McAfee Announces Sale of Organization Business enterprise to Symphony Technology Team for $4. Billion

SAN JOSE, Calif. & PALO ALTO, Calif.–(Enterprise WIRE)–McAfee Corp. (Nasdaq: MCFE), the unit-to-cloud cybersecurity company, right now declared it has entered into a definitive agreement to promote its Business company to a consortium led by Symphony Know-how Team (STG) in an all-dollars transaction for $4. billion. The transaction is anticipated to close by the close of 2021, subject matter to customary regulatory approvals and closing disorders.

McAfee’s Enterprise business enterprise has established the speed and common in just the cybersecurity business for extra than 30 yrs and has grow to be a identified leader for unit-to-cloud cybersecurity options. Now, the Enterprise enterprise is a trusted husband or wife for 86% of the Fortune 100 corporations all-around the globe and recognized $1.3 billion in internet profits in fiscal calendar year 2020.

McAfee President and Chief Government Officer, Peter Leav, commented “STG is the correct spouse to go on strengthening our Organization organization, and this consequence is a testomony to the business’ marketplace-top options and most notably to the superb contributions of our staff members.” Leav added, “This transaction will permit McAfee to singularly concentrate on our purchaser business and to speed up our strategy to be a chief in particular safety for consumers.”

“McAfee is a single of the most legendary brand names in enterprise protection and has a standing for innovation, high-quality and leadership,” reported William Chisholm, Managing Partner at STG. “We are absolutely committed to driving the business’ method to be the leading gadget-to-cloud cybersecurity corporation by partnering with McAfee’s current earth-class group to continue on delivering remarkable performance to enterprises and governing administration shoppers globally.”

Information Highlights:

• Divestiture of McAfee Enterprise organization for $4. billion in dollars prior to tax
• McAfee to come to be pure enjoy shopper cybersecurity firm
• McAfee expects to issue an approximated $4.50 special dividend for each Class A widespread share upon transaction shut
• McAfee expects to lessen personal debt by close to $1 billion, which is anticipated to result in a neutral affect to net leverage ratio

In addition to the compensation of close to $1 billion of existing McAfee indebtedness, McAfee also expects to use a part of the proceeds from the transaction to pay out about $175 million in customary transaction expenses and other a single-time expenses. The $2.75 billion of remaining proceeds will be dispersed by Foundation Engineering Around the world, McAfee’s managed subsidiary, on a professional rata foundation to all holders, which includes McAfee Corp. McAfee Corp. will use its pro rata part of this kind of proceeds to shell out somewhere around $300 million in necessary corporate taxes and similar payments in connection with the transaction, and will use all remaining proceeds to fork out a one-time exclusive dividend of $4.50 for every share to holders of our Course A Popular Inventory. This represents a a single-time specific dividend amount of around 21% of the closing sale price of our Course A Widespread Inventory on Friday, March 5, 2021 prior to McAfee’s entry into the transaction.

McAfee also expects to pay approximately $300 million in extra a single-time separation expenditures and stranded price optimization, a portion of which will be costs paid out by proceeds from the transaction.

Till closing, McAfee will continue on to perform and run the Organization business enterprise, when McAfee, STG, and the Organization business’ management group will associate to strategy for a profitable transition for the business, its personnel, and its prospects.

At near, McAfee will retain its identify and will keep on its singular focus on providing foremost answers to protect shoppers and getting a chief in personalized safety for people. The Organization small business will be re-branded, which is expected to manifest in the coming months.

Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC are acting as economic advisors, and Ropes & Grey LLP as lawful advisor, to McAfee.

UBS Investment decision Bank, Jefferies LLC and BofA Securities are performing as monetary advisors, and Paul Hastings LLP is performing as legal advisor, to STG. UBS Financial investment Bank, Jefferies Finance LLC and Financial institution of The usa are offering financing for the acquisition.

Webcast / Conference Get in touch with Specifics

In conjunction with this announcement, McAfee will host a webcast conference get in touch with today, March 8, 2021, at 8:00 a.m. Eastern Time to explore the announced transaction. The pay attention-only webcast is readily available at https://ir.mcafee.com/investors. Traders and contributors can obtain the convention call around the mobile phone by dialing (833) 301-1122, or for international callers (631) 658-1012. The conference ID is 6165804.

Following the conference connect with, a replay of the webcast, supplemental financial information and earnings slides will be created readily available on the Investor Relations webpage of the McAfee’s web page at https://ir.mcafee.com/information-and-functions/functions.

About McAfee

McAfee is the product-to-cloud cybersecurity firm. Encouraged by the electricity of working with each other, McAfee generates consumer and organization remedies that make the earth a safer spot. www.mcafee.com

About STG

Symphony Engineering Team (STG) is the private equity partner to market place major firms in data, software, and analytics. The business brings abilities, adaptability, and methods to create strategic benefit and unlock the potential of impressive companies. Partnering to establish client-centric, market profitable portfolio organizations, STG results in sustainable foundations for growth that provide worth to all existing and potential stakeholders. The company is committed to transforming and setting up fantastic engineering firms in partnership with globe course administration groups. STG’s expansive portfolio has consisted of more than 35 world organizations. For much more information and facts, you should take a look at www.stgpartners.com.

Ahead-Looking Statements

In addition to historic consolidated money information and facts, sure statements in this press release and on the connected teleconference contact might have “forward-seeking statements” in just the meaning U.S. federal securities legislation that require sizeable risks and uncertainties. All statements other than statements of historic simple fact included in this push launch and on the similar teleconference phone are ahead-searching statements. These statements could incorporate text these types of as “anticipate,” “estimate,” “expect,” “project,” “plan,” “intend,” “believe,” “may,” “will,” “should,” “can have,” “likely” and other words and phrases of identical indicating in connection with any discussion of the timing or mother nature of upcoming running or economical overall performance or other events. For example, all statements McAfee would make relating to the approximated timing of the closing of the transaction or the predicted use of proceeds therefrom the affect of the transaction on McAfee’s Customer enterprise the integration of its Enterprise business with STG Team and its current belongings and McAfee’s ideas and targets for upcoming operations, development initiatives, or tactics are forward-wanting statements. All forward-on the lookout statements are subject to risks and uncertainties that may perhaps result in true benefits to differ materially from those that McAfee predicted. Distinct factors that could result in these kinds of a big difference include things like, but are not limited to: delays in acquiring needed regulatory approvals or the satisfaction of other closing problems the success and effectiveness of any separation activities as a final result of the transaction the timing of the declaration of a distinctive dividend, which is primarily based on a variety of assumptions pertaining to the realizable internet funds proceeds from the transaction and other cash movement products the influence of the COVID-19 pandemic McAfee’s ability to adapt to speedy technological adjust, evolving industry standards and transforming purchaser needs, specifications or tastes the impression on McAfee’s enterprise of a network or details safety incident or unauthorized access to its community or data or its customers’ data the outcomes on McAfee’s organization if we are unable to get new clients, if its consumers do not renew their preparations with us, or if McAfee is unable to grow gross sales to its present clients or establish new solutions or resolution packages that obtain market place acceptance McAfee’s means to take care of its advancement properly, execute its business enterprise strategy, manage large levels of service and consumer pleasure or sufficiently handle aggressive worries McAfee’s dependence on its senior administration staff and other important workforce McAfee’s capability to enrich and grow its gross sales and internet marketing capabilities McAfee’s ability to catch the attention of and retain extremely experienced staff to execute its advancement plan the hazards associated with interruptions or effectiveness challenges of its technology, infrastructure and service companies McAfee’s dependence on Amazon World-wide-web Providers cloud infrastructure products and services the effects of data privacy worries, evolving rules of cloud computing, cross-border information transfer constraints and other domestic and overseas regulations and regulations the impact of volatility in quarterly functioning benefits the challenges involved with McAfee’s income recognition coverage and other aspects may possibly distort its economical final results in any provided period the effects on McAfee’s shopper foundation and company if we are not able to boost its brand name expense-properly McAfee’s means to comply with anti-corruption, anti-bribery and identical regulations McAfee’s skill to comply with governmental export and import controls and economic sanctions rules the prospective adverse impact of lawful proceedings McAfee’s capability to recognize appropriate acquisition targets or if not successfully employ its growth technique the effect of a alter in McAfee’s pricing product McAfee’s capacity to meet up with support amount commitments below its buyer contracts the effects on McAfee’s small business and popularity if it is not able to provide superior-top quality buyer help McAfee’s dependence on strategic associations with 3rd parties the effects of adverse basic and market-distinct economic and current market ailments and reductions in IT and identification expending McAfee’s dependence on ample investigate and progress resources and its potential to efficiently comprehensive acquisitions McAfee’s reliance on application and expert services from other get-togethers the effect of real or perceived mistakes, failures, vulnerabilities or bugs in McAfee’s alternatives McAfee’s potential to safeguard its proprietary rights the effect on McAfee’s business enterprise if we are subject to infringement assert or a declare that outcomes in a important damage award the challenges linked with McAfee’s use of open supply program in its alternatives, answer packages and subscriptions McAfee’s reliance on SaaS vendors to operate certain features of its small business the dangers linked with indemnity provisions in McAfee’s agreements the dangers related with liability claims if McAfee’s breach its contracts the impact of the failure by McAfee’s consumers to fork out it in accordance with the phrases of their agreements the threats linked with publicity to international currency fluctuations the influence of most likely adverse tax effects linked with McAfee’s worldwide functions the influence of variations in tax legislation or laws the effects of the Tax Act McAfee’s means to sustain its corporate society McAfee’s potential to produce and sustain correct and efficient internal management around economical reporting the hazards related with obtaining operations and employees found in Israel and the impact of catastrophic occasions on McAfee’s company. Specified these factors, as nicely as other variables that could have an effect on McAfee’s operating results, you must not count on ahead-wanting statements, believe that previous economic functionality will be a reputable indicator of long term general performance, or use historical trends to anticipate success or developments in future periods. The ahead-wanting statements involved in this push launch and on the connected teleconference contact relate only to situations as of the day hereof. McAfee undertakes no obligation to update or revise any ahead-hunting statement as a outcome of new facts, foreseeable future functions or in any other case, other than as in any other case expected by legislation.