Cisco Systems, Inc. to Acquire NetSolve, Incorporated for $11.00 Per Share in Cash.AUSTIN, Texas -- NetSolve, Incorporated (Nasdaq:NTSL NTSL Nonintegrated Two-Stage Liquid ), a leader in remote management and security of IT infrastructure, today announced that it has signed a definitive agreement with Cisco Systems “Cisco” redirects here. For other uses, see Cisco (disambiguation). Cisco System,Inc. (NASDAQ: CSCO, HKSE: 4333 ) is an American multinational corporation with 54,000 employees and annual revenue of US $28.48 billion as of 2006. , Inc. under which Cisco will acquire NetSolve for a purchase price of $11.00 per share in cash. "Our board has concluded this is a fair transaction for our stockholders and will be recommending its approval when we mail our proxy statement Proxy Statement A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting. ," said David Hood David Hood is a world class bassist from Muscle Shoals, Alabama. He also plays the trombone and is a member of the Alabama Music Hall of Fame. Hood started his career as a back-up musician at FAME Studios, then went on to found Muscle Shoals Sound Studio where he produced , President and Chief Executive Officer of NetSolve. "In addition, I'm personally excited about its potential benefits to our employees, customers and partners and I look forward to my continued association with our business after the closing." Completion of the proposed merger, which is expected to close in the second quarter of Cisco's fiscal year 2005 (which ends January 2005), is subject to the approval of NetSolve's stockholders, expiration EXPIRATION. Cessation; end. As, the expiration of, a lease, of a contract, or statute. 2. In general, the expiration of a contract puts an end to all the engagements of the parties, except to those which arise from the non- fulfillment of obligations created or termination of the applicable Hart-Scott-Rodino waiting period, and other customary conditions. NetSolve intends to file a copy of the merger agreement and the related voting agreements with the Securities and Exchange Commission shortly. About NetSolve, Incorporated NetSolve is a leading provider of IT infrastructure management services for the enterprise. Using dynamic tools, an "own the problem" process and top-caliber engineers, NetSolve remotely monitors, diagnoses and solves a range of critical IT infrastructure issues. Offering proven remote management solutions since 1994, NetSolve provides remote operational management to over 800 companies in over 70 countries. NetSolve: www.netsolve.com or 800-NETSOLVE. Forward-Looking Statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. This press release includes "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. The forward-looking statements contained herein include statements about the consummation CONSUMMATION. The completion of a thing; as the consummation of marriage; (q.v.) the consummation of a contract, and the like. 2. A contract is said to be consummated, when everything to be done in relation to it, has been accomplished. of the pending acquisition of NetSolve by Cisco and the benefits of the pending acquisition. These statements are subject to inherent risks with regard to the satisfaction of the conditions to the closing of the acquisition and the timing of the closing if it occurs. Additional information relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc the uncertainty affecting NetSolve's business is contained in NetSolve's filings with the Securities and Exchange Commission. Any forward-looking statement speaks only as of the date on which such statement was made, and NetSolve does not undertake any obligation to (and expressly disclaims any such obligation to) update any forward-looking statement to reflect events or circumstances after the date on which such statement was made, or to reflect the occurrence of unanticipated events. Caution Required by Certain Securities and Exchange Commission Rules Securities and Exchange Commission Rules Rules enacted by the SEC to assist in the regulation of US financial markets. In connection with the proposed merger, NetSolve will be filing a proxy statement and other relevant documents concerning the transaction with the Securities and Exchange Commission. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. Investors and security holders can obtain a free copy of the proxy statement (when available) and other documents filed by NetSolve with the Securities and Exchange Commission at the Securities and Exchange Commission's web site at http://www.sec.gov. Free copies of the proxy statement (when available) and other documents filed by NetSolve with the Securities and Exchange Commission may also be obtained from NetSolve by directing a request to Investor Relations Investor relations The process by which the corporation communicates with its investors. , NetSolve, Incorporated, 9500 Amberglen Boulevard, Austin, Texas 78729 (Telephone: 512-340-3224). NetSolve and its directors and its executive officers may be deemed, under Securities and Exchange Commission rules, to be soliciting proxies from NetSolve's stockholders in favor of the proposed merger. Information regarding the identity of these persons is set forth in a Schedule 14A filed by NetSolve with the Securities and Exchange Commission on June 15, 2004 relating to NetSolve's 2004 annual meeting of stockholders and a Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. filed by NetSolve with the Securities Exchange Commission on June 9, 2004, both of which are available free of charge from the Securities and Exchange Commission or from NetSolve, as indicated above. Information regarding the interests of these persons in the solicitation solicitation In criminal law, the act of asking, inducing, or directing someone to commit a crime. The person soliciting another becomes an accomplice to the crime. The term also refers to the act of obtaining bribes, as well as to the crime of a prostitute who offers sexual will be more specifically set forth in the proxy statement concerning the proposed merger that will be filed by NetSolve with the Securities and Exchange Commission, which will be available free of charge from the Securities and Exchange Commission or from NetSolve as indicated above. |
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