19 April 2010
Cisco Completes TANDBERG Offer and Launches Compulsory Acquisition Integrated
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=0D=0A=0D=0ACisco Completes TANDBERG Offer and Launches Compulsory Acquisition Integrated=
Cisco TelePresence Product Portfolio to Usher In New Way of Working =0D=0A**Media/Analyst=
Conference Call Details Below**=0D=0ASAN JOSE, Calif. - April 19, 2010=
- Cisco [http://www.cisco.com?elq=3Deb6fdc72ea8f456e93c4741e9a251f65] (NASDAQ:=
CSCO) today announced it has completed its voluntary offer for TANDBERG=
[http://www.tandberg.com?elq=3Deb6fdc72ea8f456e93c4741e9a251f65] (OSLO:=
TAA), a global leader in video communications. The close of this transaction,=
and the consequent creation of an extensive combined product portfolio,=
accelerates Cisco’s vision of changing the way people communicate and collaborate=
by delivering simple, unique and interoperable collaboration experiences.=
=0D=0A”Today we are celebrating a very important step for our customers=
in the journey to put people at the center of collaboration and change=
the way we work,” said Marthin De Beer, senior vice president, Emerging=
Technologies Business Group, Cisco. “We strongly believe that telepresence=
- the next generation of videoconferencing - along with Cisco’s entire=
rich collaboration portfolio, powers this new way of working where everyone,=
everywhere, can be more productive through the pervasive use of video and=
face-to-face collaboration.”=0D=0AThe full TANDBERG product line is now=
part of the Cisco TelePresenceT portfolio. Through this combined offering,=
the Cisco TelePresence business provides customers with access to a fully=
integrated architecture, a comprehensive network-based endpoint and infrastructure=
portfolio - designed to help provide multivendor interoperability - and=
a suite of unique experiences, customizable applications and flexible deployment=
models. =0D=0AWith the close of this transaction, Fredrik Halvorsen, the=
former CEO of TANDBERG, becomes senior vice president and leader of the=
new TelePresence Technology Group within De Beer’s organization. This newly-formed=
group includes three fully integrated businesses that will focus on endpoints,=
infrastructure and Cisco TelePresence cloud services. =0D=0AUnder this=
leadership, and with unified product lines, employees and vision, Cisco=
aims to provide consistency and investment protection for customers while=
speeding innovation that will positively impact the creation of new collaboration=
experiences.=0D=0AUnder the terms of the tender offer, and following the=
completion of the compulsory acquisition of shares, Cisco will have purchased=
all of the outstanding shares of TANDBERG for 170 Norwegian kroner per=
share for an aggregate purchase price of approximately 19 billion Norwegian=
kroner or $3.3 billion. Cisco expects the acquisition to be dilutive to=
non-GAAP earnings in fiscal year 2010 and accretive to non-GAAP earnings=
in fiscal year 2011. =0D=0AThe New Cisco TelePresence Experience: Endpoints,=
Infrastructure and Cisco TelePresence Cloud Services =0D=0ACisco is unique=
in its architectural approach to collaboration, bringing together network-based,=
open, integrated and interoperable solutions. From multipurpose rooms and=
immersive solutions to personal systems that include PC clients, the combined=
Cisco TelePresence portfolio retains the full range of endpoints, infrastructure=
products and flexible deployment options from Cisco and TANDBERG. Customers=
are also provided with a comprehensive set of solution platforms for horizontal=
and industry applications. Cisco has committed to work to ensure the entire=
portfolio interoperates with third-party systems and PC video clients,=
including Microsoft Office Communicator. =0D=0AThe integrated infrastructure=
includes offerings and services that allow customers to enjoy exceptional=
intra- and intercompany collaboration experiences, high-performance multipoint=
meetings, and any-to-any interoperability. The services and offerings also=
allow robust management and scheduling capabilities and highly secure usability=
features like “One Button to Push” and “Continuous Presence.” Unique to=
Cisco TelePresence is a set of media services for advanced recording, streaming,=
transcribing, transcoding and video analytics capabilities. =0D=0ACisco=
also provides a spectrum of on- and off-premise deployment and service=
options for Cisco TelePresence. From comprehensive managed services, including=
intercompany, from the world’s top service provider partners to hosted=
intercompany services, cloud-based applications and even “do it yourself”=
options, customers have access to flexible deployment and services options=
that meet their unique needs. This means that customers can choose the=
right mix of intercompany collaboration options based on audience, location=
and connectivity. =0D=0AExtended Industry Interoperability and Standards=
Development=0D=0ABeyond interoperability across company boundaries, the=
combined Cisco TelePresence portfolio provides a rich assortment of options=
designed to facilitate any-to-any video interoperability. These multivendor=
support options and our commitment to deliver broad-based industry standards=
through the Telepresence Interoperability Protocol (TIP) for native telepresence=
interoperability, provide customers with investment protection and flexible=
options for extending their investments to new forms of collaboration.=
=0D=0ATIP provides the underpinning for a scalable multiscreen switched=
architecture and was released as a method to provide native telepresence=
interoperability. TIP is currently available under license from Cisco and=
will be transferred to the International Multimedia Teleconferencing Consortium=
(IMTC) or another independent industry body to facilitate interoperability.=
=0D=0ATo advance native telepresence interoperability, Cisco is launching=
the TIP Open Source project and will publish the TIP source code libraries=
by July 1, 2010. Nine videoconferencing and telepresence vendors have licensed=
TIP so far. =0D=0AExpanded Partner Opportunities=0D=0AThe Cisco and TANDBERG=
worldwide ecosystem of partners that deliver and support world-class Cisco=
TelePresence and video collaboration experiences will continue to support=
customers. Cisco will honor existing services and support commitments made=
to TANDBERG customers and partners through the TANDBERG service team. Cisco=
plans to reveal a harmonized partner strategy that combines the best of=
the TANDBERG and Cisco programs to help ensure a seamless experience for=
existing and new customers, and will provide exciting new opportunities=
for partners. =0D=0ALaunch of Compulsory Acquisition=0D=0ACisco also announced=
today that its wholly owned subsidiary Cisco Systems Netherlands Holdings=
BV (”Cisco BV”) shall acquire all of the outstanding issued shares in TANDBERG=
that are not currently owned by Cisco BV, by a compulsory acquisition of=
shares. Following completion of the compulsory acquisition, Cisco BV will=
be the sole shareholder of TANDBERG.=0D=0A=0D=0AWith the closing of the=
voluntary offer, Cisco BV holds approximately 91.1 % of the voting rights=
and share capital in TANDBERG. Cisco BV has resolved to exercise its right=
to conduct a compulsory acquisition of the shares in TANDBERG, pursuant=
to the Norwegian Securities Trading Act section 6-22, c.f. the Norwegian=
Public Limited Companies Act section 4-25. The compulsory acquisition will=
be effective from the close of trading today, and today will be the last=
day TANDBERG shares are traded on the Oslo Stock Exchange. =0D=0ACisco=
BV is offering consideration of NOK 170.00 per share in the compulsory=
acquisition, which is the same price paid in the voluntary offer. =0D=0AA=
letter containing information about the price offered and other matters=
in relation to the compulsory acquisition will be sent to all shareholders=
whose shares are subject to the compulsory acquisition. Subsequent to the=
compulsory acquisition, TANDBERG plans to apply for delisting of the company’s=
shares on the Oslo Stock Exchange as soon as practically possible.=0D=0AThe=
acquisition remains subject to regulatory review in Brazil; however, clearance=
in Brazil is not a condition to closing. =0D=0A###=0D=0AMedia and Analyst=
Opportunities:=0D=0AMarthin De Beer and Fredrik Halvorsen will host two=
webcast discussions to outline Cisco’s video vision, Cisco and TANDBERG=
coming together and the formation of the combined TelePresence Technology=
Group. Both webcasts will cover the same material and are open to the public.=
For more information and to register for the webcasts, go to: =0D=0A2:00=
a.m. PT/10:00 a.m. GMT/11:00 a.m. CET: http://event.on24.com/r.htm?e=3D206278&s=3D1&k=3D2DD2029C4FA3407244CCF559C3B171A2=
[http://event.on24.com/r.htm?e=3D206278&s=3D1&k=3D2DD2029C4FA3407244CCF559C3B171A2]=
=0D=0A9:30 a.m. PT/5:30 p.m. GMT/6:30 p.m. CET: http://event.on24.com/r.htm?e=3D206285&s=3D1&k=3DE2E022ACF521424C4B560506B3E3D64D=
[http://event.on24.com/r.htm?e=3D206285&s=3D1&k=3DE2E022ACF521424C4B560506B3E3D64D]=
=0D=0A=0D=0AUseful Links:=0D=0A. Video: Cisco TelePresence Vision: http://www.youtube.com/v/7ZFRC1ab-uk&hl=3Den&fs=3D1=
[http://www.youtube.com/v/7ZFRC1ab-uk&hl=3Den&fs=3D1]=0D=0A. For more information=
on Cisco TelePresence, visit: www.cisco.com/go/telepresence [http://www.cisco.com/go/telepresence]=
=0D=0A. Follow Cisco on Twitter at @CiscoSystems=0D=0A. RSS Feed for Cisco:=
http://newsroom.cisco.com/dlls/rss.html [http://newsroom.cisco.com/dlls/rss.html]=
=0D=0ATags / Keywords:=0D=0ACisco, TANDBERG, collaboration, TelePresence,=
video=0D=0AAbout Cisco Collaboration=0D=0AFrom award-winning IP communications=
to mobility, customer care, Web conferencing, messaging, enterprise social=
software, and interoperable telepresence experiences, Cisco brings together=
network-based, integrated collaboration solutions based on open standards.=
These solutions, as well as services from Cisco and our partners, are designed=
to help promote business growth, innovation and productivity. They also=
designed to help accelerate team performance, protect investments, and=
simplify the process of finding the right people and information.=0D=0AAbout=
Cisco Systems =0D=0ACisco, (NASDAQ: CSCO), the worldwide leader in networking=
that transforms how people connect, communicate and collaborate, this year=
celebrates 25 years of technology innovation, operational excellence and=
corporate social responsibility. Information about Cisco can be found at=
http://www.cisco.com [http://www.cisco.com/]. For ongoing news, please=
go to http://newsroom.cisco.com [http://newsroom.cisco.com/].=0D=0A# #=
#=0D=0ACisco, the Cisco logo, Cisco Systems and Cisco TelePresence are=
registered trademarks or trademarks of Cisco Systems, Inc. and/or its affiliates=
in the United States and certain other countries. All other 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.=0D=0AThis document is Cisco Public Information.=
=0D=0AForward-Looking Statements =0D=0AThis 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 compulsory acquisition, the anticipated benefits for customers=
and partners, the anticipated beneficial impact on innovation, and TIP.=
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 TANDBERG due to uncertainty relating to the acquisition,=
the retention of employees of TANDBERG and the ability of Cisco to successfully=
integrate TANDBERG 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 report on Form 10-Q filed with the SEC on February 17, 2010.=
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.=0D=0APress Contacts: =0D=0ACisco=
International:=0D=0AHeather Dickinson=0D=0A+44 (0)20 8824 6049=0D=0Ahdickins@cisco.com=
[mailto:hdickins@cisco.com]=0D=0ACisco United States:=0D=0AKristin Carvell=
=0D=0A+1 408 424 0206=0D=0Akcarvell@cisco.com [mailto:kcarvell@cisco.com]=
=0D=0A=0D=0AAnalyst Contact: =0D=0AMain Contact:=0D=0AMelissa Selcher=0D=0A+1=
408 424 1335=0D=0Amselcher@cisco.com [mailto:mselcher@cisco.com]=0D=0A=
=0D=0AInvestor Relations Contacts:=0D=0AMain Contact:=0D=0ALaura Graves=
=0D=0A+1 408 526 6521=0D=0Alagraves@cisco.com [mailto:lagraves@cisco.com]=
=0D=0AInternational Contact:=0D=0AMatt Hardwick=0D=0A+44 (0)20 8824 1970=
=0D=0Amahardwi@cisco.com [mailto:mahardwi@cisco.com]=0D=0A=0D=0A=0D=0A =
=0D=0ACopyright=A9 2007 TANDBERG =0D=0A1212 Avenue of the Americas. 24th=
Floor. New York, NY 10036 +212.692.6500 =0D=0APhilip Pedersens vei 20.=
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