Secure Computing to acquire CipherTrust |
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By Bill Brenner, Senior News Writer
12 Jul 2006 | SearchSecurity.com |
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Secure Computing Corp. announced Tuesday that it has signed a definitive agreement to acquire messaging security firm CipherTrust Inc. for a total price tag of $273.6 million.
John McNulty, chairman, president and CEO of Secure Computing, a San Jose-Calif.-based provider of security appliances, firewalls, and programs for identity and access management and content management and filtering, said in a statement that acquiring Alpharetta, Ga.-based CipherTrust is the next logical step in Secure Computing's larger game plan.
"Over the past few months, we have made excellent progress with the integration of CyberGuard," he said, referencing its $295 million acquisition last summer of the content filtering and firewall vendor. "With the brunt of the initial integration activity now behind us, we believe the time is right to continue investing in enterprise gateway security, which is experiencing strong growth. After an extensive review and due diligence process, we believe CipherTrust is the perfect addition to Secure Computing."
Secure Computing said the combined company will be positioned as a leader in the enterprise gateway appliances market. "This will include a comprehensive, integrated and unified portfolio of solutions -- ranging from UTM, messaging security, Web filtering and identity management -- with centralized policy and management capabilities," the company said in the statement. "Together, these products will address network gateway and application gateway security for all the major Internet protocols including Web (HTTP and FTP), email (SMTP and POP) and instant messaging and identity-based access protection."
Secure Computing is purchasing CipherTrust for a total of $273.6 million, which will be broken down as $185 million in cash, 10 million shares of Secure Computing common stock and a $10 million seller note that is subject to certain performance obligations. As a result of the transaction, CipherTrust shareholders will have an approximate 14% ownership position in Secure Computing.
Under the terms of the agreement, Secure Computing said it has obtained a commitment for a senior secured credit facility from Citigroup. The facility comprises a $115 million term loan and a $20 million revolving credit facility, the company said.
The transaction is expected to close by Sept. 8, 2006, subject to any necessary regulatory approvals and customary closing conditions.
Secure Computing expects CipherTrust to add approximately $15 million to $20 million in revenue in 2006, and approximately $80 million in revenue in 2007.
Meanwhile, Jay Chaudhry, CEO, chairman and founder of CipherTrust, will join Secure Computing's board of directors as vice chairman and serve as the company's chief strategy officer.
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