About Carbon Black Actual results could differ materially from those projected in the forward-looking statements as a result of certain risk factors, including but not limited to: (1) the ability to realize the anticipated benefits of the proposed acquisition, including the possibility that the expected benefits from the proposed acquisition will not be realized or will not be realized within the expected time period; (2) the ability to successfully integrate Carbon Black into VMware; (3) disruption from the transition making it more difficult to maintain business and operational relationships; (4) negative effects of the consummation of the acquisition on the market price of VMware’s common stock, credit ratings and operating results; (5) ongoing and potential litigation and regulatory actions related to the acquisition; (6) other business effects, including the effects of industry, market, economic, political or regulatory conditions; and (7) other unexpected costs or delays in connection with the acquisition; (7) VMware’s customers’ ability to accept emerging technology and to transition to new products and computing strategies; (8) competitive factors, including but not limited to VMware’s ability to compete in new industries, the entry of new competitors into the industries in which VMware competes, and the success of new product and marketing initiatives by VMware and VMware’s competitors; (9) VMware’s ability to enter into and maintain strategically effective partnerships; (10) rapid technological changes in the virtualization software and cloud, end user and mobile computing and security industries; (11) changes to product and service development timelines; (12) VMware’s ability to protect its proprietary technology; (13) VMware’s ability to attract and retain highly qualified employees; (14) adverse changes in general economic or market conditions; (15) changes in VMware’s financial condition; and (16) VMware’s relationship with Dell Technologies and Dell’s ability to control matters requiring stockholder approval. Carbon Black created an innovative cloud-native security platform with a smart, lightweight agent, and an AI/ML-based Data Lake in the Cloud that provides comprehensive protection of endpoints and defense against a variety of threats. Alex Goldsmith Carbon Black is a leader in cloud-native endpoint protection dedicated to keeping the world safe from cyberattacks. The company’s partner ecosystem features more than 500 MSSPs, VARs, distributors and technology integrations, as well as many of the world’s leading IR firms, who use Carbon Black’s technology in more than 500 breach investigations per year. We believe this will bring a fundamentally new paradigm to the security industry.”. The Carbon Black acquisition came alongside another deal to buy Palo Alto-based enterprise software company Pivotal (NYSE: PVTL), which VMware also announced Thursday. “From the beginning, Carbon Black has been all about collecting and analyzing key endpoint data to understand attacker behaviors, and help make our customers more resilient against advanced cyberattacks,” said Patrick Morley, general manager, Security Business Unit, VMware. VMware assumes no obligation to, and does not currently intend to, update any such forward-looking statements after the date of this press release. VMware Investor Relations These forward-looking statements are subject to the safe harbor provisions created by the Private Securities Litigation Reform Act of 1995. Headquartered in Palo Alto, California, VMware is committed to being a force for good, from its breakthrough innovations to its global impact. With the close of the acquisition, VMware is launching a new Security Business Unit within the company. Director of Global Communications, Carbon Black The acquisition of Carbon Black represents the evolution of VMware’s intrinsic security strategy, where security features are built into the infrastructure and across workloads, clients and applications. By analyzing billions of security events per day across the globe, Carbon Black has key insights into attackers’ behaviors, enabling customers to detect, respond to and stop emerging attacks. Contacts Together, built on its existing partnership, VMware and Carbon Black provide customers advanced threat detection and in-depth application behavior insight to stop sophisticated attacks and accelerate responses. VMware formally acquired Carbon Black, a leading next-generation security cloud provider on October 8, 2019. More than 5,600 global customers, including approximately one third of the Fortune 100, trust Carbon Black to protect their organizations from cyberattacks. PALO ALTO, Calif., October 8, 2019 – VMware, Inc. (NYSE: VMW), a leading innovator in enterprise software, today announced it has completed its acquisition of Carbon Black, a leader in cloud-native endpoint protection, in an all-cash transaction for … Closing of the transaction is expected in the second half of VMware’s fiscal year 2020, ending January 31, 2020, and is subject to customary conditions, including, VMware’s acquisition of at least a majority of the shares of Carbon Black… agoldsmith@vmware.com Under the terms of the transaction, which was structured as a cash tender offer, Carbon Black shareholders who validly tendered (and did not properly withdraw) their shares in Carbon Black, received $26 per share in cash, representing an enterprise value of $2.1 billion. VMware is following through on its proposal to buy Pivotal, a fellow Dell subsidiary, and expanding into cybersecurity with the acquisition of Carbon Black. The Carbon Black acquisition came alongside another deal to buy Palo Alto-based enterprise software company Pivotal (NYSE: PVTL), which VMware also announced Thursday. Carbon Black CEO Patrick Morley will be serving as the general manager of this new group reporting to Sanjay Poonen, chief operating officer, Customer Operations, VMware. Transform your security with cloud native endpoint protection that adapts to your needs. For more information, please visit https://www.vmware.com/company.html. This press release contains forward-looking statements including, among other things, statements regarding the growth opportunities and expansion of VMware’s offerings associated with the acquisition, accelerating the delivery by VMware of a modern security platform, potential benefits to VMware and its customers. These forward-looking statements are made as of the date of this press release, are based on current expectations and are subject to uncertainties and changes in condition, significance, value and effect as well as other risks detailed in documents filed with the Securities and Exchange Commission, including VMware’s most recent reports on Form 10-K and Form 10-Q and current reports on Form 8-K that we may file from time to time, which could cause actual results to vary from expectations.


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