Novell completes acquisition of SilverStream Software

Novell, Inc. (Nasdaq: NOVL), the leading provider of Net business solutions, today announced the completion of its acquisition of SilverStream Software. With the acquisition of a leader in Web services-oriented application development, Novell becomes a leading player in the emerging Web services market. The acquisition enhances Novell's ability to help customers create business applications that leverage the latest Web technologies to maximize the value of their existing IT investments.

"By mid-decade today's computer software and solutions will be part of a new Web services market," said Jack Messman, CEO and chairman of Novell. "Novell's acquisition of SilverStream is part of our plan to lead in the commercialization of Web services-oriented applications. Novell now has all three elements companies need to deploy advanced Web applications - business expertise with our Cambridge Technology Partners consultants, Web services application development capabilities, and reliable, secure, scalable networking infrastructure. Importantly for customers, Novell is alone among the major players in pursuing a platform-agnostic approach. We don't care what systems you have, we'll help you build and securely run Web service applications on your existing infrastructure. This provides a compelling differentiator in Novell's favor as companies look for cost effective ways to leverage the power of Web services."

The acquisition of SilverStream brings the company's leading Web services development platform, SilverStream eXtend™, into the Novell family of solutions. This solution provides a comprehensive environment for building, deploying, and managing services-oriented applications based on Java, XML, and Web services standards. Its components enable developers to quickly deliver highly interactive solutions that integrate existing business systems. This powerful integrated services environment provides the third leg of the stool for Novell - complementing Novell's existing business solutions delivery capabilities and industry-leading secure identity management and networking solutions.

As a result of the merger, the SilverStream operation is now a wholly owned subsidiary of Novell focusing on the emerging market for services-oriented applications. David Litwack, formerly president and CEO of SilverStream, becomes senior vice president of Novell and a member of Novell's Worldwide Management Committee. Litwack will retain management control over the former SilverStream organization, ensuring uninterrupted service for SilverStream's existing customers and continued product innovation as the unified company moves forward.

"Both SilverStream and Novell customers will benefit from this deal," said Litwack. "As part of a larger corporate entity, we gain important resources to support customers more effectively, while removing concerns customers might have had about the viability of a small firm in an increasingly competitive market. Novell customers gain important new products to take the next step in developing and deploying advanced Web applications, from a company they know and trust as one of the best in the business."

Fortifying the one Net vision.
Novell is an industry leader in driving the shift from client-server to Web-based network solutions. The launch of its one Net vision and Net services software approach three years ago illustrates Novell's early understanding of the market shift toward a services-oriented approach to developing and deploying software across the Web. Novell's core technical strengths in networking are increasingly recognized as critical to the Web services environment. In recent months, secure identity management has emerged as one of the key issues in service-oriented applications. Matching Web services securely, reliably, and quickly to the individual or entity that needs them is a critical challenge in moving this market forward. Novell, with its more than 420 million licenses of eDirectory, clearly understands the challenges of identity management better than any other technology company. Tying the power of Novell's identity management and core networking solutions to the application strengths of eXtend positions the company uniquely to solve core challenges facing companies deploying Web services today.

"Both Novell and SilverStream bring strong technology to the table," said Dr. Anthony C. Picardi, senior vice president of global software for research firm IDC. "This is a good move for Novell to get into the Web services arena and gain a development story, while SilverStream gets security in a bigger organization and access to Novell's large customer base. While no merger is without its challenges, the strategy behind this deal is solid."

The combination of Novell and SilverStream will provide additional benefits to both customers and partners. "We're excited about the addition of a Web services development solution to Novell's portfolio of products," said Michael T. Carey, chairman& CEO of IT Systems Group in Farmingdale, NY, a Novell Platinum Partner. "We have customers who are anxious to make the move into the Web services space, but need the direction of a trusted source. Novell is known for some of the best and most secure technology in the business, so we expect this to help pave the way for the eXtend product. Adding this platform to the portfolio will offer new opportunities for solutions providers like us to develop and deliver custom Web services applications for our customers."

On July 17, 2002, Novell announced the completion of its cash tender offer, pursuant to which Novell purchased almost all outstanding shares of SilverStream common stock at a price of $9.00 per share. The completion of the SilverStream acquisition that was announced today was achieved by merging a wholly owned subsidiary of Novell into SilverStream on July 19, 2002. As a result of the merger, each share of SilverStream common stock that was not tendered in Novell's tender offer now represents the right to receive $9.00 in cash, without interest.