Danaher Corporation · NYSE:DHR
Danaher — Merger or Acquisition (December 2005)
11 slides from Danaher's merger presentation, Dec 2, 2005
Slide 1: Fluke Networks' Acquisition of Visual Networks, Inc.
Fluke Networks’ Acquisition of Visual Networks, Inc. Filed by Danaher Corporation, Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Visual Networks, Inc. Commission File No.: 000-23699
Slide 2: Fluke Networks is acquiring Visual Networks, Inc.
2 Fluke Networks is acquiring Visual Networks, Inc. Who is Visual Networks? Who is Fluke Networks? Why is Fluke Networks acquiring Visual Networks? What is Fluke Networks’ go-forward plan for Visual Networks?
Slide 3: Who is Visual Networks, Inc.?
3 Who is Visual Networks, Inc.? Leading provider of network and application performance management solutions Based in Rockville, Maryland Approximately $52 million revenue 2004 Key Products Visual Uptime Select Visual IP Insight Market Strong position with Communication Service Providers in deliveri
Slide 4: Visual Networks strengths
4 Visual Networks strengths Measurement and analysis of the interaction between network performance and application performance The ability to fully instrument an entire enterprise to make sure service level agreements from carriers are met Visibility into VoIP and application traffic regardless of
Slide 5: Continuously profitable company since its inception
5 Continuously profitable company since its inception Approximately 50% of revenue from outside the U.S. Over 600 associates worldwide Worldwide Headquarters: Everett, WA Major facilities: Colorado Springs; Austin, TX; Dallas, TX; Buford, GA; Cincinnati, OH; Bridgewater, NJ; Camarillo, CA Sales Offi
Slide 6: Core Businesses
6 Core Businesses Distributed and handheld LAN and WAN test and analysis solutions xDSL qualification Process improvement Access management and testing Communication Service Providers Copper & fiber cable certification and troubleshooting Communication networks testing Datacom Installers Enterprise
Slide 7: Visual Networks will complement Fluke Networks' enterprise solutions
7 Visual Networks will complement Fluke Networks’ enterprise solutions LAN and WAN test and analysis solutions – Portable Network Test & Analysis Enterprise-wide view from anywhere on your wired or wireless network – Wireless LAN troubleshooting and management Solutions to successfully troubleshoot
Slide 8: The companies' APM solutions are also complementary
8 The companies’ APM solutions are also complementary SuperAgent works in data center – Measures end-to-end response time – Identifies the problem domain Visual Networks gathers data at remote locations – Fully instruments remote locations – Reflects user experience
Slide 9: Why is Fluke Networks acquiring Visual Networks?
9 Why is Fluke Networks acquiring Visual Networks? Brings complementary application and network performance products Strengthens Fluke Networks’ position in monitoring and analysis of enterprise networks Expands Fluke Networks’ presence into the managed services marketplace Broadens reach to more cu
Slide 10: Where Visual Networks fits within Fluke Networks?
10 Where Visual Networks fits within Fluke Networks? Brand – Fluke Networks’ Network SuperVision – Visual Networks Visual Uptime Select Visual IP InSight – “Provide the highest degree of visibility” – “Visibility into layers 1-7” – Both companies offer customers vision into their networks Products –
Slide 11: Important Additional Information and Where to Find It
Important Additional Information and Where to Find It Visual Networks, Inc. plans to file with the SEC and mail to its stockholders a Proxy Statement in connection with the transaction. The Proxy Statement will contain important information about Visual Networks, the transaction and related matters.