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Check Point Software Technologies to Acquire Sourcefire; Next Generation Intrusion Prevention Solutions to Extend Unified Security Architecture.


REDWOOD CITY Redwood City, city (1990 pop. 66,072), seat of San Mateo co., W Calif., on San Francisco Bay; inc. 1868. Manufactures include commmunications, electrical, electronic, and medical equipment. , Calif. & COLUMBIA, Md. -- Check Point(R) Software Technologies Ltd. (Nasdaq:CHKP CHKP Check Point Software Technologies Ltd. (stock abbreviation, AMEX) ), the worldwide leader in securing the Internet, and Sourcefire(R), Inc., creator of Snort An open source network intrusion detection system (NIDS) that is noted for its effectiveness. Developed by Martin Roesch, Snort can also be used just as a packet logger or packet sniffer. For more information, visit www.snort.org. See IDS. (R) and a leading provider of intrusion prevention See IPS and IDS.  and real-time network awareness solutions, today announced that they have signed a definitive agreement for Check Point to acquire privately held Sourcefire for a total consideration of approximately $225 million. The transaction consideration includes cash and assumption of the Sourcefire stock option plan. The agreement has been approved by the boards of directors of both companies and the stockholders of Sourcefire. The acquisition is subject to closing conditions including the Hart-Scott-Rodino Antitrust Improvements Act The Hart-Scott-Rodino Antitrust Improvements Act of 1976 (Public Law 94-435, known commonly as the HSR Act) is a set of amendments to the antitrust laws of the United States, principally the Clayton Antitrust Act. The HSR Act was signed into law by President Gerald R.  of 1976 ("HSR HSR homogeneously staining regions. ") and Exxon-Florio Act of 1988 and is expected to close by Q106 shortly after receiving regulatory approvals.

One of the fastest growing companies in the industry, Sourcefire, with its award-winning solutions for securing mission-critical enterprise networks, is expected to further strengthen Check Point's perimeter, internal, Web and endpoint security portfolio and to expand its opportunity to take advantage of the fast-growing Intrusion Prevention and Network Awareness Internet security ''This article or section is being rewritten at

Internet security is the process of protecting data and privacy of devices connected to internet from information robbery, hacking, malware infection and unwanted software.
 segments. Additionally, Check Point will gain access to the talent of Sourcefire employees, and strengthen its relationship with Sourcefire enterprise customers and the Snort community with tens of thousand of users worldwide.

"We believe Sourcefire has world-class solutions for internal security through their Intrusion Sensor, Real-time Network Awareness (RNA RNA: see nucleic acid.
RNA
 in full ribonucleic acid

One of the two main types of nucleic acid (the other being DNA), which functions in cellular protein synthesis in all living cells and replaces DNA as the carrier of genetic
), and Defense Center product lines. These align perfectly with Check Point's vision for internal security and are ideal complements to our InterSpect(TM) and Integrity(TM) solutions," said Gil Shwed Gil Shwed (Hebrew: גיל שוויד, fl. c. 2000) is an Israeli programmer and entrepreneur. He is the founder, CEO and chairman of board of Check Point Software Technologies Ltd. , chairman and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board.  of Check Point Software Technologies. "Both companies share a deep commitment to customers, and this acquisition will enable us to deliver the industry's most comprehensive end-to-end Internet security to all types of customers -- from consumers to the largest enterprises."

An Internet security pioneer and leader, Check Point delivers the industry's most intelligent security solutions. Through its NGX NGX Natural Gas Exchange Inc. (Canada)
NGX Next Generation X
(TM) platform, it is the only company to deliver a unified security architecture across a broad range of perimeter, internal, Web and endpoint security solutions, enabling enterprises of all sizes to reduce the cost and complexity of security management and ensure their security systems can be easily extended to adapt to new and evolving threats. These solutions protect 100 of the Fortune 100 companies, and are installed at hundreds of thousands of sites worldwide.

"Our shared passion for excellence and Check Point's commitment to Sourcefire's products, partners, customers and the Snort community were paramount in making this decision," said Wayne Jackson Wayne Jackson (born April 16, 1944) is best-known for his tenure as the CEO of the Australian Football League 1996 to 2003. SANFL
Jackson played 71 games for West Torrens Football Club in the South Australian National Football League from 1965 to 1971 .
, CEO of Sourcefire. "With our common vision for integrating network intelligence with network security, Check Point's substantial industry, channel, and financial strengths will allow us to accelerate our pace of innovation while reaching a global market of enthusiastic partners and customers."

Sourcefire has received significant company and technology recognition throughout 2005. Most recently, Sourcefire was declared the best Intrusion Prevention solution among twelve vendors evaluated by Secure Computing Magazine Secure Computing Magazine is a computer magazine emphasising security. . Earlier this year Sourcefire was named Frost and Sullivan's "Security Company of the Year" and the Most Innovative Company at the 2005 RSA Conference The RSA Conference is a Cryptography-related conference held annually in the San Francisco Bay Area.

The RSA Conference started in 1991 as a forum for cryptographers to gather and share the latest knowledge and advancements in the area of Internet security.
. In April, Sourcefire's Real-time Network Awareness (RNA) solution became only the fifth product in history to receive "NSS (Novell Storage Services) A 64-bit file system introduced with NetWare 5 that can support terabyte-sized files. NSS files and standard NetWare files can be used in the same server. See NetWare 5.

1. (networking) NSS - Nodal Switching System.
 Gold" for its unique ability to solve customers' complex security awareness Security awareness is the knowledge and attitude members of an organization possess regarding the protection of the physical and, especially, information assets of that organization.  issues.

"Over the past two years Check Point expanded its strategy from primarily offering perimeter gateway security solutions to provide a fully integrated architecture for perimeter, internal, Web and endpoint security," Mr. Shwed continued. "This architecture enables our customers to take a proactive approach to security, prevent known and unknown threats and utilize security as a critical layer in today's networked business environment. The acquisition of Sourcefire is an important step in delivering this expanded strategy by enhancing our set of attack prevention intelligent technologies and providing the most comprehensive internal security solutions portfolio."

Investor Conference Calls and Webcast Information

In a separate release today, Check Point announced that it will release its financial results for the third quarter of 2005 on October 28th and provided a preview of the results. Today, the company will conduct a conference call with investors to discuss the Sourcefire acquisition. A conference call will be held before the market opens on October 28th 2005 to discuss the results of the third quarter.

Today's conference call with investors to discuss the acquisition of Sourcefire will take place at 9:00AM ET/6:00 AM PT (October 6th). Please dial 973-935-8512 and reference confirmation code 6579459 to access the live call or visit the company's website at www.checkpoint.com/ir for the live webcast. A replay of the conference call will be available through October 27, 2005 at the company's website or by telephone at 973-341-3080, confirmation code 6579459.

About Check Point Software Technologies Ltd.

Check Point Software Technologies Ltd. (www.checkpoint.com) is a leader in securing the Internet. It is a market leader in the worldwide enterprise firewall, personal firewall and VPN (Virtual Private Network) A private network that is configured within a public network (a carrier's network or the Internet) in order to take advantage of the economies of scale and management facilities of large networks.  markets. Through its NGX platform, the company delivers a unified security architecture for a broad range of perimeter, internal, Web, and endpoint security solutions that protect business communications and resources for corporate networks and applications, remote employees, branch offices and partner extranets. The company's ZoneAlarm product line is the highest rated personal computer security suite, comprised of award-winning endpoint security solutions that protect millions of PCs from hackers, spyware and data theft. Extending the power of the Check Point solution is its Open Platform for Security (OPSEC (OPerations SECurity) The U.S. military term for concealing critical information as part of a counterintelligence plan. A form of "security by obscurity," OPSEC determines what information adversaries can obtain or piece together from observation and to provide measures for ), the industry's framework and alliance for integration and interoperability with "best-of-breed" solutions from over 350 leading companies. Check Point solutions are sold, integrated and serviced by a network of more than 2,200 Check Point partners in 88 countries and its customers include 100% of Fortune 100 companies and tens of thousands of businesses and organizations of all sizes.

About Sourcefire, Inc.

Sourcefire, Inc., a world leader in intrusion prevention, is transforming the way organizations manage and minimize network security risks with its 3D Approach -- Discover, Determine, Defend -- to securing real networks in real-time. The company's ground-breaking network defense system unifies intrusion and vulnerability management technologies to provide customers with the most effective network security available. Founded in 2001 by the creator of Snort, Sourcefire is headquartered in Columbia, MD and has received numerous accolades including being named the Frost & Sullivan 2005 Network Security Infrastructure Protection Company of the Year. At work in leading Fortune 1000 and government agencies, the names Sourcefire and founder Martin Roesch have grown synonymous with synonymous with
adjective equivalent to, the same as, identical to, similar to, identified with, equal to, tantamount to, interchangeable with, one and the same as
 innovation and intelligence in network security.

Sourcefire is a private company headquartered in Columbia, Maryland Columbia is a census-designated place and planned community in Howard County, Maryland, United States. It is a suburb of Baltimore, and, to a lesser degree, Washington, DC. It began with the idea that a city could enhance its residents' quality of life. , USA, with European headquarters in Reading, UK and offices in Germany and Japan. For more information, please visit Sourcefire at www.sourcefire.com.

"Safe Harbor Safe Harbor

1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated.

2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive.
" Statement under the Private Securities Litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute.

When a person begins a civil lawsuit, the person enters into a process called litigation.
 Act of 1995:

Certain statements in this press release regarding the proposed transaction between Check Point Software Technologies, Ltd. and Sourcefire, Inc., the expected timetable for completing the transaction, benefits of the transaction, future opportunities for the combined company and products and any other statements regarding Check Point's or Sourcefire's future expectations, beliefs, goals or prospects constitute forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. All such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and  of 1995. Any statements that are not statements of historical fact (including statements containing the words "believes," "plans," "anticipates," "expects," "estimates" and similar expressions) should also be considered forward-looking statements. A number of important factors could cause actual results or events to differ materially from those indicated by such forward-looking statements, including: the parties' ability to consummate the transaction; the conditions to the completion of the transaction may not be satisfied, or the regulatory approvals required for the transaction may not be obtained on the terms expected or on the anticipated schedule; unanticipated expenses associated with the merger; the possibility that the parties may be unable to achieve all of the benefits of the merger within the expected time-frames or at all and to successfully integrate Sourcefire's operations and technology into those of Check Point; operating costs, customer loss and business disruption (including, without limitation, difficulties in maintaining relationships with employees, customers, clients or suppliers) may be greater than expected following the transaction; the retention of certain key employees at Sourcefire; and the other factors described in Check Point's Report on Form 20-F for the year ended December 31, 2004 which is on file with the Securities and Exchange Commission. Check Point assumes no obligation to update the information in this communication, except as otherwise required by law. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.

Editor's Notes:

(C) 2005 Check Point Software Technologies Ltd. All rights reserved.

Check Point, the Check Point logo, Application Intelligence, ClusterXL, ConnectControl, FireWall-1, VPN-1 GX, FireWall-1 SecureServer, VPN-1 VSX (Verification Suite for X/Open) A testing procedure from X/Open that verifies compliance with their endorsed standards. VSX3 has over 5,500 tests for compliance with XPG3. See XPG.

VSX - Verification Suite for X/open.
, FloodGate-1, INSPECT, INSPECT XL, MultiGate, Open Security Extension, OPSEC, Provider-1, SecureKnowledge, SecureXL, SiteManager-1, SmartCenter, SmartCenter Pro, SmartDashboard, SmartDefense, SmartLSM, SmartMap, SmartView, SmartView Monitor, SmartView Reporter, SmartView Status, SmartView Tracker, SVN SVN Subversion (version control system)
SVN Slovenia (international traffic code)
SVN Social Venture Network
SVN South Vietnam
SVN Secure Virtual Network
SVN Supervised Visitation Network
, UAM UAM Universidad Autónoma de Madrid (Spain)
UAM Universidad Autonoma Metropolitana (México)
UAM Uniwersytet im.
, User-to-Address Mapping, UserAuthority, VPN-1 Accelerator Card, VPN-1 Pro, Check Point Express, VPN-1 Edge, Safe@Office, VPN-1 SecureClient, VPN-1 SecuRemote, VPN-1 SecureServer, VPN-1 VSX, Zone Labs, TrueVector, ZoneAlarm, Cooperative Enforcement, the Zone Labs logo, Zone Labs Integrity and IMsecure are trademarks, service marks, or registered trademarks of Check Point Software Technologies Ltd. or its affiliates. All other product names mentioned herein are trademarks or registered trademarks of their respective owners. The products described in this document are protected by U.S. Patent Nos. 5,606,668, 5,835,726, 6,496,935, and 5,987,611 and may be protected by other U.S. Patents, foreign patents, or pending applications.

(C) 2005 Sourcefire, Inc. All rights reserved. Sourcefire, Snort, Real-time Network Awareness, RNA, the Sourcefire logo, and the Snort logo are registered trademarks of Sourcefire, Inc. Multiple patents pending. All other trademarks are the property of their respective owners.
COPYRIGHT 2005 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2005, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Geographic Code:1USA
Date:Oct 6, 2005
Words:1669
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