SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the
registrant ☒ Filed by a party other than the
registrant ☐
Check the appropriate box:
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Preliminary proxy statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive proxy statement
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Definitive additional materials
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Soliciting material pursuant to §240.14a-12
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LifeLock, Inc.
(Name of
Registrant as Specified in Its Charter)
(Name of Person(s)
Filing Proxy Statement, if other than the Registrant)
Payment of filing fee (Check the appropriate box):
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No fee required
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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Title of each class of securities to which transaction applies:
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Aggregate number of securities to which transaction applies:
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
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Proposed maximum aggregate value of transaction:
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Total fee paid:
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement
number, or the form or schedule and the date of its filing.
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(1)
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Amount Previously Paid:
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Form, Schedule or Registration Statement No.:
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Filing Party:
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Date Filed:
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A New Chapter for LifeLock
20 Nov , 2016
Every day, more than 4.4 million
members depend on the employees of LifeLock to help protect them from identity theft. Our members also count on us to help restore their good names when victimized by identity thieves.
Now, were prepared to take our products and services to the next level. Weve entered into an agreement for Symantec, a global leader in
cybersecurity and the parent company of Norton, to acquire LifeLock. The deal is subject to regulatory and shareholder approval, of course. But once completed, our two companies, together, will be able to do more for those who depend on us.
Were here for our members and customers
For our
members and customers, rest assured were here for youjust like we have been for more than a decade. You wont see any immediate changes in the products and services that you depend on to help protect your identity and, when
victimized by identity theft, restore your good name.
The combination of Norton and LifeLock will create one single solution for comprehensive
protection, which is critical in our increasingly digital world. It will also enable innovation that wasnt possible before. You, as our members and customers, will be in very good hands with Symantec. We look forward to sharing more
information in the weeks ahead about what you can expect.
A passion for customer experience, innovation and growth
Its rare to find two companies that share not only a passion for customer experience, innovation and growth, but also a strong commitment to values,
mission and employees. Symantecs decision to acquire LifeLock is a testament to the great strides weve made in building a premium brand with great products, services and experiences.
A thank you to LifeLock employees
I cant say
enough good things about the employees of LifeLock, whove helped build this industry-leading and innovative company since its founding in 2005. Beyond the hard work they do every day to deliver the best for our members and customers, they
volunteer in their communities and always strive to do the right thing. To them I say thank youfor their ongoing dedication and commitment, which will be just as important as we continue our work.
I look forward to this exciting new chapter for LifeLock, enabling us to do even more to help protect our members and customers.
Posted by LifeLock President & CEO Hilary Schneider
FORWARD-LOOKING STATEMENTS
This communication contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to the
proposed transaction and business combination between Symantec Corporation (together with its consolidated subsidiaries, Symantec) and LifeLock, Inc. (the Company or LifeLock), including statements regarding the
benefits of the transaction and the anticipated timing of the transaction. These forward-looking statements generally are identified by the words believe, project, expect, anticipate,
estimate, intend, strategy, future, opportunity, plan, may, should, will, would, will be, will continue,
will likely result, and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks
and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this communication, including but not limited to: (i) the risk that the transaction may not be completed in a timely
manner or at all, which may adversely affect the Companys business and the price of the common stock of the Company, (ii) the failure to satisfy the conditions to the consummation of the transaction, including the adoption of the merger
agreement by the stockholders of the Company and the receipt of certain governmental and regulatory approvals, (iii) the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement,
(iv) the effect of the announcement or pendency of the transaction on the Companys business relationships, operating results, and business generally, (v) risks that the proposed transaction disrupts current plans and operations of
the Company and potential difficulties in the Companys employee retention as a result of the transaction, (vi) risks related to diverting managements attention from the Companys ongoing business operations, (vii) the
outcome of any legal proceedings that may be instituted against the Company, its officers or directors related to the merger agreement or the transaction, (viii) the possibility that competing offers or acquisition proposals for the Company
will be made; (ix) risks regarding the failure to obtain the necessary financing to complete the proposed transaction; (x) risks related to the equity and debt financing and related guarantee arrangements entered into in connection with
the proposed transaction; and (xi) the ability of Symantec to implement its plans, forecasts, and other expectations with respect to the Companys business after the completion of the proposed merger and realize additional opportunities
for growth and innovation. In addition, please refer to the documents that the Company files with the SEC on Forms 10-K, 10-Q and 8-K. These filings identify and address other important risks and uncertainties that could cause events and results to
differ materially from those contained in the forward-looking statements set forth in this communication. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking
statements, and the Company assumes no obligation and do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.
Additional Information and Where to Find It
In
connection with the transaction, LifeLock, Inc. (LifeLock) will file relevant materials with the Securities and Exchange Commission (the SEC), including a proxy statement on Schedule 14A. Promptly after filing its definitive
proxy statement with the SEC, LifeLock will mail the definitive proxy statement and a proxy card to each stockholder entitled to vote at the special meeting relating to the transaction. INVESTORS AND SECURITY HOLDERS OF LIFELOCK ARE URGED TO READ
THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS IN CONNECTION WITH THE TRANSACTION THAT LIFELOCK WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION
ABOUT LIFELOCK AND THE TRANSACTION. The definitive proxy statement, the preliminary proxy statement and other relevant materials in connection with the transaction (when they become available), and any other documents filed by LifeLock with the SEC,
may be obtained free of charge at the SECs website (
http://www.sec.gov
) or at LifeLocks website (
http://investor.lifelock.com
) or by writing to LifeLock, Inc., Investor Relations, 60 East Rio Salado Parkway, Suite 400,
Tempe, AZ 85281.
LifeLock and its directors and executive officers are participants in the solicitation of proxies from LifeLocks stockholders with
respect to the transaction. Information about LifeLocks directors and executive officers and their ownership of LifeLocks common stock is set forth in LifeLocks proxy statement on Schedule 14A filed with the SEC on March 24,
2016. To the extent that holdings of LifeLocks securities have changed since the amounts printed in LifeLocks proxy statement, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC.
Information regarding the identity of the participants, and their direct or indirect interests in the transaction, by security holdings or otherwise, will be set forth in the proxy statement and other materials to be filed with SEC in connection
with the transaction.
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