying
$55 per share, in cash, in exchange for each share of
BroadSoft common stock, for an aggregate purchase price of
approximately $1.9 billion net of cash and investment,
assuming fully diluted shares including conversion of debt. Cisco
and BroadSoft notified NASDAQ of the completion of the acquisition
and requested that NASDAQ file a notification of delisting with the
Securities and Exchange Commission (the "SEC") on BroadSoft's
behalf. Cisco expects that the delisting of BroadSoft's common
stock from the NASDAQ stock market will formally become effective
on February 12, 2018.
Pursuant to the Indenture, dated as of June 20,
2011 (as supplemented, the "2011 Indenture"), between BroadSoft and
Wells Fargo Bank, National Association ("Wells Fargo"), relating to
its outstanding 1.50% Convertible Senior Notes due 2018 (the "2011
Notes"), and the Indenture, dated as of September 15, 2015 (as
supplemented, the "2015 Indenture"), between BroadSoft and Wells
Fargo, relating to its outstanding 1.00% Convertible Senior Notes
due 2022 (the "2015 Notes"), the completion of Cisco's acquisition
of BroadSoft constituted both a "Fundamental Change" and a
"Make-Whole Fundamental Change" (each, as defined in the 2011
Indenture and the 2015 Indenture, respectively) effective
yesterday. A copy of the 2011 Indenture was included as an exhibit
to BroadSoft's Current Report on Form 8-K, filed with the SEC on
June 21, 2011 and a copy of the 2015 Indenture was included as an
exhibit to BroadSoft's Current Report on Form 8-K, filed with the
SEC on September 15, 2015.
About
Cisco
Cisco (NASDAQ:CSCO) is the worldwide technology leader that has
been making the Internet work since 1984. Our people, products, and
partners help society securely connect and seize tomorrow's digital
opportunity today. Discover more at newsroom.cisco.com and follow
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Cisco and the Cisco logo are trademarks or
registered trademarks of Cisco and/or its affiliates in the U.S.
and other countries. To view a list of Cisco trademarks, go to:
www.cisco.com/go/trademarks. Third-party trademarks mentioned in
this document are the property of their respective owners. The use
of the word partner does not imply a partnership relationship
between Cisco and any other company.
Forward-Looking
Statements
This press release may be deemed to contain forward-looking
statements, which are subject to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995, including
statements regarding the expected benefits to Cisco and its
customers, and plans regarding BroadSoft personnel. Readers
are cautioned that these forward-looking statements are only
predictions and may differ materially from actual future events or
results due to a variety of factors, including, among other things,
the potential impact on the business of BroadSoft due to the
uncertainty about the acquisition, the retention of employees of
BroadSoft and the ability of Cisco to successfully integrate
BroadSoft and to achieve expected benefits, business and economic
conditions and growth trends in the networking industry, customer
markets and various geographic regions, global economic conditions
and uncertainties in the geopolitical environment and other risk
factors set forth in Cisco's most recent reports on Form 10-K and
Form 10-Q. Any forward-looking statements in this release are based
on limited information currently available to Cisco, which is
subject to change, and Cisco will not necessarily update the
information.
Press
Contact:
Robyn Jenkins-Blum
+1 408 853 9848
rojenkin@cisco.com
Industry Analyst
Contact:
Ben Culp
+1 949 823 3787
beculp@cisco.com
Investor Relations
Contact:
Carol Villazon
+1 408 527 6538
carolv@cisco.com
This
announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the
information contained therein.
Source: Cisco via Globenewswire
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