Proofpoint Enters into Definitive Agreement to Acquire InteliSecure; Augments People-Centric Managed Services Offering

Proofpoint, Inc., a leading cybersecurity and compliance company, has entered into a definitive agreement to acquire InteliSecure, Inc. (“InteliSecure”), an innovator in data loss protection managed services. With this acquisition, Proofpoint looks to strengthen its cloud-based people-centric security platform by enhancing customers’ ability to protect critical data in diverse environments. Under the terms of the agreement, Proofpoint will acquire InteliSecure for $62.5 million in cash, subject to customary purchase price adjustments. The acquisition is expected to close during this first quarter of 2021, subject to satisfaction of customary closing conditions.

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“We’ve seen exceptional customer demand for information protection managed services as organizations are continuing to work in a cloud-first, remote-oriented world,” said Gary Steele, chief executive officer of Proofpoint. “The acquisition of InteliSecure will support our ability to collectively help our customers and partners with people-centric managed security services that leverage the technology and deep expertise of InteliSecure applied across Proofpoint’s market leading security and compliance platforms. We eagerly anticipate welcoming InteliSecure’s employees to the Proofpoint team.”

Proofpoint’s unique people-centric approach to data loss prevention (DLP) is trusted by organizations worldwide—whether due to unintentional mistakes or malicious intent. With an automated common content classification that has been honed for nearly 15 years, Proofpoint’s cloud-based solution provides data visibility and context across multiple channels from a single console. InteliSecure’s managed service capabilities will complement Proofpoint’s information protection solution and Premium Security Services. Proofpoint believes there is a multi-billion-dollar addressable market associated with helping customers and partners through people-centric managed security services that leverage the technology and deep expertise of InteliSecure, applied across Proofpoint’s market leading security and compliance platforms. InteliSecure’s technology and expertise simplify data protection for customers through streamlining policy creation, providing unified event visibility across tools, delivering real-time reporting required by key stakeholders, and reducing noise to increase focus on critical incidents.

“Organizations urgently need an effective strategy to safeguard data with new remote working environments and resource-constrained internal teams,” said Steven Drew, chief executive officer at InteliSecure. “With insider employees, contractors, or third-party carelessness causing nearly two-thirds of serious data loss incidents, joining the Proofpoint team will allow us to offer services to customers to better protect against accidental mistakes, attacks and insider risk—across cloud services, email, endpoint, and on-premises file shares.”

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The acquisition of InteliSecure will add approximately 150 employees to Proofpoint’s growing global team and will boost Proofpoint’s ability to support its robust channel partner ecosystem’s service delivery and increase partners’ competitiveness by providing processes and experience from working with multiple vendors. Proofpoint will be actively adopting best practices in partner programs and relationships to best meet channel needs.

Contingent upon timely closing in March, Proofpoint expects InteliSecure to have the following contribution to its financial outlook for the full year 2021:

• Increase the revenue range by approximately $10 million.
• Reduce the Non-GAAP net income range by approximately $5 million, including impact of integration costs, accounting, and other transaction related adjustments.
• Approximately neutral impact to free cash flow.

For the first quarter of 2021, Proofpoint does not expect InteliSecure to have any material impact to its financial outlook for the quarter.