Trustwave and Cybereason Merge to Form Global MDR Powerhouse for Unparalleled Cybersecurity Value

Strategic Consolidation Offers Expanded Cybersecurity Suite of Market-Leading MDR, EDR, Offensive Security, DFIR, and Threat Intelligence

Chicago - November 12, 2024 - Today, Trustwave, a cybersecurity and managed security services leader, and Cybereason, a leading Endpoint Detection and Response (EDR) company, announced a definitive merger agreement offering a comprehensive and expanded suite of cybersecurity solutions to stay ahead of the rapidly evolving threat landscape.

With SoftBank as the majority investor, this strategic consolidation combines market-leading capabilities in Managed Detection and Response (MDR), EDR, offensive security, security research, Digital Forensics and Incident Response (DFIR), and elite threat intelligence services. The two companies will function independently but collaborate strategically on value-added services and capabilities to expand market presence and bring greater cyber value to their client base.

The merger of Trustwave and Cybereason will strategically address the growing demand for more comprehensive and integrated cybersecurity solutions in an increasingly complex threat landscape. By combining strengths across managed security services, offensive security, DFIR, and cybersecurity consulting, with complementary product offerings, including EDR, email and database security, Trustwave and Cybereason are uniquely positioned to help clients stay ahead of emerging risks, optimize their technology investments of today and tomorrow, and safeguard their organizations.

"Today's news marks an exciting evolution in the cybersecurity industry," said Eric Gan, Chairman & CEO of Cybereason and former SoftBank Executive Vice President. "As the cybersecurity landscape continues to evolve, organizations are seeking more comprehensive solutions that integrate technology, services, AI and human-led expertise to keep threat actors from causing harm. Cybereason, with its strong presence in Japan, is particularly excited to offer our combined EDR and MDR solutions in this market, where we have already seen distinct success. This partnership strengthens our collective capabilities across MDR, offensive security, DFIR, and cybersecurity consulting services, enabling us to unlock additional value for our clients globally and our partners in the cyber insurance and legal industries."

Together, the organization will leverage Trustwave's extensive market presence in the Americas, United Kingdom, Australia, the Middle East, and the Public Sector, alongside Cybereason's strong position in Japan and its significant foothold in Continental Europe. This strategic alignment reinforces the global breadth and depth of Trustwave and Cybereason's capabilities, offering a well-rounded solution set tailored to market needs.

"With today's news, we are even better positioned to continue delivering unsurpassed cyber value and safeguarding our clients against threat actors," said Trustwave CEO Eric Harmon. "Our merger with Cybereason is a strategic step in delivering a more dynamic and comprehensive offensive and defensive cybersecurity portfolio to our clients across all market segments. In today's fast-changing threat environment, organizations need a partner who can provide a complete ecosystem of solutions. By combining our strengths, Trustwave and Cybereason are uniquely positioned to support our clients' shifting needs, optimize their technology investments, and stay ahead of the cyber risks that are constantly evolving. This collaboration allows us to provide broader, more integrated solutions that safeguard the future of our clients' organizations."

In addition to each respective portfolio, today's news will deliver:

• Strategic Investments and Innovation: The merger will accelerate strategic investments in platforms and technologies to address specific market segments and their unique cybersecurity needs. A primary focus area includes purpose-built AI to improve cyber efficacy, detect known and unknown threats with greater speed and accuracy and supercharge investigation and response actions.
• Market-Leading Value Propositions to Maximize Microsoft E5 Investments: Today's news will build on Trustwave's leadership in helping clients integrate and optimize Microsoft Security. With continued innovation in Microsoft services, including Microsoft Security Accelerators and an expanding suite of MXDR offerings, clients will benefit from rapid advancements in Microsoft Security, achieving exceptional outcomes through a cohesive Microsoft Security and MDR solution.
• Enhanced MDR Capabilities: The strategic consolidation will further extend its value proposition for mid-market organizations with an all-in-one solution featuring Cybereason as the EDR. Additionally, it will cater to discerning buyers in the Enterprise, Large Enterprise, and Public Sector segments, regardless of their chosen technology.
• Complementary Offensive Security: The integration of Trustwave and Cybereason's offensive security capabilities, including penetration testing, red teaming, risk assessments, incident readiness, and more, will help clients decrease the likelihood of successful attacks.
• Full Suite of Consulting Services: Led by industry veterans and recognized experts, Trustwave and Cybereason's combined consulting and professional services offer an extensive suite of cyber consulting services, including eDiscovery, cyber advisory, tabletops, and more, to help clients improve their offensive and defensive cyber postures.
• Enhanced Digital Forensics & Incident Response: With the integrated DFIR resources, top industry specialists from Cybereason and Trustwave, strong collaboration with cyber insurers and law firms, clients will have an exceptional partner and unmatched expertise in the event of an incident.
• Elite Threat Intelligence: In-depth knowledge and situational awareness on the evolving threat landscape is paramount, and with a mutually reinforcing portfolio, Trustwave SpiderLabs and Cybereason researchers will deliver cutting-edge research on threat actors worldwide to better detect, isolate, and contain threats.
• Holistic Product Portfolio: Combined with Cybereason, the organization will be well positioned to market and grow its world-class security product offerings, joining email security, data security, and core EDR for a differentiated offering.

Trustwave's current owner, MC² Security Fund, a private equity fund sponsored by The Chertoff Group, an internationally recognized security and growth advisory firm, will continue to be a channel partner and strategic advisor.

"The MC² Security Fund and The Chertoff Group look forward to a continued partnership with Trustwave and a new partnership with Cybereason to further accelerate growth across the MDR market segment," said Chad Sweet, CEO and Co-Founder of The Chertoff Group.

Trustwave and Cybereason are united by a mission-driven philosophy to safeguard organizations from the escalating threat landscape. Both companies are dedicated to empowering defenders with cutting-edge cybersecurity solutions. By combining advanced threat intelligence, AI and human-led detection, and proactive response strategies, these organizations aim to reduce cybersecurity risk, enhance cyber resilience, and protect critical information assets. Together, Trustwave and Cybereason are well-positioned to capitalize on evolving market trends and deliver ever-increasing value to the global CISO market.

The transaction is expected to close in early 2025, subject to customary closing conditions and regulatory approvals.

About Trustwave

Trustwave is a globally recognized cybersecurity leader that reduces cyber risk and fortifies organizations against disruptive and damaging cyber threats. Trustwave's comprehensive offensive and defensive cybersecurity portfolio detects what others cannot, responds with greater speed and effectiveness, optimizes clients' cyber investments, and improves security resilience. Trusted by thousands of organizations worldwide, Trustwave leverages its world-class team of security consultants, threat hunters, researchers, and market-leading security operations platform to decrease the likelihood of attacks and minimize potential impact.

Trustwave is an analyst-recognized leader in managed detection and response (MDR), managed security services (MSS), cyber advisory, penetration testing, database security, and email security. The elite Trustwave SpiderLabs team provides industry-defining threat research, intelligence, and threat hunting, all of which are infused into Trustwave services and products to fortify cyber resilience in the age of inevitable cyber-attacks.

About Cybereason

Cybereason is a leading global cybersecurity company. Cybereason provides attack protection with cutting edge EDR and XDR, and industry recognized consulting services to support organizations throughout any stage of the incident lifecycle. Cybereason leverages the best technology on the market and industry leading experts to empower clients to anticipate, withstand, recover from, and adapt to cyber threats in an ever evolving threat landscape. Cybereason is a privately held international company headquartered in California with customers in more than 40 countries.

About MC² Security Fund

The MC² Security Fund is a growth equity fund founded by the executive leadership team of The Chertoff Group. MC² makes private equity investments in high growth companies supporting enduring, mission-critical security requirements within the security and risk management industry. Investment sectors include Cybersecurity, Defense Technology, Government Services, and Homeland Security.

Forward-Looking Statements

This press release contains forward-looking statements. The words "believe," "may," "will," "potentially," "estimate," "continue," "anticipate," "intend," "could," "plan," "expect," and similar expressions that convey uncertainty of future events or outcomes are intended to identify forward-looking statements. These forward-looking statements include, but are not limited to, statements concerning the following: (i) whether or not the conditions to closing upon the merger occur and/or if the merger occurs at all, (ii) whether or not regulatory approvals are obtained and/or events conditioned on the receipt of regulatory approvals occur at all, (iii) the potential for growth in the market for cloud-based security solutions (domestically and internationally) and future cybersecurity spending; (iv) our business plan and our ability to effectively manage our growth; (v) anticipated trends, growth rates and challenges in our business and in the markets in which we operate; and (vi) the ability of the Company to manage costs and find efficiencies and the sufficiency of our cash to meet our cash needs.

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