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Network Associates to Acquire Dr Solomon's

In a bid to gain a substantial foothold in the European market, Network Associates Inc. today announced the signing of a definitive agreement to purchase UK-based anti-virus software provider Dr Solomon's Group PLC for more than $640 million.

Santa Clara, CA-based Network Associates said the acquisition expands its anti-virus technology line, which is based on its core product, McAfee VirusScan.

The company plans to feature the Dr Solomon's Anti-Virus Toolkit within its enterprise security suites including the Total Virus Defense (TVD) suite and Net Tools Secure. Net Tools is an integrated software package that bundles anti-virus, encryption, authentication, firewall, intrusion detection and scanning technology in one product.

Network Associates said it expects its PGP encryption and authentication technology used in Internet e-mail and file encryption to gain a broader market presence through users of Dr Solomon's products. The company claims a distribution rate of over 50 million security and anti-virus software units, and counts a number of Fortune 500 companies among its customers.

Based in Aylesbury, England, Dr Solomon's Group develops and markets anti-virus software programs for PCs and PC networks. The company said the current version of its Dr Solomon's Anti-Virus Toolkit can trace and identify over 19,000 viruses.

"With today's news, Network Associates further demonstrates its vision and commitment to deliver world-class enterprise security products to the global market," said Bill Larson, CEO, chairman and president of Network Associates. "Network Associates is primed to deploy integrated enterprise security systems to Europe's largest companies."

Network Associates said the purchase will be considered a taxable transaction to U.S. holders of Dr Solomon's Ordinary Shares and ADSs and expects this to be accounted for as a pooling of interests. The company said it expects to incur a one time charge in the third quarter of 1998 as a result of expenses associated with the purchase.

The deal is scheduled to close within the next 90 days, subject to shareholder approval of both companies' boards and by the High Court in London.