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Bain Cancels 3Com Deal

BOSTON -- An affiliate of Bain Capital Partners, LLC today advised 3Com Corporation (NASDAQ: COMS - News) that it is terminating the Merger Agreement with the company because the U.S. Governments Committee on Foreign Investment in the United States (CFIUS) said it intended to take action to prohibit that transaction.

On September 28, 2007, 3Com announced that it had entered into a definitive agreement under which 3Com would be acquired by an affiliate of Bain Capital Partners, a global private investment firm, in a transaction with a total equity value of $2.2 billion. The proposed transaction included Huawei Technologies, a commercial partner of 3Com, taking a small minority stake in the business. The transaction was subject to the receipt of regulatory and shareholder approval, as well as other customary closing conditions.

3Com and affiliates of Bain Capital and Huawei Technologies made a joint voluntary notice with CFIUS in connection with the proposed merger transaction. The parties advised CFIUS they decided to withdraw their notice because CFIUS made clear that it intended to take action to prohibit the proposed transaction.

“Bain Capital made several alternative proposals to 3Com that we believe could have satisfied the concerns raised by CFIUS,” the firm said. “We regret that we were unable to agree upon an alternative transaction.”

Bain Capital