Core Viewpoint - Palo Alto Networks has announced an offer to purchase CyberArk Software Ltd.'s 0.00% Convertible Senior Notes due 2030 as part of the acquisition process, which closed on February 11, 2026 [1] Group 1: Acquisition Details - The acquisition is governed by an Agreement and Plan of Merger dated July 30, 2025, involving Palo Alto Networks, CyberArk, and Athens Strategies Ltd. [1] - The Offer to Purchase is made to satisfy CyberArk's obligations related to the Notes in accordance with the Indenture dated June 10, 2025 [1] - The Effective Date of the Make-Whole Fundamental Change was February 11, 2026, coinciding with the acquisition closing [1] Group 2: Repurchase Rights - Holders of the Notes can require repurchase of their Notes at a price equal to 100% of the principal amount plus any accrued and unpaid Special Interest, with a repurchase date set for March 24, 2026 [1] - The Make-Whole Conversion Period allows holders to convert their Notes at an increased conversion rate from the Effective Date until March 20, 2026 [1] - Holders must withdraw their Notes from the tender to convert them if they choose to participate in the Offer to Purchase [1] Group 3: Company Overview - Palo Alto Networks is recognized as a global leader in AI cybersecurity, offering a comprehensive portfolio of solutions across various domains including Network, Cloud, and Security Operations [1] - The company serves over 70,000 customers and utilizes Unit 42 threat intelligence to enhance its cybersecurity platforms [1]
Palo Alto Networks Announces Offer to Purchase Relating to CyberArk Software Ltd.'s 0.00% Convertible Senior Notes due 2030