Riverbed Board of Directors Rejects Unsolicited Proposal from Elliott

  Riverbed Board of Directors Rejects Unsolicited Proposal from Elliott  Business Wire  SAN FRANCISCO -- February 28, 2014  Riverbed Technology (NASDAQ:RVBD), the leader in application performance infrastructure, today announced that its Board of Directors, after consideration with its independent legal and financial advisors, has unanimously determined not to pursue the unsolicited proposal from Elliott Management Corporation to acquire all of the outstanding shares of Riverbed common stock for $21.00 per share, as it believes the proposal undervalues the Company and is not in the best interests of shareholders.  As previously stated, the Board will carefully review any credible offer to acquire the Company that it receives. Any such offer must deliver value to our shareholders in excess of what we believe will be created as we execute on our growth plans. The Board remains focused on delivering value to all Riverbed shareholders.  Goldman, Sachs & Co. is serving as financial advisor to Riverbed and Wilson Sonsini Goodrich & Rosati is serving as legal advisor.  Forward-Looking Statements  This press release contains forward-looking statements, including those in respect of our growth strategy. These forward-looking statements involve risks and uncertainties. These forward-looking statements also involve assumptions that, if they do not fully materialize or prove incorrect, could cause our results to differ materially from those expressed or implied by such forward-looking statements. The risks and uncertainties that could cause our results to differ materially from those expressed or implied by such forward-looking statements include our ability to react to trends and challenges in our business and the markets in which we operate; our ability to anticipate market needs or develop new or enhanced products to meet those needs; the adoption rate of our products; our ability to establish and maintain successful relationships with our distribution partners; our ability to compete in our industry; fluctuations in demand, sales cycles and prices for our products and services; shortages or price fluctuations in our supply chain; our ability to protect our intellectual property rights; general political, economic and market conditions and events; and other risks and uncertainties described more fully in our documents filed with or furnished to the Securities and Exchange Commission. More information about these and other risks that may impact Riverbed's business are set forth in our Form 10-K filed with the SEC for the period ended December 31, 2013, and our subsequent quarterly reports filed with the SEC. All forward-looking statements in this press release are based on information available to us as of the date hereof, and we disclaim any obligation to update these forward-looking statements. Any future product, feature or related specification that may be referenced in this release are for information purposes only and are not commitments to deliver any technology or enhancement. Riverbed reserves the right to modify future product plans at any time.  About Riverbed  Riverbed at more than $1 billion in annual revenue is the leader in Application Performance Infrastructure, delivering the most complete platform for Location-Independent Computing. Location-Independent Computing turns location and distance into a competitive advantage by allowing IT to have the flexibility to host applications and data in the most optimal locations while ensuring applications perform as expected, data is always available when needed, and performance issues are detected and fixed before end users notice. Riverbed’s 25,000+ customers include 97% of the Fortune 100 and 95% of the Forbes Global 100. Learn more at www.riverbed.com.  Riverbed and any Riverbed product or service name or logo used herein are trademarks of Riverbed Technology, Inc. All other trademarks used herein belong to their respective owners.  Contact:  Media: Sard Verbinnen & Co John Christiansen / Michael Henson 415-618-8750 / 212-687-8080 jchristiansen@sardverb.com / mhenson@sardverb.com or Investor Relations: Riverbed Technology Renee Lyall, 415-247-6353 renee.lyall@riverbed.com