8-KOther EventsExhibits & Filings

CISCO SYSTEMS, INC. 8-K Report, Corporate Update (Jul 23, 2013)

Filed July 23, 2013For Securities:CSCO

Summary

On July 23, 2013, Cisco Systems, Inc. (CSCO) announced its intention to acquire Sourcefire, Inc., a leader in intelligent cybersecurity solutions, for approximately $2.7 billion in cash. The acquisition, approved by both companies' boards of directors, is expected to close in the second half of calendar year 2013, subject to customary conditions and regulatory approvals. This strategic move signifies Cisco's commitment to strengthening its cybersecurity portfolio, a critical area for network infrastructure providers. Investors should note that the transaction is anticipated to be slightly dilutive to Cisco's non-GAAP earnings in fiscal year 2014 due to integration costs and purchase accounting adjustments. Sourcefire's existing stockholders, representing approximately 1.9% of outstanding shares, have agreed to vote in favor of the deal, indicating strong support for the acquisition.

Key Highlights

  • 1Cisco to acquire Sourcefire, a cybersecurity solutions provider, for approximately $2.7 billion.
  • 2The acquisition is structured as an all-cash transaction at $76 per share, plus assumption of equity awards.
  • 3The deal has received unanimous board approval from both Cisco and Sourcefire.
  • 4Closing is anticipated in the second half of calendar year 2013, contingent on regulatory reviews and customary conditions.
  • 5The acquisition is expected to be slightly dilutive to non-GAAP earnings in fiscal year 2014.
  • 6Key Sourcefire stockholders representing 1.9% of shares have committed to vote in favor of the transaction.
  • 7Upon closing, Sourcefire's team will integrate into Cisco's Security Group.

Frequently Asked Questions

Cisco is acquiring Sourcefire to enhance its cybersecurity offerings. Sourcefire is recognized for its intelligent cybersecurity solutions, and this acquisition aims to bolster Cisco's position in the growing cybersecurity market.

Cisco expects the acquisition to be slightly dilutive to its non-GAAP earnings in fiscal year 2014. This is attributed to normal purchase accounting adjustments and integration costs associated with bringing Sourcefire into Cisco.

The acquisition is anticipated to close in the second half of calendar year 2013. However, the completion is subject to meeting customary closing conditions and obtaining necessary regulatory approvals.

The aggregate purchase price for Sourcefire is approximately $2.7 billion. This includes $76 per share in cash for each share of Sourcefire common stock and the assumption of outstanding equity awards, along with retention-based incentives.