1 Oktober 2009
Cisco Makes Recommended Offer to Acquire TANDBERG
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=0D=0A=0D=0A Cisco Makes Recommended=
Offer to Acquire TANDBERG =0D=0A=0D=0AAcquisition of TANDBERG to Expand=
Cisco’s Collaboration Offering and Enable Customers to Transform How They=
Do Business Globally=0D=0A=0D=0ASAN JOSE, Calif., NEW YORK, and, OSLO,=
Norway, October 1, 2009 - Cisco [http://www.cisco.com?elq=3D1cc876623b984bdf8395bb037356c097]=AE=
(NASDAQ: CSCO) today announced a definitive agreement for Cisco to launch=
a recommended voluntary cash offer to acquire TANDBERG [http://www.tandberg.com?elq=3D1cc876623b984bdf8395bb037356c097]=
(OSLO: TAA.OL). TANDBERG, based in Oslo, Norway, and New York, is a global=
leader in video communications, including a broad range of world-class=
video endpoint and network infrastructure solutions with intercompany and=
multi-vendor interoperability. With this proposed acquisition, Cisco will=
expand its collaboration portfolio to offer more solutions to a greater=
number of customers, further accelerating market adoption globally.=0D=0A=
=0D=0AUnder the terms of the agreement, Cisco will commence a cash tender=
offer to purchase all the outstanding shares of TANDBERG for 153.5 Norwegian=
Kroner per share for an aggregate purchase price of approximately $3.0=
billion. This represents an 11.0% premium to the previous day closing price=
of TANDBERG’s stock, and a 25.2% premium to the 3-month volume weighted=
average closing price for TANDBERG’s stock. The proposal was recommended=
unanimously by TANDBERG’s board of directors.=0D=0A=0D=0AThe acquisition=
is expected to close during the first half of calendar year 2010; however,=
the close date is subject to customary closing conditions, including regulatory=
review in the United States and elsewhere. Cisco expects the acquisition=
to be accretive to Cisco’s non-GAAP earnings in fiscal year 2011.=0D=0A=
=0D=0AHighlights / Key Facts:=0D=0A=0D=0A* =0D=0ACisco’s collaboration vision=
is to enable a sustainable, new level of enterprise productivity, agility=
and innovation by transforming the way people interact, share knowledge=
and deliver productive outcomes within and across organizations.=0D=0A=
=0D=0A* =0D=0ATelePresence and high-quality video have redefined how users=
communicate through easy-to-use, immersive, high-quality video experiences=
and are becoming a larger segment of the broader collaboration market.=
=0D=0A=0D=0A* =0D=0ATANDBERG’s leading video endpoints and network infrastructure=
solution will be integrated into Cisco’s world-class collaboration architecture.=
=0D=0A=0D=0A* =0D=0AThis will enable intercompany and multi-vendor interoperability=
and ease of use across the full product portfolio - from desktop to immersive,=
multi-screen TelePresence. This interoperability will benefit Cisco’s customers,=
but also competitors and partners by accelerating customer interest in=
video collaboration globally.=0D=0A=0D=0A* =0D=0ACisco continues to invest=
in the European market as a center of innovation across all market segments,=
and will continue to drive global growth by positioning TANDBERG’s Norway=
operations as a European center of video excellence alongside our Service=
Provider video team in Diegem, Belgium.=0D=0A=0D=0A* =0D=0ATANDBERG’s 1,500=
employees globally, with innovation centers in Norway and the United Kingdom,=
will be extremely important as Cisco’s team continues to drive video innovation=
and growth.=0D=0A=0D=0A* =0D=0AUpon completion of the transaction, TANDBERG’s=
CEO Fredrik Halvorsen will lead the new TelePresence Technology Group,=
reporting to Marthin DeBeer, senior vice president of Cisco’s Emerging=
Technologies Group.=0D=0A=0D=0AQuotes:=0D=0A=0D=0AJohn Chambers, Chairman=
and Chief Executive Officer, Cisco:=0D=0A=0D=0A”Cisco and TANDBERG have=
remarkably similar cultures and a shared vision to change the way the world=
works through collaboration and video communications technologies,” said=
Cisco Chairman and Chief Executive Officer John Chambers. “Collaboration=
is a $34 billion market and is growing rapidly-enabled by networked Web=
2.0 technologies. This acquisition showcases Cisco’s financial strength=
and ability to quickly capture key market transitions for growth.”=0D=0A=
=0D=0AFredrik Halvorsen, Chief Executive Officer, TANDBERG:=0D=0A=0D=0A”Cisco=
and TANDBERG share a vision of changing the way people communicate and=
collaborate,” said TANDBERG Chief Executive Officer Fredrik Halvorsen.=
“This transaction is a vote of confidence, not just in TANDBERG but in=
our technology and our people. The combination of world-class technologies,=
Cisco’s global scale, and exceptional people from both organizations will=
enable us to accelerate innovation and market adoption.”=0D=0A=0D=0AMedia=
Opportunities:=0D=0A=0D=0A* =0D=0ACisco CEO John Chambers and TANDBERG=
CEO Fredrik Halvorsen will host a joint investor call on Oct. 1 at 12 p.m.=
CET (3 a.m. PT) to discuss the proposed transaction. The dial-in numbers=
are +1 212.287.1646 (international) and (888) 788 8648 (United States).=
Replay of the event is available until October 16 at +1 203.369.0122 (international)=
and (866) 357 4205 (United States).=0D=0A=0D=0A* =0D=0ACisco CEO John Chambers=
and TANDBERG CEO Fredrik Halvorsen will host a joint press conference on=
Oct. 1 at 12:45 p.m. CET (3:45 a.m. PT) at the Hotel Continental; Stortingsgaten=
24/26, Oslo, Norway. Members of the media are invited to attend in person,=
dial in to the event or listen to an audiocast. The dial-in numbers are=
+44 (0)20 7806 1950 (international) and (888) 935 4575 (United States).=
Replay of the event is available until October 7 at +47 2100 0498 (international)=
and (866) 932 5017 (United States). The audiocast will be available at=
http://nongrata.seria.net/embed.php?id=3D23717.=0D=0A=0D=0A* =0D=0ACisco=
CEO John Chambers and TANDBERG CEO Fredrik Halvorsen will host a joint=
multi-point TelePresence roundtable session for investors, analysts and=
the media on Oct. 1 at 4 p.m. CET (7 a.m. PT) in Oslo, San Jose, Boston=
and Bedfont Lakes. To watch a live webcast of this session, please click=
here. Please note that online registration is required. A broadcast replay=
will be available within 24 hours. For more information on this announcement,=
please visit newsroom.cisco.com.=0D=0A=0D=0AUseful Links:=0D=0A=0D=0A*=
=0D=0AVideo [http://www.tandberg.com/media/video/TAA_teaser.wmv?elq=3D1cc876623b984bdf8395bb037356c097]=
featuring John Chambers, Cisco Chairman and CEO, and Fredrik Halvorsen,=
TANDBERG CEO, discussing the proposed transaction.=0D=0A=0D=0A* =0D=0AInvestor=
Relations information [http://www.tandberg.com/investor-relations.jsp?elq=3D1cc876623b984bdf8395bb037356c097]=
=0D=0A=0D=0AAbout TANDBERG=0D=0ATANDBERG is the leading provider of telepresence,=
high-definition videoconferencing and mobile video products and services.=
The Company has dual headquarters in New York and Oslo. TANDBERG designs,=
develops and markets systems and software for video, voice and data communication.=
The Company provides sales, support and value-added services in more than=
90 countries worldwide. TANDBERG is publicly traded on the Oslo Stock Exchange=
under the ticker TAA.OL. Please visit www.tandberg.com for more information.=
=0D=0A=0D=0AAbout Cisco=0D=0A=0D=0ACisco (NASDAQ: CSCO) is the worldwide=
leader in networking that transforms how people connect, communicate and=
collaborate. Information about Cisco can be found at http://www.cisco.com.=
For ongoing news, please go to http://newsroom.cisco.com.=0D=0A=0D=0ACisco,=
the Cisco logo and Cisco Systems 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=0A=
=0D=0AThis document is Cisco Public Information.=0D=0A=0D=0ATANDBERG is=
a registered trademark or trademark in the U.S. and certain other countries.=
All other trademarks are property of their respective owners.=0D=0A=0D=0AForward-Looking=
Statements=0D=0A=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 the expected completion=
of the acquisition and the time frame in which this will occur, the expected=
benefits to Cisco from completing the acquisition, the impact of the combined=
company on relevant markets and plans regarding TANDBERG 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, obtaining a sufficient=
number of tendered shares of common stock and regulatory approval of the=
acquisition, the potential impact on the business of TANDBERG due to the=
uncertainty about 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-K. 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=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. 1366. Lysaker. Norway=
+47.67.125.125 =0D=0AContact a TANDBERG office near you. =0D=0A=0D=0APlease=
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