Micromuse enters into agreement to acquire GuardedNet

Micromuse poised to provide industry`s most complete and robust security information management solution for enterprise and service provider networks

Micromuse Inc, the leading provider of ultra-scalable, real-time business and service assurance software, announced that it has entered into an agreement to acquire GuardedNet Inc, a privately-held software company based in Atlanta, Georgia, for $16.2 million in cash.

With the planned acquisition of GuardedNet, Micromuse broadens its technology portfolio to address the critical, growing market demand for security analysis, risk mitigation, incident management and compliance software solutions.

Micromuse and GuardedNet were both recently evaluated in Gartner`s Magic Quadrant for Security Information and Event Management (SIEM)1. According to the Gartner report, the SIEM market is still relatively small and fragmented, with no single vendor dominant in installed base or annual revenue. The report, which positioned Micromuse in the "Challenger" quadrant and GuardedNet in the "Visionary" quadrant, predicts that the SIEM market will consolidate.

Micromuse believes this is a key consideration as the planned acquisition of GuardedNet will significantly advance Micromuse`s position among today`s SIEM vendors by combining Micromuse`s global market presence and extensive suite of Netcool business and service assurance solutions with GuardedNet`s innovative, best-of-breed technology for security and risk management.

GuardedNet, a pioneer in the rapidly evolving security management market, was founded by security software experts with vast experience developing solutions at companies such as Internet Security Systems (ISS) and Dun & Bradstreet Software. GuardedNet`s neuSECURE product family delivers centralised security management, heterogeneous log aggregation, real-time incident detection and correlation, integrated investigation and response tools, and reporting for audit and compliance, including predefined reports for the Health Insurance Portability and Accountability Act of 1996 (HIPAA), Gramm-Leach-Bliley Act, and Sarbanes-Oxley Act of 2002 (SOX).

The neuSECURE platform has been adopted by organisations in many of Micromuse`s target markets, including 12 of the world`s foremost financial services companies, nine of the world`s leading telecommunications and wireless service providers, and several US federal agencies.

The integration of GuardedNet`s security management technology into Micromuse`s Netcool suite will provide customers with unprecedented capability to assure services, monitor infrastructure, and mitigate security risks within a single, integrated management platform. According to Lloyd Carney, Micromuse Chairman and CEO: "Today`s organisations increasingly rely on their networked infrastructures to deliver key business and revenue-generating services, making the security of these infrastructures increasingly important. Meanwhile, business demands and rapid technology changes dictate that network and security operations can no longer be allowed to function as distinct silos. Instead, these departments must seamlessly integrate information, knowledge and tools used by both. As the industry`s leading provider of real-time business and service assurance solutions, we are committed to delivering a comprehensive, holistic solution set that assures the health, performance, reliability and security of the business infrastructure."

"NeuSECURE has proven itself to be a scalable and feature-rich SIEM platform based on years of security expertise from our product team," said Tom McNeight, CEO of GuardedNet. "In Micromuse, we see a company that understands how to create innovative, vendor-agnostic management products and have them successfully dominate the marketplace. There is also a cultural affinity between these two organisations that makes me extremely optimistic about neuSECURE as a successful part of the Netcool product suite."

The acquisition is subject to various standard closing conditions and is expected to close during the fourth quarter of Micromuse`s fiscal year 2005, which ends 30 September 2005. GuardedNet was founded in 1999 and has approximately 42 employees.

The transaction is expected to be accretive to GAAP and non-GAAP earnings per share for fiscal year 2006. Non-GAAP earnings per share excludes certain non-cash, non-recurring or acquisition-related charges, such as in-process research and development write-off, amortisation of intangible assets, deferred stock-based compensation expense, restructuring charges and other non-recurring items. Micromuse will provide further detailed guidance during its third quarter earnings conference call.