By Business Wire, October 29, 2013, 04:05:00 PM EDT
Acquisition Expands Ixia's Leadership in Network Visibility
Will Host Conference Call October 29, 2013 at 2:00 p.m. Pacific Time
CALABASAS, Calif.--(BUSINESS WIRE)--
Ixia (NASDAQ:XXIA) announced that it has entered into a
definitive agreement to acquire Net Optics, Inc. (Net Optics), a leading
provider of total application and network visibility solutions. Under
the terms of the agreement, Ixia
will pay $190 million in cash, in a cash-free/debt-free transaction and
subject to certain adjustments based on Net Optics' net working capital
at closing. The transaction is anticipated to close in the fourth
quarter of 2013, and is subject to customary closing conditions and
Optics recorded revenue of $49 million in 2012. In the first nine
months of 2013, Net Optics revenue grew 21% over the same period in
2012, reaching $42 million, with Q3 revenue growth of 31%
year-over-year to reach a record $15.5 million. Ixia expects the
acquisition to be accretive to non-GAAP earnings by the second full
quarter after the acquisition closes.
"Next-generation cloud providers, mobility operators and enterprises
demand more visibility into their global networks in order to maintain
quality of service across virtualization, application and service
delivery," said Errol Ginsberg, Ixia Chairman and Acting CEO. "The
acquisition of Net Optics solidifies our position as a market leader
with a comprehensive product offering including network
packet brokers, comprehensive physical and virtual taps
aware capabilities. Additionally, the acquisition strengthens our
service provider customer base, increases our footprint in the
enterprise, and broadens our sales channel and partner programs."
Enterprise and service provider customers require an always-on user
experience with a network that is designed for speed, scalability,
agility and security as well as the ability to provide visibility
into virtualized environments. With the combination of Ixia and Net
Optics solutions, enterprises
providers can look to Ixia as a single vendor that can meet all of
these pressing needs.
"The combined Ixia and Net Optics technology and capabilities will
create a very compelling value proposition for enterprises and service
providers around the world," said Eldad Matityahu, Net Optics Founder
and Chairman. "Ixia will offer visibility solutions that will address
the full network, and I am very excited about the opportunities that the
acquisition will create for our customers, partners and employees."
With the acquisition, Ixia will be able to leverage Net Optics'
industry-leading active monitoring capabilities with their patented
inline and bypass technologies, which go beyond passive network
monitoring to deliver high availability of security and monitoring tools.
The terms of the agreement have been unanimously approved by the board
of directors for both Ixia and Net Optics. Ixia management will discuss
the acquisition in more detail on its scheduled 2013 third quarter
earnings conference call today, October 29, 2013 at 2:00 p.m. Pacific
time (5:00 p.m. Eastern time).
Stifel, Nicolaus & Company is acting as financial advisor and Bryan Cave
LLP is acting as legal counsel to Ixia. BofA Merrill Lynch is acting as
financial advisor and Dorsey & Whitney LLP is acting as legal counsel to
Conference Call and Webcast Information
Ixia will host a conference call today, at 2:00 p.m. Pacific time (5:00
p.m. Eastern time), for analysts and investors to discuss the proposed
acquisition, its 2013 third quarter results and its business outlook for
the 2013 fourth quarter. Open to the public, interested parties may
access the call by dialing (678) 825-8347. A live webcast of the
conference call, with a slide presentation regarding the proposed
acquisition, will be accessible from the "Investors" section of Ixia's
web site (www.ixiacom.com).
Following the live webcast, an archived version will be available in the
"Investors" section on the Ixia web site for at least 90 days.
Ixia develops amazing products so its customers can connect the
world. Ixia helps its customers provide an always-on user experience
through fast, secure delivery of dynamic, connected technologies and
services. Through actionable insights that accelerate and secure
application and service delivery, Ixia's customers benefit from faster
time to market, optimized application performance and higher-quality
deployments. Learn more at http://www.ixiacom.com.
About Net Optics
Net Optics is the leading provider of total application and network
visibility solutions that deliver real-time network intelligence. Net
Optics has over 4,000 unique direct customers and has sold solutions to
85% of the Fortune 500. These customers trust Net Optics' comprehensive
plug and play family of application-aware NPM, network packet broker,
virtual/cloud and visibility management system (VMS) solutions to
deliver immediate results and quick time to value through an easy-to-use
interface. Net Optics maintains a global presence through leading OEM
partner and reseller networks.
Safe Harbor under the Private Securities Litigation Reform Act of
Certain statements made in this press release are forward-looking
statements, including, without limitation, statements regarding benefits
of the proposed acquisition or expected product portfolio, market
position or technology and capabilities as a result of the combined
companies, growth, profitability, financial performance and future
business. In some cases, such forward-looking statements can be
identified by terms such as may, will, should, expect, plan, believe,
estimate, predict or the like. Such statements reflect our current
intent, belief and expectations and are subject to risks and
uncertainties that could cause our actual results to differ materially
from those expressed or implied in the forward-looking statements.
Factors that may cause future results to differ materially from our
current expectations include the risk that the anticipated benefits and
synergies of our proposed acquisition of Net Optics will not be
realized, changes in the global economy, competition, consistency of
orders from significant customers, the fact that our results reported in
this press release are not yet final and are subject to change prior to
the issuance of our Form 10-Q, our success in developing and producing
new products, our success in developing new sales channels and
customers, market acceptance of our products, war, terrorism, political
unrest, natural disasters and other circumstances that could, among
other consequences, reduce the demand for our products, disrupt our
supply chain and/or impact the delivery of our products. Such factors
also include those identified in our Annual Report on Form 10-K for the
year ended December 31, 2012, and in our other filings with the U.S.
Securities and Exchange Commission. We undertake no obligation to update
any forward-looking statements, whether as a result of new information,
future events or otherwise.