e425
Filed by NetApp, Inc. Pursuant to Rule 425
Under the Securities Act of 1933
And Deemed Filed Pursuant to Rule 14a-12
Under the Securities Exchange Act of 1934
Subject Company: Data Domain, Inc.
Commission File No.: 001-33517
The following are excerpts from a transcript of an interview given by Dan Warmenhoven, chairman and
Chief Executive Officer of NetApp, Inc. on Money for Breakfast with Alexis Glick, which aired on
the FOX Business Network on the morning of June 3, 2009. The excerpts contain only those portions
of the transcript relating to discussions of the proposed acquisition of Data Domain by NetApp,
Inc. pursuant to the terms of an Agreement and Plan of Merger, dated as of May 20, 2009 and as
amended on June 3, 2009.
Alexis Glick: ... Lets talk a little bit about Data Domain and the deal. When you came out with
your last quarters earnings at the same time that you announced that you had a billion and a half
dollar deal to purchase Data Domain. EMC steps up two billion. Where do you stand?
Dan: Were still very very interested. Were assessing our options at the moment, uh, as you said
its the first shot at a bidding war. Well see what the second shot looks like. Uh, we still
believe that Data Domain really fits best with NetApp. Theres less product overlap, uh, we think
theres more synergies to be gained. We think theres a better fit for our customers and their
employees. And uh so were very very interested in pursuing uh our original proposal and uh and
seeing how we amend it.
Alexis Glick: You came in with a, with a strong quarter given a very
Dan:
a great quarter.
Alexis Glick: challenging environment. And at the same time that you announce an acquisition
when a lot of people thought you were the one who was going to get purchased. [Dan laughs.] I
know youve been quelling those rumors. Your stock actually rose based on this deal. So i-is there
a price where you say this is worth it? This is ultimately accretive. I think they have about
$250 million in cash but about --
Dan:
Mm-hmm.
Alexis
Glick: $250 in sales. What makes this deal so, so good for you?
Dan: Our long-term strategic fit. If you look at Data Domains product line, it fits very
complementary with our own. Theres almost no overlap at all, and uh it really is a solution for
data that as the CEO there describes is, is in a vegetative state. I mean this is uh, if you think
of uh, your own personal affairs
when you take your own files and put em up in the attic, right? That would be the equivalent of
storing something on a Data Domain device. Its at the third layer bef-- you cant delete it, you
dont want to throw it away, but you want to have an efficient storage solution. So at some point,
data gets old and gets tired and you want to put it into a, to a system like this. Thats a,
thats a style of storage that we have not yet addressed ourselves. It fits very nicely behind our
what we call secondary storage for, you know, data that can be read but is archivable kind of
storage. And so uh when you look at the combination of the two, the technologies are synergistic,
uh the distribution models are synergistic. And in particular if you look at Data Domains model,
right now only about twenty percent of their revenues are from outside the U.S. Fifty-two percent
of ours are. So we could take their product and put it into our channels of distribution and do
very well.
Alexis Glick: You know, wh-when you look at the, the uh I guess the universe of competition right
now, particularly in the technology see--, uh sector uh we sa--we saw Oracle outbid IBM for Sun
Micro and yet some of the competition in the data storage sector, uh, you know the likes of IBM and
others, did not come out with a good quarter. In fact, theyre pretty hesitant about the current
technology environment, and yet its been one of the biggest leaders since March lows. Are you
seeing something thats fundamentally shifting thats changing the industry?
Dan: No, not fundamentals. But I think the question in storage is uh, since its a consumable, you
fill it up and then youve gotta go buy some more. The question is how long can customers hold
their breath? How long can they just get more efficiency out of what they have and when do they
have to start buying again? And so everyone pretty much expects that storage spending will be on
the front end of the recovery curve. And uh, and were starting to, to see interest, I guess I
should call it, in customers, from customers and uh, whats coming next? And what are they going
to do near the end of this year? So I think theres some anticipation that maybe, you know, the
second half of the year looks better and things like that. Ah but it has been a very very tough
market. And uh, it actually started last fall, right? So were now at a period where June, right?
Were now about ten months from Lehman Monday, and uh, you know, its about the time people are
starting to run out of capacity.
Alexis Glick: Is the worst behind us?
Dan: I believe so. I think uh theres, theres more confidence about, you know, going forward and
people start looking at uh, infrastructure investments to reduce costs and things like that. So
the spending spigot is starting to open up again.
...
Alexis: Well, Dan Warmenhoven, Im very excited to do this panel with you later this morning, and
Im very excited to hear what announcement you have next about Data Domain because I think youre
staying in the bidding war.
Dan: Ah, you can, can rest assured thats probably the case.
Alexis: I like that. Thats assured! Alright, Dan, thank you very much
Dan: Its been my pleasure, Alexis.
...
[End of transcript]
Forward-Looking Statements
Information set forth in this message contains forward-looking statements, which involve a number
of risks and uncertainties. NetApp, Inc. (NetApp) and Data Domain, Inc. (Data Domain) caution
readers that any forward-looking information is not a guarantee of future performance and that
actual results could differ materially from those contained in the forward-looking information. All
such forward-looking statements include, but are not limited to, statements about the benefits of
NetApps acquisition of Data Domain, including future financial and operating results, NetApps
plans, objectives, expectations and intentions and other statements that are not historical facts.
The following factors, among others, could cause actual results to differ from those set forth in
the forward-looking statements: the ability to obtain regulatory approvals of the transaction on
the proposed terms and schedule; the failure of Data Domains stockholders to approve the
transaction; the risk that the businesses will not be integrated successfully; the risk that the
cost savings and any other synergies from the transaction may not be fully realized or may take
longer to realize than expected; disruption from the transaction making it more difficult to
maintain relationships with customers, employees or suppliers; and competition and its effect on
pricing, spending, third-party relationships and revenues. Additional factors that may affect
future results are contained in NetApps and Data Domains filings with the SEC, which are
available at the SECs web site http://www.sec.gov. NetApp and Data Domain disclaim any obligation
to update and revise statements contained in these materials based on new information or otherwise.
Additional Information and Where to Find It
NetApp plans to file with the SEC a Registration Statement on Form S-4 in connection with the
transaction, and Data Domain plans to file with the SEC and mail to its stockholders a Proxy
Statement/Prospectus in connection with the transaction. The Registration Statement and the Proxy
Statement/Prospectus will contain important information about NetApp, Data Domain, the transaction
and related matters. Investors and security holders are urged to read the Registration Statement
and the Proxy Statement/Prospectus carefully when they are available. Investors and security
holders will be able to obtain free copies of the Registration Statement and the Proxy
Statement/Prospectus and other documents filed with the SEC by NetApp and Data Domain through the
web site maintained by the SEC at www.sec.gov and by contacting NetApp Investor Relations at (408)
822-7098 or Data Domain Investor Relations at (408) 980-4909. In addition, investors and security
holders will be able to obtain free copies of the documents filed with the SEC on NetApps website
at www.netapp.com and on Data Domains website at www.datadomain.com.
Participants in the Acquisition of Data Domain
NetApp, Data Domain and their respective directors, executive officers and certain other members of
management and employees may be deemed to be participants in the solicitation of proxies in respect
of the proposed transaction. Information regarding these persons who may, under the rules of the
SEC, be considered participants in the solicitation of Data Domain stockholders in connection with
the proposed transaction will be set forth in the Proxy Statement/Prospectus described above when
it is filed with the SEC. Additional information regarding NetApps executive officers and
directors is included in NetApps definitive proxy statement, which was filed with the SEC on July
14, 2008, and additional information regarding Data Domains executive officers and directors is
included in Data Domains Annual Report on Form 10-K/A for fiscal year ended December 31, 2008,
which was filed with the SEC on April 30, 2009. You can obtain free copies of these documents from
NetApp or Data Domain using the contact information above.