MOUNTAIN VIEW, Calif. -- VeriSign, Inc. (Nasdaq:VRSN), the leading provider of critical infrastructure services for the Internet and telecommunications networks, today announced that it has entered into a definitive agreement to purchase Waltham, MA-based Guardent, a leading privately held Managed Security Service Provider (MSSP.) The acquisition is subject to regulatory approvals and other conditions and is expected to close in the first quarter of 2004.

The acquisition will bring together two of the leading providers of Managed Security Services (MSS.) The combined business will have one of the largest active bases of network security devices under management, servicing customers in key industries and geographies around the world. Customers of both companies will also benefit from an unmatched breadth of service and consulting offerings, delivered from a global infrastructure that is highly scalable and offers reliable managed services.

"In addition to being a world class company in its own right, Guardent is a perfect strategic fit," said Stratton Sclavos, CEO of VeriSign. "By combining forces, we will solidify VeriSign’s leadership in network security, one of the foundational elements of our Intelligence and Controlsm Services strategy. Moreover, by tapping into Guardent’s expanded customer base, its vulnerability management technology, and security expertise, we can deliver an even wider base of intra-enterprise, inter-enterprise, and Internet-wide intelligence to our customers."

"This acquisition should be of enormous benefit to both organizations’ customers," said Maria Cirino, CEO of Guardent. "Guardent’s customers will benefit from VeriSign’s infrastructure, intelligence, and global reach. VeriSign customers will benefit from access to technologies, such as Guardent’s Security Defense Appliance and enhanced vulnerability management. All customers will benefit from an accelerated pace of innovation, operational enhancements, and global expansion."

Under the terms of the agreement, VeriSign will pay approximately $140 million in stock and cash for the stock of Guardent. VeriSign will gain approximately 150 full-time Guardent employees. Guardent’s Security Operations Center (SOC), located in Providence, RI, will become one of the MSS operations centers for VeriSign, adding to VeriSign’s existing Network Operations Centers, SOCs and world class data centers.

VeriSign also plans to integrate Guardent’s award-winning security consulting organization into its professional services offering. The combined sales force will be equipped to sell comprehensive security offerings to customers, leveraging VeriSign’s existing suite of strong authentication, network security, application security, and commerce security services.

Once the acquisition is completed, VeriSign plans to name Maria Cirino as senior vice president and general manager, Managed Security Services, reporting to Judy Lin, executive vice president and general manager of VeriSign’s Security and Payment Division.

"Customer satisfaction is our number one priority," said Lin. "We are committed to providing a disciplined, seamless integration for customers, and to bringing them the best aspects of both companies’ services."

VeriSign Inc.