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7/30/2009
04:09 PM
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McAfee To Acquire MX Logic for $140 Million

Acquisition provides McAfee with software-as-a-service business expansion

SANTA CLARA, Calif., July 30, 2009 " McAfee, Inc. (NYSE: MFE) today announced that it has entered into a definitive agreement to acquire privately owned MX Logic, Inc. for approximately $140 million in cash at closing, with an earn-out of up to an additional $30 million in cash if certain performance targets are met. MX Logic is a leading global provider of cloud-based email and Web security and email archiving and continuity services. Adding MX Logic's technologies and services will provide McAfee with the most comprehensive cloud-based security portfolio in the industry, one that combines leading global threat intelligence technologies from McAfee with its Security-as-a-Service solutions: Global Threat Intelligence McAfee' Artemis protects more than 33 million nodes through real-time cloud-based intelligence McAfee TrustedSource analyzes data from more than 100 billion messages per month McAfee SiteAdvisor' provides consumers with a safer search, surf, and online shopping experience by serving 1.9 billion ratings every day Security-as-a-Service McAfee Total Protection Service, endpoint protection via Security-as-a-Service, protects more than five million users with centralized management in the cloud McAfee Vulnerability Assessment, Web application and network vulnerability assessments via Security-as-a-Service, provides real-time validation against industry standards including Payment Card Industry Data Security Standard McAfee SECURE helps keep consumers safe from cybercrime by scanning more than 80,000 merchant Web sites daily and serving more than 126 billion impressions since 2008. Additionally, McAfee vulnerability scanning services protects more than 250,000 Web sites. MX Logic protects 40,000 customers with more than four million end users with email and Web security and email archiving and continuity services More than 1800 MX Logic channel partners provide a strong Security SaaS partner ecosystem to cross sell McAfee Security SaaS solutions and develop co-branded and bundled offerings MX Logic data centers in Asia Pacific, EMEA, Japan and the United States protect a geographically dispersed customer base with the capacity to expand into new customer segments and global markets "The acquisition of MX Logic will reinforce our position as a leader in Security-as-a-Service, and brings world-class email and Web defense, including archiving and business continuity services, extending our proven expertise in providing cloud-based services to our customers," said Dave DeWalt, president and chief executive officer, McAfee. "MX Logic aligns with the McAfee vision to lead Security SaaS by bringing industry-leading technologies and a strong partner ecosystem." Following completion of the proposed acquisition, McAfee will offer the most comprehensive and dedicated security portfolio in the market with the broadest set of delivery options including appliances, software, in the cloud or hybrid deployments. This approach will give businesses in all market segments the flexibility to purchase these solutions as standalone offerings or to mix and match these deployment choices to meet their exact needs. "We view McAfee as the leading dedicated security company and a pioneer in Security-as-a-Service," said John Street, chairman and chief executive officer, MX Logic. "We will now be even better equipped to help our customers address the complex challenges associated with blocking spam, phishing scams, viruses in the cloud, and enforcing email policies to prevent sensitive data leaks." Following the closing of the proposed acquisition, the MX Logic team will report to the McAfee Software-as-a-Service business unit, headed by Marc Olesen, senior vice president and general manager. The acquisition is expected to close in the third quarter of 2009, contingent upon regulatory approval and other customary closing conditions. McAfee expects the impact of the acquisition of MX Logic to be breakeven to slightly accretive in 2010 on non-GAAP earnings-per-share and more dilutive to GAAP earnings-per-share. For the remainder of 2009 we expect the impact of the acquisition to be $0.01 to $0.02 dilutive to non-GAAP earnings-per-share and more dilutive to GAAP earnings-per-share. Non-GAAP earnings-per-share will exclude the impact of amortization of acquired intangibles, stock-based compensation expense and other nonrecurring costs or charges. For additional information, please reference the acquisition landing page athttp://www.mcafee.com/us/about/corporate/mcafee_mxlogic.html and the McAfee Security Insights Blog at http://siblog.McAfee.com/. About McAfee, Inc. McAfee, Inc., headquartered in Santa Clara, California, is the world's largest dedicated security technology company. McAfee is committed to relentlessly tackling the world's toughest security challenges. The company delivers proactive and proven solutions and services that help secure systems and networks around the world, allowing users to safely connect to the Internet, browse and shop the web more securely. Backed by an award-winning research team, McAfee creates innovative products that empower home users, businesses, the public sector and service providers by enabling them to prove compliance with regulations, protect data, prevent disruptions, identify vulnerabilities, and continuously monitor and improve their security. http://www.mcafee.com. About MX Logic, Inc. MX Logic is a leading global provider of managed email and Web security, archiving, and business continuity services that deliver enterprise-grade performance without enterprise-level complexity and cost. Its easy-to-use, award-winning services reduce risk and liability, lower overall IT costs, and increase productivity. MX Logic services are available through its industry-leading partner network. For more information, visit www.MXLogic.com. Forward-Looking Statements: This release contains forward-looking statements, which include those regarding future plans that McAfee has for the MX Logic business, expectations of McAfee regarding the combination of MX logic's products and services with McAfee products and services, the expected closing date of the acquisition, the expectations as to the opportunities resulting from the acquisition of the MX Logic business, expected plans that McAfee has for the integration of MX Logic's products and business and the expected impact of the acquisition on McAfee financial results for the third quarter of 2009. Factors that could cause the actual results or outcomes from the acquisition to be materially different from those anticipated include, among others, the inability to complete the acquisition on acceptable terms, or at all; the inability to integrate successfully MX Logic within McAfee or to realize synergies from such integration; costs related to the acquisition of MX Logic; the customer response to, and acceptance of, the combination of MX Logic's products with McAfee products; the economic environment of the industries in which McAfee and MX Logic operate. In addition, actual results are subject to other risks and uncertainties that relate more broadly to overall McAfee business, including those more fully described in McAfee filings with the SEC, including its annual report on Form 10-K for the year ended December 31, 2008, and its subsequent quarterly reports on Form 10-Q. The forward-looking statements in this press release are based on information available to McAfee as of the date hereof, and McAfee expressly disclaims any obligation to update any forward-looking statements. ### NOTE: McAfee and any additional McAfee marks herein are registered trademarks of McAfee, Inc. and/or its affiliates in the U.S. and/or other countries. McAfee Red in connection with security is distinctive of McAfee brand products. All other registered and unregistered trademarks herein are the sole property of their respective owners. Product specifications subject to change at any time without prior notice. 2009 McAfee, Inc. All rights reserved.

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