CLOUD

3PAR has announced that it has accepted an increased offer to be acquired by Dell for a price of $24.30 per share, or approximately $1.6 billion, net of 3PAR's cash.

3PAR and Dell have signed an amendment to their previously announced merger agreement reflecting the new offer price and a revised termination fee of $72 million, which is payable in the event that 3PAR receives and accepts another unsolicited acquisition proposal that its board determines to be superior to Dell's increased offer.

Dell's desire for 3PAR is driven, in part, by its belief that 3PAR, with its architecturally superior utility storage solution, is important to Dell's customers and will enhance its position in cloud-based storage applications. 3PAR's multi-tenant, clustered architecture enables IT organizations to deliver software and hardware as a service, offering an agile, efficient storage infrastructure platform optimized for highly-virtualized datacenters and cloud computing. Additionally, with its global reach, Dell believes it will be able to drive greater deployment and penetration of 3PAR's products, accelerating Dell's momentum in delivering open, capable and affordable storage options.

The cash tender offer commenced on Aug. 23, 2010, by Dell, through a wholly-owned subsidiary, is for all outstanding shares of 3PAR common stock, without interest, and subject to reduction for any federal back-up withholding or other taxes. The offer documents will be amended to reflect the new offer price, but this will not alter the timing of the acquisition. Unless extended, the tender offer and any withdrawal rights to which 3PAR stockholders may be entitled will expire at midnight, EDT, on Sept. 20, 2010. Following acceptance for payment of shares in the tender offer and completion of the transactions contemplated in the merger agreement, 3PAR would become a wholly-owned subsidiary of Dell.

The board of directors of 3PAR continues to unanimously recommend that 3PAR stockholders accept Dell's tender offer and tender their shares in the offer.