Vector Capital Portfolio Company LANDesk to be Acquired by Avocent for $416 Million; Former Intel Division Demonstrates Success of Vector's Spinout Strategy.

SAN FRANCISCO -- Headline of release should read: Vector Capital Portfolio Company LANDesk to be Acquired by Avocent for $416 Million; Former Intel Division Demonstrates Success of Vector's Spinout Strategy (sted Vector Capital Portfolio Company LANDesk to be Acquired by Avocent for $416 Million; Former Intel Division Demonstrates Success of Vector's Spinout Vector Strategy).

The corrected release reads:

VECTOR CAPITAL PORTFOLIO COMPANY LANDESK TO BE ACQUIRED BY AVOCENT FOR $416 MILLION; FORMER INTEL DIVISION DEMONSTRATES SUCCESS OF VECTOR'S SPINOUT STRATEGY

Vector Capital, a private equity boutique specializing in buyouts, spinouts and recapitalizations of established technology businesses, today announced a definitive agreement under which Avocent Corporation (NASDAQ:AVCT), the leading supplier of IT infrastructure for the centralized management of enterprise data centers, branch offices and small to medium sized businesses, will acquire Vector portfolio company LANDesk Group, Ltd.

The acquisition agreement, which is expected to close within 60 to 75 days, provides for total consideration of $416 million, including $200 million in stock, $200 million in cash and $16 million in assumed options. The transaction value may be increased by up to $60 million if LANDesk meets certain financial targets specified in the agreement.

LANDesk, whose North American headquarters are in Salt Lake City, Utah, became a standalone, privately held company when Vector led its spin out from Intel in September 2002. The company is a recognized leader in software for the centralized management and protection of information technology assets. Operating principally in the enterprise desktop administration market, and with approximately 500 employees spread across Europe, Asia and the Americas, LANDesk's growth over the past three years and half years has helped it to emerge as a recognized leader in the centralized management and protection of enterprise information-technology assets. Since its formation, LANDesk has grown its revenue at an average rate of 25 percent and has been cash flow positive every year.

"In 2002, during some of the most difficult times in the software industry, Vector had the vision to recognize LANDesk's true business potential by leading its spinout from Intel," said Joe Wang, president and chief executive officer of LANDesk. "Our partnership with Vector and their hard work and dedication throughout the history of the business was integral to our success."

"LANDesk's growth post spinout has exceeded all expectations," said Alex Slusky, Vector Capital managing partner. "By heavily increasing its investment in R&D and sales and marketing, LANDesk as a private company was able to catch up and overtake its competitors. This acquisition demonstrates Vector's success at unlocking hidden value in complex situations and building great companies out of orphaned divisions of larger corporations."

With the agreement, LANDesk and Avocent plan to reinvent IT management via the creation of next- generation, 'always-on' management solutions that give information-technology managers unmatched control of all hardware and software assets throughout their organizations.

LANDesk's principal product offerings are the LANDesk Management Suite (LDMS), a set of integrated desktop management tools, and the LANDesk Security Suite (LDSS), an integrated security configuration suite. These tools and processes allow information-technology managers at medium to enterprise-scale organizations to control their network of desktops, servers, notebooks and mobile devices by centralizing and automating complex IT processes and allowing management of a heterogeneous IT environment from a single console.

LANDesk also offers several optional LDMS add-on modules including LANDesk Server Manager (LDSM), LANDesk Process Manager (LPM), LANDesk Patch Manager (LDPM), and LANDesk Asset Manager (LDAM). Separately or together, these tools facilitate asset deployment and configuration, software distribution, software license management, remote problem diagnosis and repair, operating system migration, fixed asset discovery, security monitoring and remediation, and IT business process automation.

Avocent is the leading supplier of connectivity solutions for enterprise data centers, branch offices and small to medium sized businesses worldwide. Branded and OEM products include remote and local access solutions for switching, serial console, power, extension, intelligent platform management interface (IPMI), mobile, and video display management solutions. Additional information is available at www.avocent.com.

About Vector Capital

Vector Capital is a private equity boutique specializing in spinouts, buyouts and recapitalizations of established technology businesses. Vector identifies and pursues these complex investments in both the public and private markets. Such opportunities are typically underserved by traditional buyout and venture capital firms. Vector actively partners with management teams to devise and execute new financial and business strategies that materially improve the competitive standing of these businesses and enhance their value for employees, customers and shareholders. Among Vector's portfolio companies are Savi Technology, LANDesk Software, Register.com and Corel Corporation (NASDAQ:CREL). For more information, visit www.vectorcapital.com.