This Schedule 14A filing consists of the following communication relating to the proposed acquisition (the
Acquisition) of Pivotal Software, Inc. (Pivotal) by VMware, Inc. (the Company), a Delaware corporation, and Raven Transaction Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of the Company
(Merger Sub), pursuant to the terms of an Agreement and Plan of Merger, dated August 22, 2019, by and among the Company, Pivotal and Merger Sub:
Integration Email to Pivotal Software, Inc. Employees, first used or made available on November 8, 2019.
Email to Pivotal Software, Inc. Employees
The
following is a portion of an email to Pivotal employees from Edward Hieatt, Pivotals Senior Vice President, Customer Success, on November 8, 2019. Ray OFarrell is VMware, Incs Executive Vice President and GM, Modern
Applications Platform Business Unit.
All -
For our
week 10 Integration Update, I wanted to turn it over to Ray OFarrell, who is leading the integration at VMware, to share an update from VMworld Europe
.
.Here is Rays update:
Team
Thank you for the opportunity to add some of my thoughts to Tanzu Tuesday!
I am sitting backstage (in Barcelona) prepping
for the VMworld Day 2 Gen Session Keynote as I write this
so I wanted to share some of my (VMworld) thoughts and observations.
This morning, Pat did a great job kicking-off the Day 1 Gen Session Keynote in which he focused a
significant portion on modern app development and, in particular, the strength in which Pivotal platforms and services will shape the combined VMware and Pivotal future organization.
After the Gen Session, I met with several press, analysts and customers. The feedback they gave me, specific to the opportunity ahead of us,
has been both powerful and motivational. I wish that many of you could see their excitement for our joint customer base as they see the value and future potential of what we can do together.
At the Analyst & Press session, there was strong interest in our commitment to moving toward K8S. I stressed our intention to get
to a unified product / service set, based on K8S, but I also emphasized that we must carefully manage the enterprise needs for our customers as we go through this transformation.
Several partners also wanted to know about the opportunities we were going to give to them in order to leverage our combined future products
and even how they would cooperate with us on what they see as a great service opportunity.
I am eagerly awaiting the deal closing
so we can start building great products and services together!
BTW, loved visiting with the Pivotal team in the VMworld Solutions
Expo.
Ray
This communication
may be deemed to be solicitation material in respect of the proposed merger with Pivotal (the Pivotal Merger). This communication does not constitute an offer to sell or the solicitation of an offer to buy VMware securities or the
solicitation of any vote or approval. The proposed Pivotal Merger will be submitted to Pivotals stockholders for their consideration. In connection with the proposed transaction, Pivotal has filed a preliminary proxy statement on Schedule 14A
with the Securities and Exchange Commission (the SEC). The preliminary proxy statement contains important information about the Pivotal Merger and related matters. Promptly after being filed with the SEC, the definitive proxy statement
and a proxy card will be mailed to Pivotals stockholders.
BEFORE MAKING ANY VOTING OR INVESTMENT DECISION WITH RESPECT TO THE PROPOSED TRANSACTION,
INVESTORS AND STOCKHOLDERS OF PIVOTAL ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT REGARDING THE PROPOSED TRANSACTION (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND OTHER RELEVANT MATERIALS CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME
AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The preliminary proxy statement, the definitive proxy statement, any amendments or supplements thereto and other relevant materials, and any other documents
filed by Pivotal with the SEC, may be obtained once such documents are filed with the SEC free of charge at the SECs website at www.sec.gov.