M&A - JUNIPER NETWORKS INC

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Form Type: DEF 14A

Filing Date: 2025-04-16

Corporate Action: Merger

Type: New

Accession Number: 000110465925035489

Filing Summary: Juniper Networks, Inc. has announced its 2025 Annual Meeting of Stockholders scheduled for May 28, 2025. This meeting will cover important items including the election of directors, ratification of auditors, a non-binding advisory vote on executive compensation, and the amendment of the 2015 Equity Incentive Plan to increase the number of shares reserved for issuance by 9,000,000. A significant aspect of the meeting is the recent merger agreement with Hewlett Packard Enterprise (HPE) where HPE plans to acquire Juniper for $40 per share, collectively valued at approximately $14 billion, which has already received stockholder approval on April 2, 2024. No new stockholder actions regarding the merger will be taken during the meeting. The governance structure of Juniper emphasizes independence among board members, and strategies for stockholder engagement continue to be prioritized. The proxy statement also details executive compensation measures aligned with company performance, and highlights efforts to ensure compliance with regulatory requirements and transparency in operations.

Additional details:

Record Date: 2025-04-01


Virtual Meeting Link: www.virtualshareholdermeeting.com/JNPR2025


Independent Auditor: Ernst & Young LLP


Number Of Directors Elected: 10


Shares Increased: 9000000


Merger Value: 14000000000


Merger Price Per Share: 40


Form Type: 8-K

Filing Date: 2025-01-30

Corporate Action: Merger

Type: Update

Accession Number: 000119312525017243

Filing Summary: On January 30, 2025, Juniper Networks, Inc. provided an update regarding its previously announced Agreement and Plan of Merger with Hewlett Packard Enterprise Company and Jasmine Acquisition Sub, Inc. The U.S. Department of Justice has filed a complaint seeking to enjoin the merger. In response to this action, Juniper Networks and Hewlett Packard Enterprise issued a joint press release. Juniper will continue to operate as a wholly owned subsidiary of Hewlett Packard Enterprise upon the completion of the merger, which is subject to the outcome of ongoing litigations.

Additional details:

Date Of Merger Agreement: 2024-01-09


Merger Subsidiary: Jasmine Acquisition Sub, Inc.


Merger Parent: Hewlett Packard Enterprise Company


Press Release Date: 2025-01-30


Litigation Court: United States District Court for the Northern District of California


Exhibit 99 1: Joint Press Release issued by Juniper Networks, Inc. and Hewlett Packard Enterprise Company


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