Blue Coat Agrees To Be Acquired By Private Equity Firm

PRESS RELEASE

(RTTNews.com) - Business software company Blue Coat Systems, Inc. (BCSI) Friday said it has agreed to be acquired by an investor group led by San Francisco-based private equity investment firm Thoma Bravo, LLC, for about $1.3 billion. Blue Coat expects to close the deal in the first calendar quarter of 2012. In the pre-market, the shares are up more than 44 percent on the Nasdaq.

As per the terms of the agreement, shareholders of Blue Coat will receive $25.81 in cash for each share of the company's stock they hold. This will represent a premium of around 48 percent over Blue Coat Systems' closing price on December 8 and a premium of nearly 62 percent over the 60-day trailing average for the period ended on the date.

Blue Coat stated that over the last six months, its board was having a comprehensive review of all strategic options available to the company. David Hanna, chairman of the company said, "After an extensive evaluation of strategic alternatives with our independent advisors, the Board has determined that the definitive agreement with Thoma Bravo provides an attractive all-cash valuation to our shareholders."

The investor group led by Thoma Bravo includes Ontario Teachers' Pension Plan through its private investor department, Teachers' Private Capital.

Commenting on the deal, Gregory Clark, president and chief executive officer of Blue Coat stated that the company's partnership with Thoma Bravo will assist it in more aggressively realizing opportunities in its two markets by providing a platform, which will support the future growth of the company.

Blue Coat added that it will continue to operate with its focus on Web security and WAN optimization.

The board of directors of Blue Coat has approved the agreement and recommended the shareholders of the company adopt the agreement.

Orlando Bravo, managing partner at Thoma Bravo said, "As a private company, Blue Coat will be better positioned to innovate at an accelerated rate and achieve a higher level of growth."

Goldman, Sachs & Co. is serving as financial advisor to Blue Coat. Thoma Bravo has received financing commitments from Jefferies Finance LLC.

BCSI closed Thursday's regular trading at $17.48 on the Nasdaq. In the pre-market activity, the shares are up 44.28 percent at $25.22.

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