Internet Security Systems (NASDAQ:ISSX)
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Internet Security Systems, Inc. (Nasdaq: ISSX) today announced that the
30-day waiting period imposed by the Hart-Scott-Rodino Antitrust
Improvements Act concerning the proposed acquisition of ISS by IBM
expired on October 2, 2006 at 11:59 p.m. EDT. Completion of the
transaction, expected later this month, still requires satisfaction of
certain conditions, including obtaining ISS stockholder approval and
completion of regulatory approvals in certain overseas jurisdictions. ISS’
special meeting of stockholders to consider the merger is scheduled for
October 16, 2006.
About IBM
For more information about IBM, go to www.ibm.com
About Internet Security Systems, Inc.
Internet Security Systems, Inc. (ISS) is the trusted security advisor to
thousands of the world’s leading businesses
and governments, providing preemptive protection for networks, desktops
and servers. An established leader in security since 1994, the ISS
Proventia® integrated security platform is
designed to automatically protect against both known and unknown
threats, keeping networks up and running and shielding customers from
online attacks before they impact business assets. ISS products and
services are based on the proactive security intelligence of its X-Force®
research and development team – the
unequivocal world authority in vulnerability and threat research. The
ISS product line is also complemented by comprehensive Managed Security
Services and Professional Security Services. For more information, visit
the ISS Web site at www.iss.net or call
Heidi Litner at 404-236-3763.
Internet Security Systems is a trademark and Proventia and X-Force are
registered trademarks of Internet Security Systems, Inc. All other
companies and products mentioned are trademarks and property of their
respective owners.
ADDITIONAL INFORMATION ABOUT THE MERGER AND WHERE TO FIND IT
This communication may be deemed to be solicitation material in respect
of the proposed merger (the “Merger”)
of Internet Security Systems, Inc. (the “Company”)
with and into a wholly-owned subsidiary of International Business
Machines Corp. (“IBM”).
In connection with the Merger and required stockholder approval, the
Company has filed with the SEC a proxy statement and other relevant
materials, and may file additional relevant materials, that contain
important information about the Merger. Investors and security holders
of the Company are urged to read the proxy statement and any other
relevant materials filed by the Company because they contain, or will
contain, important information about the Company and the Merger. All
documents filed by the Company with the SEC, when available, may be
obtained for free at the SEC’s website at www.sec.gov.
In addition, the documents filed with the SEC by the Company may be
obtained free of charge by directing such request to: Ed Eiland, ISS
Investor Relations, 404-236-4053 or from the Company’s
website at www.iss.net.
The Company and its executive officers and directors may be deemed to be
participants in the solicitation of proxies from the Company’s
stockholders in favor of the Merger. Information about the executive
officers and directors of the Company and their ownership of the Company’s
common stock is set forth in the proxy statement related to the Merger,
which was filed with the SEC on September 19, 2006. Investors and
security holders may obtain more detailed information regarding the
direct and indirect interests of the Company and its executive officers
and directors in the Merger by reading the proxy statement regarding the
Merger.
Safe Harbor Statement under the Private Securities Litigation Reform
Act of 1995:
This release contains forward-looking statements based on current
expectations or beliefs, as well as a number of assumptions about future
events, and these statements are subject to important factors and
uncertainties that could cause actual results to differ materially from
those described in the forward-looking statements. The forward-looking
statements in this release address a variety of subjects including, for
example, fulfillment of conditions to, and the expected timing of, the
closing of the proposed merger. The following additional factors, among
others, could cause actual results to differ materially from those
described in these forward-looking statements: the timing and results of
required regulatory review and approval by ISS’
stockholders of the proposed merger; and those factors discussed in the
Section entitled “Risk Factors”
in Part II Item 1A of ISS’ Quarterly Report
on Form 10-Q for the quarter ended June 30, 2006. ISS disclaims any
intent or obligation to update any forward-looking statements made
herein to reflect any change in ISS’
expectations with regard thereto or any change in events, conditions, or
circumstances on which such statements are based.
Internet Security Systems, Inc. (Nasdaq: ISSX) today announced
that the 30-day waiting period imposed by the Hart-Scott-Rodino
Antitrust Improvements Act concerning the proposed acquisition of ISS
by IBM expired on October 2, 2006 at 11:59 p.m. EDT. Completion of the
transaction, expected later this month, still requires satisfaction of
certain conditions, including obtaining ISS stockholder approval and
completion of regulatory approvals in certain overseas jurisdictions.
ISS' special meeting of stockholders to consider the merger is
scheduled for October 16, 2006.
About IBM
For more information about IBM, go to www.ibm.com
About Internet Security Systems, Inc.
Internet Security Systems, Inc. (ISS) is the trusted security
advisor to thousands of the world's leading businesses and
governments, providing preemptive protection for networks, desktops
and servers. An established leader in security since 1994, the ISS
Proventia(R) integrated security platform is designed to automatically
protect against both known and unknown threats, keeping networks up
and running and shielding customers from online attacks before they
impact business assets. ISS products and services are based on the
proactive security intelligence of its X-Force(R) research and
development team - the unequivocal world authority in vulnerability
and threat research. The ISS product line is also complemented by
comprehensive Managed Security Services and Professional Security
Services. For more information, visit the ISS Web site at www.iss.net
or call Heidi Litner at 404-236-3763.
Internet Security Systems is a trademark and Proventia and X-Force
are registered trademarks of Internet Security Systems, Inc. All other
companies and products mentioned are trademarks and property of their
respective owners.
ADDITIONAL INFORMATION ABOUT THE MERGER AND WHERE TO FIND IT
This communication may be deemed to be solicitation material in
respect of the proposed merger (the "Merger") of Internet Security
Systems, Inc. (the "Company") with and into a wholly-owned subsidiary
of International Business Machines Corp. ("IBM"). In connection with
the Merger and required stockholder approval, the Company has filed
with the SEC a proxy statement and other relevant materials, and may
file additional relevant materials, that contain important information
about the Merger. Investors and security holders of the Company are
urged to read the proxy statement and any other relevant materials
filed by the Company because they contain, or will contain, important
information about the Company and the Merger. All documents filed by
the Company with the SEC, when available, may be obtained for free at
the SEC's website at www.sec.gov. In addition, the documents filed
with the SEC by the Company may be obtained free of charge by
directing such request to: Ed Eiland, ISS Investor Relations,
404-236-4053 or from the Company's website at www.iss.net.
The Company and its executive officers and directors may be deemed
to be participants in the solicitation of proxies from the Company's
stockholders in favor of the Merger. Information about the executive
officers and directors of the Company and their ownership of the
Company's common stock is set forth in the proxy statement related to
the Merger, which was filed with the SEC on September 19, 2006.
Investors and security holders may obtain more detailed information
regarding the direct and indirect interests of the Company and its
executive officers and directors in the Merger by reading the proxy
statement regarding the Merger.
Safe Harbor Statement under the Private Securities Litigation
Reform Act of 1995:
This release contains forward-looking statements based on current
expectations or beliefs, as well as a number of assumptions about
future events, and these statements are subject to important factors
and uncertainties that could cause actual results to differ materially
from those described in the forward-looking statements. The
forward-looking statements in this release address a variety of
subjects including, for example, fulfillment of conditions to, and the
expected timing of, the closing of the proposed merger. The following
additional factors, among others, could cause actual results to differ
materially from those described in these forward-looking statements:
the timing and results of required regulatory review and approval by
ISS' stockholders of the proposed merger; and those factors discussed
in the Section entitled "Risk Factors" in Part II Item 1A of ISS'
Quarterly Report on Form 10-Q for the quarter ended June 30, 2006. ISS
disclaims any intent or obligation to update any forward-looking
statements made herein to reflect any change in ISS' expectations with
regard thereto or any change in events, conditions, or circumstances
on which such statements are based.