Websense Acquisition of SurfControl Clears Hart-Scott-Rodino Review


Regulatory approval from the U.K. competition authorities still pending

SAN DIEGO, June 4 / -- Websense, Inc. (NASDAQ:WBSN) today announced that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 has expired without a request from the United States Department of Justice or the Federal Trade Commission for additional information or documentary material -- commonly referred to as a Second Request. The waiting period pertained to notices filed in respect to Websense's pending acquisition of SurfControl PLC .

Websense's planned acquisition of SurfControl, which has been unanimously approved by the boards of both companies, is subject to the satisfaction or waiver of the Pre-Conditions which relate to the obtaining of regulatory clearances from the relevant U.K. and U.S. competition authorities, as set out in full in Part A of Appendix 1 to the Rule 2.5 Announcement available on the company's Web site at www.websense.com/acquisition. With the expiration of the Hart-Scott-Rodino waiting period, the pre-condition of regulatory approval from U.S. authorities has been satisfied. Regulatory approval from the U.K. competition authorities is still pending. Websense estimates the transaction will close approximately four months following final regulatory approval.

The transaction will not proceed if the Pre-Conditions have not been satisfied or, where permitted, waived by March 26, 2008, and if the Conditions (set out in full in Part C of Appendix I to the Rule 2.5 Announcement) have not been satisfied or, where permitted, waived by July 26, 2008, or such later date (if any) as SurfControl, Websense and Websense SC Operations Limited may, with the consent of the U.K. Takeover Panel, agree.

About SurfControl
SurfControl provides an offering of security solutions to protect its customers from Internet threats, deliver business and regulatory compliance, and enable business continuity. SurfControl believes that security should be treated as a science, delivering protection at multiple points "in the cloud" with on-demand security services, on the network with software and appliances, and on the desktop and mobile client. All of SurfControl's solutions for Web, e-mail and endpoint security are backed by industry-leading threat detection technologies, delivered by SurfControl's Global Threat Experts who work 24/7 to provide customers with dynamic zero-day protection. The company protects more than 16 million users in over 25,000 customers worldwide, and employs more than 600 people in offices across Europe, the Americas, and Asia/Pacific.

About Websense, Inc.
Websense, Inc. (NASDAQ:WBSN), protects more than 25 million employees from external and internal computer security threats. Using a combination of preemptive ThreatSeeker(TM) malicious content identification and classification technology and information leak prevention technology, Websense helps make computing safe and productive. Distributed through its network of channel partners, Websense software helps organizations block malicious code, prevent the loss of confidential information and manage Internet and wireless access. For more information, visit www.websense.com.

This press release should be read in conjunction with, and is subject to, the full text of the Rule 2.5 announcement. This announcement does not constitute an offer or invitation to purchase any securities. SurfControl shareholders are advised to read carefully the formal documentation in relation to the Proposal once it has been dispatched.

MEDIA CONTACT:
Cas Purdy
Websense, Inc.
(858) 320-9493
cpurdy@websense.com

Source: Websense, Inc.

Web site: www.websense.com/
http://www.websense.com/acquisition

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