WOW! JK CITRIX TO ACQUIRE EXPERTCITY, LEADER IN WEB-BASED DESKTOP ACCESS WITH GOTOMYPC AND GOTOASSIST Deal Expands Citrix Access Infrastructure to Create the Most Complete Secure Access Solutions from One Source Citrix Systems, Inc. (CTXS), today announced it has signed a definitive agreement to acquire Expertcity, Inc., the market leader in Web-based desktop access as well as a leader in Web-based training and customer assistance products. The transaction is valued at approximately $225 million in cash and stock, with an additional $12 million in stock to be paid to Expertcity stockholders, contingent on achieving certain financial milestones. The acquisition expands Citrix's portfolio of access products to include Expertcity's popular GoToMyPC(R) software service for secure, browser-based access to desktop PCs from anywhere, over the Web. The acquisition also adds Expertcity's market-leading GoToAssist(TM) software service, which provides online help-desk and call-center assistance, as well as training and customer collaboration over the Web. Citrix will leverage Expertcity's e-commerce infrastructure and expertise in online marketing, selling and fulfillment. Citrix said the combined business will help accelerate its growth in the access infrastructure market, which is expected to grow to $8-10 billion in the next four to five years. "With over 120,000 customers, Citrix access infrastructure is becoming the corporate standard for on-demand access to enterprise applications and information from anywhere," said Mark Templeton, president and chief executive officer for Citrix. "This acquisition extends our on-demand access value to include the applications and information that live on individual desktop PCs. Our customers will get scalable, secure and managed access solutions for even greater information security, employee productivity, and enterprise agility." Expertcity is a privately held company based in Santa Barbara, Calif. with approximately 200 employees. Its award-winning GoToMyPC products allow users to instantly access home or office PCs remotely from any location. Users need only an Internet connection; no firewall configuration is necessary. GoToMyPC is preconfigured with industry-standard protocols, including advanced encryption standards (AES), dual password requirements and end-to-end user authentication to ensure high levels of security and privacy. GoToMyPC Corporate features advanced management and control options to protect the integrity of enterprise networks including one-time passwords, a two-factor authentication scheme, RSA SecurID integration and comprehensive control for real-time monitoring and reporting. Numerous Fortune 100 companies including Cardinal Healthcare, Cisco Systems, Pfizer, TIAA-CREF and Verizon use GoToMyPC. GoToMyPC software service plans are available for customers of various sizes, including individuals, small businesses and enterprises. GoToAssist is a Web-based software service that enables a broad range of solutions, including remote technical support for helpdesks and call centers, corporate training, product demonstrations and customer collaboration. It enables highly secure, permission-based sharing of desktop PC screens and rapidly integrates into any existing infrastructure. Many prominent corporations including Best Software, Cablevision, Intuit, Microsoft Business Solutions and Siemens are GoToAssist customers. "Today, Citrix products are used by nearly 50 million end users in the enterprise, and with this acquisition, Citrix gains an efficient way to reach individuals, professionals and SOHO customers through Web-based selling and fulfillment," Templeton added. "Most people think of Citrix as being exclusively focused on the server. The fact is, customers need access to information, regardless of where it lives. We are excited about offering customers the most complete and secure solution available for accessing enterprise applications and desktop resources from one vendor." "Citrix and Expertcity share the same goal of making the work environment more flexible and efficient by providing easy, secure and instant access to applications and information," said Andreas von Blottnitz, president and chief executive of Expertcity. "Our complementary offerings, coupled with the similarities in our cultures, allow for synergies and accelerated growth. By working together, we will deliver more choice and flexibility to our customers and partners, and increase adoption of Citrix access infrastructure." Terms of the Deal Under terms of the definitive agreement, Citrix will acquire Expertcity for approximately $225 million, payable in approximately 50 percent cash and 50 percent stock. A $12 million earnout will be paid to all Expertcity stockholders if certain financial targets are achieved in 2004. Assuming that the transaction closes as expected. It is expected to be $0.03 to $0.04 dilutive to Citrix's earnings per share in the first half of fiscal year 2004, as adjusted to exclude the effect of a one-time expense charge for the value of Expertcity's in-process research and development (which will result in an additional $0.05-$0.10 dilution to Citrix's earnings per share on a GAAP basis), and neutral to earnings in the second half of 2004. The acquisition has been unanimously approved by the board of directors of each company and is subject to regulatory review and approvals, including under the Hart-Scott Rodino Act, approval by stockholders of Expertcity, and other customary conditions and approvals. The acquisition is expected to close during the first quarter of 2004 or early in the second quarter of 2004. The acquisition is intended to be tax free to stockholders of Expertcity with respect to the stock consideration the stockholders will receive. Lehman Brothers acted as financial advisor to Citrix, and Credit Suisse First Boston acted as financial advisor to Expertcity. *********************************************** It is not the intention of NEOCUG to Spam! You are receiving this message because you have attended a previous meeting of ours and have been added to our mailing list to be notified about future meetings. 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