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| VMware Inc (NYS: VMW) |
| Historic News |
| 10/10/2019 |
| On Oct. 8, 2019, Co. acquired Carbon Black Inc, a leader in cloud-native endpoint protection, in an all-cash transaction for $26 per share, representing an enterprise value of $2,100,000,000. |
| 08/26/2019 |
| On Aug. 22, 2019, Co. entered into an Agreement and Plan of Merger (the "Merger Agreement") by and among VMware, Calistoga Merger Corp., a wholly-owned subsidiary of Co. ("Merger Sub"), and Carbon Black, Inc. ("Carbon Black"). Pursuant to the Merger |
| Agreement, and upon the terms and subject to the conditions thereof, Merger Sub will commence a cash tender offer (the "Offer") to purchase all the outstanding shares of common stock, par value $0.001 per share, of Carbon Black ("Carbon Black Common |
| Stock") at a price per share of $26.00 (such amount, or any other amount per share paid in the Offer in accordance with the Merger Agreement, the "Offer Price"), representing an enterprise value of $2,100,000,000, net to the holders of Carbon Black |
| Common Stock in cash, without interest and subject to any required withholding of taxes (the "Merger Consideration"). Promptly following the consummation of the Offer, upon the terms and subject to the conditions of the Merger Agreement, Merger Sub |
| shall, in accordance with section 251(h) of the Delaware General Corporation Law (the "DGCL"), merge with and into Carbon Black (the "Merger"), with Carbon Black surviving the Merger and each share of Carbon Black Common Stock that is not validly |
| tendered and irrevocably accepted for payment pursuant to the Offer will be converted into the right to receive the Merger Consideration. Closing of the transaction is expected in the second half of Co.'s fiscal year 2020, ending Jan. 31, 2020, and is |
| subject to customary conditions, including, Co.'s acquisition of at least a majority of the shares of Carbon Black, and the expiration or termination of the required waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as |
| amended, among others. |
| 08/29/2018 |
| On Aug. 27, 2018, Co. announced that it has signed a definitive agreement to acquire CloudHealth Technologies Inc., a company that delivers a cloud operations platform across AWS, Microsoft Azure and Google Cloud. The transaction is expected to close in |
| Co.'s fiscal Q3 2019, subject to customary closing conditions, including regulatory approvals. Terms of the transaction were not disclosed. |
| 02/25/2014 |
| On Feb. 24, 2014, Co. acquired A.W.S. Holding, LLC ("AirWatch Holding") through the merger of its subsidiary, Aikman Acquisition Corp. with and into AirWatch Holding, with AirWatch Holding continuing as the surviving entity. As a result of the merger, |
| AirWatch Holding became a new subsidiary of Co. Co. paid approximately $1,181,000 in cash, assumed approximately $139,000,000 in unvested equity awards and will pay approximately $225 million to designated founders and key executives of AirWatch Holding |
| in either cash or Co.'s stock, at the option of Co., pursuant to the merger agreement and installment payment agreements, subject to specified employment conditions. |
| 11/29/2012 |
| On Nov. 29, 2012, Co.'s Board of Directors authorized the purchase of up to $250,000,000 of its Class A common stock through the end of 2014, an addition to Co.'s $600,000,000 stock repurchase program, originally announced on Feb. 29, 2012. Stock will be |
| purchased from time to time, in the open market or through private transactions, subject to market conditions. |
| 08/27/2012 |
| On Aug. 24, 2012, Co. acquired Nicira, Inc., through the merger of Nile Merger Corporation, a subsidiary of VMware, with and into Nicira, with Nicira continuing as the surviving corporation and became Co.'s subsidiary. Co. paid approximately |
| $1,095,000,000 in cash and assumed approximately $168,000,000 in unvested equity awards. |
| 09/17/2009 |
| On Sept. 15, 2009, Co. acquired SpringSource Global, Inc. for approximately $358,000,000 in cash, $17,000,000 in assumed vested stock options, and $45,000,000 in unvested stock options and common stock. |
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