New in this release of MergePoint(R) Infrastructure Explorer 2.2 are enhanced change management, capacity search capabilities, and rack timeline, allowing customers to manage their environments even better than before. Avocent will showcase these enhancements to its powerful data center software offering at Interop Fall (Booth #537), a leading global technology event being held this week in New York City at the Jacob Javits Convention Center. Attendees of Interop will be able to view Avocent's full line-up of offerings for IT operations management such as LANDesk(R) Asset Lifecycle Manager and Avocent's DSView. In addition, Avocent will again be among the select companies whose products will interoperate to run the show network, or InteropNet.

About Avocent MergePoint Infrastructure Explorer

Avocent MergePoint Infrastructure Explorer allows organizations to measure return on investment (ROI) on their data center expenditures by comparing before and after costs when a change is made to their data center configuration. It also allows IT managers to map out and model new efficiencies in "what if" scenarios that can help data center managers control costs. Offering an advanced user-friendly interface, paired with integration of technology such as probes, intelligent power distribution units (IPDUs) and switches placed in the data center, Avocent MergePoint Infrastructure Explorer gives IT managers a real-time view of data center conditions and the ability to catalog, plan, track and define outcomes with capacity planning and asset management. Avocent MergePoint Infrastructure Explorer complements other pieces of Avocent's IT operations management portfolio, including its DSView 3 solution for managing, diagnosing and modifying physical and virtual managed IT devices and the LANDesk Asset Lifecycle Manager for managing hardware and software assets throughout their lifecycle.

Avocent MergePoint Infrastructure Explorer 2.2 will be generally available on November 30, 2009. More information on this product can be found at www.avocent.com.

About Avocent Corporation

Avocent delivers IT operations management solutions that reduce operating costs, simplify management and increase the availability of critical IT environments 24/7 via integrated, centralized software. Additional information is available at www.avocent.com.

Forward-looking Statements

This press release contains statements that are forward-looking statements as defined within the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from the statements made, including the risks associated with general economic conditions, risks attributable to future product demand, sales, and expenses, risks associated with acquisitions and acquisition integration, risks associated with product design efforts and the introduction of new products and technologies, and risks associated with obtaining and protecting intellectual property rights. Other factors that could cause operating and financial results to differ are described in the Avocent annual report on Form 10-K filed with the Securities and Exchange Commission on February 27, 2009. Other risks may be detailed from time to time in reports to be filed with the SEC. Avocent does not undertake any obligation to publicly update its forward-looking statements based on events or circumstances after the date hereof.

Copyright Copyright 2009, Avocent Corporation. All rights reserved. Avocent, LANDesk and their respective logos are registered trademarks or trademarks of Avocent Corporation, its subsidiaries or its affiliated companies in the United States and/or other countries. Other brands and names may be claimed as the property of others.

Press contacts:
Arlena Jackson
Avocent Corporation
Global Public Relations
Tel: (256) 261-6430
Email: Arlena.Jackson@avocent.com

     Emilie Salvagio
     Lois Paul & Partners
     Tel: (512) 638-5321
     Email: esalvagio@lpp.com

SOURCE: Avocent

mailto:Arlena.Jackson@avocent.com
mailto:esalvagio@lpp.com

Avocent is a provider of IT infrastructure management solutions. Both the companies are based in the US.

The tender offer was extended pending the expiration or termination of the applicable waiting periods under the competition laws of Austria, Germany and Hungary. The receipt of all requisite clearances and approvals from the antitrust authorities in these jurisdictions is a condition to the consummation of the offer.

The Federal Trade Commission granted early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 on October 23, 2009. On November 12, 2009, the Irish Competition Authority issued a clearance with respect to the transaction under the Irish Competition Act, 2002 (or Irish Competition Act).

On October 15, 2009, Emerson commenced a tender offer to acquire all of the outstanding shares of common stock of Avocent. As on November 12, 2009, a total of approximately 42 million shares of Avocent common stock (representing approximately 94% of Avocent's outstanding shares of common stock) had been tendered and not withdrawn, including 5.1 million shares tendered pursuant to a notice of guaranteed delivery.

Announcement (October 6, 2009):

Emerson has entered into an agreement to acquire the entire share capital of Avocent at a price of $25 per share in cash. The transaction is valued at approximately $1,200 million.

The offer price represents a premium of 22% to Avocent's closing share price on October 5, 2009. The Avocent Board of Directors unanimously approved the transaction. The acquisition is expected to close on January 1, 2010.

Greenhill & Co. and Davis Polk & Wardwell LLP are acting as financial and legal advisors to Emerson, respectively. Morgan Stanley is acting as financial advisor to Avocent on this transaction.

Deal Value (US$ Million) 1200
Deal Type                Acquisition
Sub-Category             100% Acquisition
Deal Status              Announced: 2009-10-06

Deal Participants

Target (Company)   Avocent Corporation
Acquirer (Company) Emerson Electric Co.

Deal Rationale

The acquisition will allow Emerson to expand its integrated solutions to data center managers. It will also facilitate through combining Avocent' technologies, relationships and installed base with Emerson's power and cooling presence allow Emerson to offer a more compelling solution to its data center customers.

Bid Premium ($ per share) 22

On October 15, 2009, Emerson commenced a tender offer to acquire all of the outstanding shares of common stock of Avocent for $25.00 per share in cash, without interest, less certain applicable taxes. The depositary for the tender offer has advised Emerson that, as of 12:00 midnight, EST, on November 12, 2009, a total of approximately 42.0 million shares of Avocent common stock (representing approximately 94% of Avocent's outstanding shares of common stock) had been tendered and not withdrawn, including 5.1 million shares tendered pursuant to a notice of guaranteed delivery.

About Emerson

Emerson (NYSE: EMR), based in St. Louis, Missouri (USA), is a global leader in bringing technology and engineering together to provide innovative solutions to customers through its network power, process management, industrial automation, climate technologies, and appliance and tools businesses. Emerson's sales in fiscal 2009 were $20.9 billion. Emerson is ranked 94th on the Fortune 500 list of America's largest companies. For more information, visit www.Emerson.com.

Additional Information and Where to Find it

This document is for informational purposes only and does not constitute an offer to purchase or a solicitation of an offer to sell Avocent common stock. The tender offer is being made pursuant to a tender offer statement on Schedule TO (including the Offer to Purchase, Letter of Transmittal and other related tender offer materials) filed by Emerson with the Securities and Exchange Commission (SEC) on October 15, 2009. Avocent also has filed a solicitation/recommendation statement on Schedule 14D-9 with respect to the offer. These materials, as they may be amended from time to time, contain important information, including the terms and conditions of the offer, that should be read carefully before any decision is made with respect to the tender offer. Investors and security holders may obtain a free copy of these materials by contacting the information agent for the tender offer, Morrow & Co., LLC, at (800) 607-0088 (toll-free).

SOURCE: Emerson

Emerson 
Mark Polzin, 314-982-1758 
or 
William Walkowiak, 314-982-8622

"LANDesk 9 provides a very broad range of capabilities in a single integrated solution," said Andi Mann, VP of Research with leading IT analyst firm, Enterprise Management Associates (EMA), "and the new features are smartly focused on delivering real business goals - like ROI, security and compliance, productivity, asset flexibility, and executive insight. This is a major new release with plenty of very positive business and financial value."

LANDesk Management Suite 9 and LANDesk Security Suite 9 are expected to be generally available in December 2009. The upgraded solutions, with numerous new features and functionalities, reduce risks and software expenses, while increasing productivity in several key areas, including:

- Software Asset Management - reducing costs and ensuring compliance in connection with preventing or responding to software audits. LANDesk Management Suite 9 is a complete software asset management solution with advanced discovery, control of software licenses, and information to help make better, more informed business decisions and more tightly manage software license costs.

- Windows 7 Migration - readiness and assessment, application compatibility, and minimal end user disruption. The new version, which supports migrations to new operating systems such as Microsoft Windows 7, allows IT directors to implement hardware independent imaging best practices for efficient provisioning in a mixed hardware platform environment. User profiles and settings can also be easily migrated and managed through the new Universal Migration Assistant utility.

- Endpoint Security - hardening and protecting the environment with a layered security approach to prevent data loss and ensure regulatory standards enforcement including PCI compliance. LANDesk Security Suite 9's layered approach ensures unparalleled vulnerability detection and remediation of local and remote users with location aware security policies.

- Simplified Management Infrastructure - to address complex distributed environments, expanding workplace boundaries and the overall need for better centralised control of desktop IT operations. With the enhanced LANDesk Management Suite and Security Suite Solutions, CIOs, IT directors and systems administrators are better equipped to manage today's networked assets in both physical and virtual environments. Organisations can proactively control IT assets, as the solution features robust, detailed reporting for centralised and decentralised IT environments.

- IT Process Automation - to define and execute consistent, repeatable processes on an opportunistic, as-needed basis in order to keep systems up to date, lower operational costs, reduce risk, and improve service delivery.

"Avocent LANDesk's leadership and many innovations in IT operations management have come together to deliver on our customer promise," said Steve Daly, executive vice president and general manager of LANDesk. "Not only are they built on a proven integrated management platform, but they are proven to reduce costs and risks at organisations from mid-size to enterprise level."

Among the many new features and functionalities are new compliance capabilities that comply with the latest industry specifications, including supporting ITIL v3 discipline and, unparalleled remediation capabilities, extended role-based administration, and multiple data source reporting. To learn more about LANDesk Management Suite 9 and LANDesk Security Suite 9, please visitwww.landesk.com/nine .

About Avocent's LANDesk Product Line

LANDesk Software, a business unit within Avocent, is a leading provider of systems, security, IT service, and process management solutions for desktops, servers and mobile devices across the enterprise. LANDesk enables thousands of organisations to easily deploy and use end-to-end management solutions. LANDesk is headquartered in Salt Lake City, Utah, with offices located in the Americas, Europe and Asia, and can be found at www.landesk.com.

Forward-looking Statements

This press release contains statements that are forward-looking statements as defined within the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from the statements made, including the risks associated with general economic conditions, risks attributable to future product demand, sales, and expenses, risks associated with acquisitions and acquisition integration, risks associated with product design efforts and the introduction of new products and technologies, and risks associated with obtaining and protecting intellectual property rights. Other factors that could cause operating and financial results to differ are described in the Avocent annual report on Form 10-K filed with the Securities and Exchange Commission on February 27, 2009. Other risks may be detailed from time to time in reports to be filed with the SEC. Avocent does not undertake any obligation to publicly update its forward-looking statements based on events or circumstances after the date hereof.

Copyright 2009, Avocent Corporation. All rights reserved. Avocent, LANDesk and their respective logos are registered trademarks or trademarks of Avocent Corporation, its subsidiaries or its affiliated companies in the United States and/or other countries. Other brands and names may be claimed as the property of others.

CONTACT: Arlena Jackson, Global Public Relations, Avocent Corporation Tel: +1 256 261 6430 e-mail: Arlena.Jackson@avocent.com WWW: http://www.avocent.com Andrew Scales, Porter Novelli Tel: +44 (0)20 7853 2208 e-mail: Andrew.scales@porternovelli.co.uk

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