Quest Software, Inc. and Imceda Software, Inc announced a definitive agreement for Quest to acquire Imceda. The acquisition will significantly expand Quest Software’s portfolio of products for managing SQL Server databases and marks Quest Software’s entry into the database backup/recovery and security auditing markets. The acquisition is valued at approximately $61 million, of which 20% will be paid in shares of Quest Software Common Stock and the balance will be paid in cash. Quest currently expects that the transaction will be completed in the second quarter of 2005, subject to customary closing conditions and regulatory approvals including expiration of the applicable Hart-Scott-Rodino waiting period, and that it is estimated to be neutral to fully diluted earnings per share within the first 12 months of closing, and accretive thereafter. “I am excited about the strengths Imceda brings to Quest in the Microsoft SQL Server market,“ said Vinny Smith, chairman and CEO, Quest Software. “Imceda has a rich product line, complementary to Quest’s current SQL Server diagnostic and management solutions. Imceda will also add significant technology and development expertise in the fast growing database backup and recovery and database security auditing markets. Our combined product offering will be among the most comprehensive and robust solutions available to manage the SQL Server database lifecycle.” With more than 3,000 licensed customers, Imceda’s LiteSpeed is the market-leading rapid backup and recovery solution for SQL Server. LiteSpeed provides integrated compression and encryption in the backup process, which helps companies save thousands of dollars in storage costs and eliminate hours from traditional backup and restore times. Imceda’s award-winning product portfolio also includes: Speed Coefficient for SQL performance profiling; Speed SQL IDE, an integrated development environment for SQL Server; Speed Change Manager, a simple yet powerful database comparison tool; and SQL Turbo, a search application that increases the performance of SQL Server’s native text retrieval features. ”Imceda is pleased to be joining such a significant leader in the heterogeneous database management industry,” said Walter Scott, CEO, Imceda Software and Douglas Crystal, founder and chief technology officer, Imceda Software. “Quest and Imceda have a common vision for increasing the performance and productivity of today’s critical database platforms. The Quest/Imceda combination will quickly deliver a powerful and comprehensive set of solutions for SQL Server databases.”