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Current Report · Items 7.01, 9.01 · 8-K

JUNIPER NETWORKS INC

Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. As previously disclosed, on January 9, 2024, Juniper Networks, Inc., a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (as may be amended, supplemented or otherwise modified from time to time, the “Merger Agreement”) by and among the Company, Hewlett Packard Enterprise Company, a Delaware corporation (“Parent”), and Jasmine Acq…

Filed Jan 30, 2025Accepted Jan 30, 2025, 11:10 AM ESTCIK 1043604Accession 0001193125-25-017243
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Company context

Juniper Networks (NYSE: JNPR) is leading the convergence of AI and networking. Mist™, Juniper’s AI-native networking platform is purpose-built to run AI workloads and simplify IT operations, assuring exceptional secure user and application experiences - from the edge, to the data center, to the cloud. Additional information can be found at www.juniper.net, X, LinkedIn and Facebook.

Recent company filings

  1. 15-12G filingJul 14, 2025
  2. 4 filingJul 7, 2025
  3. 4 filingJul 7, 2025
  4. 4 filingJul 7, 2025
  5. 4 filingJul 7, 2025

Disclosure sections

Items 7.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01 Regulation FD Disclosure. As previously disclosed, on January 9, 2024, Juniper Networks, Inc., a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (as may be amended, supplemented or otherwise modified from time to time, the “Merger Agreement”) by and among the Company, Hewlett Packard Enterprise Company, a Delaware corporation (“Parent”), and Jasmine Acquisition Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”). Pursuant to the Merger Agreement, Merger Sub will be merged with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly owned subsidiary of Parent. On January 30, 2025, the U.S. Department of Justice filed a complaint in the United States District Court for the Northern District of California seeking to enjoin the Merger (the “Action”). Also on January 30, 2025, the Company and Parent issued a joint press release in response to the Action. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein. The information in this Item 7.01, including the exhibit referenced herein and attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), nor shall it be deemed incorporated by reference in any Company filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Filed exhibits (1)
EX-99.1 (by filename) d907419dex991.htm

EX-99.1 2 d907419dex991.htm EX-99.1 EX-99.1 Exhibit 99.1 Hewlett Packard Enterprise and Juniper Networks Strongly Oppose Department of Justice’s Decision to File Suit to Block Acquisition Proposed Acquisition Drives Innovation for Customer Solutions, Enhances an Already Competitive Market, and Fortifies U.S. National Security and the American “Core Tech” Sector Companies Plan to Vigorously Defend the Transaction in Court HOUSTON & SUNNYVALE, Calif. - January 30, 2025 - Hewlett Packard Enterprise (NYSE:HPE) and Juniper Networks, Inc. (NYSE:JNPR) today responded to the filing of a complaint by the U.S. Department of Justice seeking to prohibit closing of HPE’s proposed acquisition of Juniper: “We believe the Department of Justice’s analysis of this acquisition is fundamentally flawed and we are disappointed in its decision to file a suit attempting to prohibit the closing of the transaction. We will vigorously defend against the Department of Justice’s overreaching interpretation of antitrust laws and will demonstrate how this transaction will provide customers with greater innovation and choice, positively change the dynamics in the networking market by enhancing competiti…

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