Riverbed Initiates Next Steps to Implement Recapitalization and Strengthen Financial Position

Riverbed Technology (“Riverbed” or the “Company”) today announced that it has taken the next steps in its recapitalization, voluntarily commencing Chapter 11 cases to implement its “prepackaged” financial restructuring plan to reduce the Company’s debt by more than $1 billion and provide the Company with an additional $35 million cash infusion, positioning the Company for long-term success. Lenders holding 100% of Riverbed’s funded secured debt have now approved the transactions contemplated in the previously announced Restructuring Support Agreement, which will be implemented through an accelerated court-supervised process.

“We are continuing to move forward with our accelerated recapitalization, through which we will reduce our debt by more than $1 billion, add a total of $100 million of investment capital and, in doing so, significantly simplify our balance sheet and fuel our next phase of growth,” said Dan Smoot, President and CEO of Riverbed Technology. “After thoroughly evaluating the different mechanisms through which to implement the recapitalization, our analysis made it clear that Riverbed could achieve a cleaner, more financially beneficial outcome by utilizing the court-supervised process, setting our company up for even greater growth and innovation opportunities in the future. Riverbed is a critical technology provider, as demonstrated by our strong double-digit bookings growth for our advanced visibility solutions, and with our outstanding business, talented team, market-relevant technology and great brand, this process will only make us stronger. We expect this to be seamless for our stakeholders, including customers and partners, and we look forward to completing the court-supervised process."

Mr. Smoot continued, “The overwhelming support we’ve received from our investors is a testament to their confidence in our growth prospects and in Riverbed following the recapitalization. Furthermore, since we announced this development, many of our customers and business partners have voiced their support and confidence in Riverbed. I would also like to thank our talented team members, who have been unwavering in their focus and commitment to delivering leading end-to-end visibility and network performance and acceleration solutions to our customers.”

“We are pleased to continue our long-term support of Riverbed in this next chapter as they strengthen their financial position to deliver leading performance and visibility solutions to companies around the world,” said Apollo Partner Chris Lahoud. “Riverbed has an exceptional team and strong market opportunities, and we are confident in their strategy to deliver innovative customer solutions and long-term profitable growth.”

As previously announced on October 13, 2021, the Company entered into a Restructuring Support Agreement with its equity sponsors and an ad hoc group of lenders (the “Ad Hoc Group”) holding a super-majority of its funded secured debt. Once the restructuring transactions, which are subject to customary closing conditions, are complete, the Ad Hoc Group of institutional investors including Apollo, will become the majority owners of Riverbed through their managed funds.

To implement the prepackaged plan, the Company has voluntarily filed for reorganization under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware and expects to successfully complete its financial restructuring process and emerge in mid-December. Riverbed’s operations and the acceleration of its strategy will continue as normal. In connection with the filing, Riverbed has filed a number of customary motions with the Court seeking authorization to support its operations while the process is ongoing.

Riverbed’s advisors include Kirkland & Ellis LLP as legal counsel, AlixPartners as restructuring advisor, and GLC Advisors & Co. as investment banker.

The Ad Hoc Group’s advisors include White & Case LLP as legal counsel and Centerview Partners as financial advisor. Davis Polk & Wardwell LLP is acting as counsel to certain members of the Ad Hoc Group.

About Riverbed

Riverbed enables organizations to maximize visibility and performance across networks, applications and end-user devices, so they can fully capitalize on their IT, hybrid workplace and digital investments. Riverbed solutions enable organizations to visualize, optimize, remediate and accelerate the performance of any network for any application, while supporting business objectives to mitigate cybersecurity risk and enhance the digital experience for all end users. Riverbed offers two best-in-class product lines: end-to-end visibility solutions – including Network Performance Management and Digital Experience Management (APM and EUEM) – that delivers actionable insights; and network and acceleration solutions, including application acceleration (SaaS, client and cloud acceleration), WAN optimization, and enterprise-grade SD-WAN. Riverbed’s 30,000+ customers include 95% of the Fortune 100. Learn more at riverbed.com.

Forward-Looking Statements

This press release contains “forward-looking statements” related to future events. Forward-looking statements contain words such as “expect,” “anticipate,” “could,” “should,” “intend,” “plan,” “believe,” “seek,” “see,” “may,” “will,” “would,” “target,” and similar words or expressions. Forward-looking statements are based on management’s current expectations, beliefs, assumptions and estimates and may include, for example, statements regarding our pursuing protection under Chapter 11 of the Bankruptcy Code (the “Chapter 11 Cases”), the Company’s ability to complete the restructuring and its ability to continue operating in the ordinary course while the Chapter 11 Cases are pending. These statements are subject to significant risks, uncertainties, and assumptions that are difficult to predict and could cause actual results to differ materially and adversely from those expressed or implied in the forward-looking statements, including risks and uncertainties regarding the Company’s ability to successfully complete a restructuring under Chapter 11, including: consummation of the restructuring; potential adverse effects of the Chapter 11 Cases on the Company’s liquidity and results of operations; the Company’s ability to obtain timely approval by the bankruptcy court with respect to the motions filed in the Chapter 11 Cases; objections to the Company’s recapitalization process or other pleadings filed that could protract the Chapter 11 Cases; employee attrition and the Company’s ability to retain senior management and other key personnel due to the distractions and uncertainties; the Company’s ability to comply with financing arrangements; the Company’s ability to maintain relationships with suppliers, customers, employees and other third parties and regulatory authorities as a result of the Chapter 11 Cases; the effects of the Chapter 11 Cases on the Company and on the interests of various constituents, including holders of the Company’s common stock; the bankruptcy court’s rulings in the Chapter 11 Cases, including the approvals of the terms and conditions of the restructuring and the outcome of the Chapter 11 Cases generally; the length of time that the Company will operate under Chapter 11 protection and the continued availability of operating capital during the pendency of the Chapter 11 Cases; risks associated with third party motions in the Chapter 11 Cases, which may interfere with the Company’s ability to consummate the restructuring or an alternative restructuring transaction; increased administrative and legal costs related to the Chapter 11 process; potential delays in the Chapter 11 process due to the effects of the COVID-19 virus; and other litigation and inherent risks involved in a bankruptcy process. These risks and uncertainties may cause actual future results to be materially different than those expressed in such forward-looking statements. The Company has no obligation to update or revise these forward-looking statements and does not undertake to do so.

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