Shareholders OK Symantec, Veritas Merger Deal

In two separate special meetings, shareholders of each company on Friday approved security vendor Symantec's $13 billion deal to acquire storage software vendor Veritas. The agreement, which was announced in December, has already passed regulatory approvals and is expected to close July 2.

Symantec shareholders overwhelmingly approved the acquisition, casting 506,435,202 vote in favor and 28,132,409 votes against, with about 6 million votes abstaining, according to the inspector of elections for Symantec. During the Symantec special meeting, which was aired via Webcast and lasted only about 15 minutes, Symantec Chairman and CEO John Thompson made no formal statement on the successful acquisition.

Two shareholder representatives spoke for the overall vote. "Mr. Chairman, I am a stockholder, and I move that the issuance and reservation for issuance of shares of Symantec common stock to holders of Veritas securities, pursuant to the merger agreement, be approved," one shareholder said. Another shareholder then seconded the motion.

Thompson, who will hold his current title in the merged company, sounded elated and almost on the verge of tears as he ended the meeting by saying, "I hereby declare this special meeting of shareholders closed."

At the Veritas shareholder meeting, which started 13 minutes late and lasted only long enough to pass out and collect ballots, Veritas Chairman and CEO Gary Bloom exhibited no such emotion in reporting that about 70.5 percent of eligible voting stock was represented and the merger was approved by at least a majority.

With the acquisition now approved, Symantec jumps into the No. 2 position from the No. 9 slot in the storage management software market, according to research firm Gartner Dataquest. Veritas' 2004 storage management software revenue was $1 billion, compared with $89 million for Symantec.

Many solution providers expressed concern about the potential impact of the Symantec-Veritas deal when it was unveiled. Yet some partners said they were reassured by Thompson's keynote address at the Veritas Vision conference in late April.

Tom Kuni, president of SSI hubcity, a Metuchen, N.J.-based solution provider, called Thompson's speech at Veritas Vision one of the most well-articulated direction messages he has ever seen from a CEO. "Thompson, being the son of a postal worker, delivered as good a message as his father ever did," Kuni said.

One East Coast Veritas partner, who requested anonymity, said the key to making the merger work lies in how the two companies integrate their sales teams. Veritas, for instance, did a poor job of integrating the team it got with its 2003 acquisition of Precise Software, an application performance management software vendor, the solution provider said.

"They couldn't get the storage salespeople to sell the application monitoring software. Now they will have security salespeople selling storage, and storage salespeople selling security," the solution provider said. "In this day and age, it's hard to find good salespeople. They're used to selling point products and are resistant to change. So the question is, will Symantec/Veritas try to cross-pollinate their sales? It will be interesting to see how they do it."

Going forward, Bloom will serve as vice chairman and president of Symantec, with responsibility for sales, services, support and corporate development, according to Symantec. Greg Myers will continue as CFO, and John Schwarz will be responsible for all product development, security response and technology alliances. Allyson Seelinger will lead the global channels segment, and Vince Steckler will oversee the global consumer and small-business segment, including retail, distribution, OEM, xSP and online.