BroadSoft Obtains Antitrust Clearance for Pending Acquisition by Cisco
18 Enero 2018 - 4:03PM
BroadSoft, Inc. (NASDAQ:BSFT) today announced that it received
notice from the U.S. Department of Justice and the Federal Trade
Commission granting early termination of the waiting period under
the U.S. Hart-Scott-Rodino Antitrust Improvements Act of 1976, as
amended, in connection with its pending merger with a wholly-owned
subsidiary of Cisco Systems, Inc. (Cisco).
As previously announced, BroadSoft entered into an agreement to
be acquired by Cisco for $55 per share, in cash, in exchange for
each share of common stock of BroadSoft, or an aggregate purchase
price of approximately $1.9 billion net of cash, assuming fully
diluted shares including conversion of debt. The acquisition
has been approved by the board of directors of each company.
The transaction is expected to close in the first quarter of
calendar year 2018, subject to approval by BroadSoft’s
stockholders, remaining foreign regulatory approval, and other
customary closing conditions.
BroadSoft has scheduled a Special Meeting of Stockholders for
January 25, 2018 at 9:00 a.m. Eastern Time to vote on the proposed
transaction. The BroadSoft Board of Directors unanimously
recommends that stockholders vote “FOR” the proposal to adopt the
merger agreement with Cisco.
About BroadSoft
BroadSoft is the technology innovator in cloud PBX, unified
communications, team collaboration, and contact center solutions
for businesses and service providers across 80 countries. We are a
cloud unified communications leader with an open, mobile and secure
platform trusted by 25 of the world's top 30 service providers by
revenue. Our BroadSoft Business application suite empowers users
and teams to share ideas and work simply to achieve breakthrough
performance. For additional information, visit
www.BroadSoft.com.
Forward-Looking Statements
The statements in this press release contain forward-looking
statements regarding the proposed acquisition of BroadSoft by Cisco
Systems, Inc. (“Cisco”). These statements are based on plans,
estimates and projections at the time BroadSoft makes the
statements, and readers should not place undue reliance on them. In
some cases, readers can identify forward-looking statements by the
use of forward-looking terms “may” and “will.” Forward-looking
statements involve inherent risks and uncertainties, and BroadSoft
cautions readers that a number of important factors could cause
actual results to differ materially from those contained in any
such forward-looking statement. Factors that could cause actual
results to differ materially from those described in this press
release include, among others: the occurrence of any event, change
or other circumstances that could give rise to the termination of
the merger agreement and the inability to complete the proposed
merger due to the failure to obtain stockholder approval for the
proposed merger or the failure to satisfy other conditions to
completion of the proposed merger, including that a governmental
entity may prohibit, delay or refuse to grant approval for the
consummation of the proposed merger. Additional risks are described
in BroadSoft’s Quarterly Report on Form 10-Q for the quarter ended
September 30, 2017, and its subsequently filed reports with the
Securities and Exchange Commission (“SEC”). Readers are cautioned
not to place undue reliance on the forward-looking statements
included in the statements in this press release , which speak only
as of the date hereof. BroadSoft does not undertake to update any
of these statements in light of new information or future
events.
Additional Information and Where to Find
It
In connection with the proposed transaction, BroadSoft filed a
definitive proxy statement relating to the proposed transaction
with the SEC on December 13, 2017, as supplemented on January 10,
2018. The definitive proxy statement has been mailed to BroadSoft
stockholders in connection with the proposed transaction. BEFORE
MAKING ANY VOTING DECISION, INVESTORS AND SECURITY HOLDERS ARE
URGED TO READ THE DEFINITIVE PROXY STATEMENT AND ANY OTHER
DOCUMENTS TO BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED
MERGER OR INCORPORATED BY REFERENCE IN THE PROXY STATEMENT BECAUSE
THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION.
Investors and security holders may obtain free copies of the
definitive proxy statement and other related documents filed with
the SEC at the SEC’s web site at www.sec.gov, on BroadSoft’s
Investor Relations website at www.investor.broadsoft.com or by
contacting BroadSoft Investor Relations at (561) 404-2130.
BroadSoft, Cisco and their respective directors and executive
officers may be deemed participants in the solicitation of proxies
from the stockholders of BroadSoft in connection with the proposed
transaction. Information regarding the special interests of
BroadSoft’s directors and executive officers in the proposed
transaction is included in the proxy statement described above.
These documents are available free of charge at the SEC’s web site
at www.sec.gov and from BroadSoft’s Investor Relations as described
above. Information about Cisco’s directors and executive officers
can be found in Cisco’s definitive proxy statement filed with the
SEC on October 25, 2017, annual report on Form 10-K filed with the
SEC on September 7, 2017, Form 8-K filed with the SEC on December
14, 2017, Form 8-K filed with the SEC on December 12, 2017, Form
8-K filed with the SEC on September 18, 2017 and Form 8-K filed
with the SEC on March 13, 2017. You can obtain a free copy of these
documents at the SEC’s website at www.sec.gov or by accessing
Cisco’s Investor Relations website at
http://investor.cisco.com.
Contact Information
For further information contact:
Investor Relations:Chris
Martin+1-561-404-2130cmartin@broadsoft.com
Media Contact:Niaobh
Levestam+240-720-9643nlevestam@broadsoft.com
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