BRCD Brocade Communications Systems, Inc.

QUESTIONS AND ANSWERS ABOUT THE OFFER AND THE MERGER

Below are some of the questions that you as a holder of Ruckus shares may have regarding the offer and the merger and answers to those questions. You are urged to carefully read the remainder of this document, the related letter of transmittal, the annexes to this document and the other documents to which we have referred or incorporated by reference because the information contained in this section and in the “Summary” section is not complete. See “Where to Obtain More Information.”

As used in this document, unless otherwise indicated or the context requires otherwise: “Brocade” (or “we,” “us” and “our”) refers to Brocade Communications Systems, Inc., a Delaware corporation, and its consolidated subsidiaries; the “Offeror” refers to Stallion Merger Sub Inc., a Delaware corporation and direct wholly owned subsidiary of Brocade; “Ruckus” refers to Ruckus Wireless, Inc., a Delaware corporation, and its consolidated subsidiaries; “Brocade common stock” refers to the common stock of Brocade, par value $0.001 per share; “Ruckus common stock” refers to the common stock of Ruckus, par value $0.001 per share; “Brocade shares” refers to shares of Brocade common stock; and “Ruckus shares” refers to shares of Ruckus common stock.

Who is offering to buy my Ruckus shares?

Brocade Communications Systems, Inc., through the Offeror, its direct wholly owned subsidiary, is offering, upon the terms and subject to the conditions set forth in this prospectus/offer to exchange and in the accompanying letter of transmittal, to exchange (referred to as the “offer”) each outstanding share of Ruckus common stock that is validly tendered and not validly withdrawn in the offer for $6.45 in cash and 0.75 of a share of Brocade common stock (together with cash in lieu of any fractional shares of Brocade common stock), in each case, without interest and less any applicable withholding taxes.

Brocade is a leading supplier of networking hardware, software and services, including Storage Area Networking solutions and Internet Protocol Networking solutions for businesses and organizations of various types and sizes. Brocade’s end customers include global enterprises and other organizations that use Brocade’s products and services as part of their communications infrastructure and service providers, such as telecommunication firms, cable operators and mobile carriers, that use Brocade’s products and services as part of their commercial operations. Brocade offers a comprehensive line of high-performance networking hardware and software products and services that enable businesses and organizations to make their data centers and networks more efficient, reliable and adaptable to the changing demands of new network traffic patterns and volumes.

Why is Brocade making this offer?

Pursuant to the terms of and subject to the conditions set forth in the Agreement and Plan of Merger entered into by Brocade, the Offeror and Ruckus on April 3, 2016 (as such agreement may be amended from time to time, referred to as the “merger agreement”), Brocade proposes to acquire control of, and ultimately, all of the outstanding equity in, Ruckus. The offer is the first step in Brocade’s plan to acquire all of the outstanding Ruckus shares, and the merger is the second step in such plan.

If a sufficient number of shares of Ruckus common stock are tendered into the offer such that Brocade and the Offeror and Brocade’s other subsidiaries own at least a majority of the outstanding shares of Ruckus common stock, subject to the satisfaction or waiver of the other conditions to the offer, Brocade and the Offeror will accept for exchange, and exchange, the shares validly tendered and not validly withdrawn in the offer. The time at which the Offeror first irrevocably accepts for purchase and payment the shares of Ruckus common stock tendered in the offer is referred to as the “acceptance time.”

Then, as promptly as practicable thereafter and as the second step in Brocade’s plan to acquire all of the outstanding shares of Ruckus common stock, Brocade intends to consummate a merger of the Offeror with and into Ruckus, with Ruckus surviving the merger (referred to as the “merger”) as the surviving corporation

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(referred to as the “surviving corporation”). The purpose of the merger is for Brocade to acquire all remaining shares of Ruckus common stock that it did not acquire in the offer. In the merger, each share of Ruckus common stock that was not acquired by Brocade or the Offeror in the offer (except for shares of Ruckus common stock with respect to which appraisal rights under the General Corporation Law of the State of Delaware (referred to as the “DGCL”) have been properly exercised and shares of Ruckus common stock that are owned, directly or indirectly, by Brocade, Ruckus (including shares held as treasury stock or otherwise) or the Offeror, collectively referred to as “excluded shares”) and that is issued and outstanding immediately prior to the effective time of the merger will be converted into the right to receive the transaction consideration described herein. Upon consummation of the merger, Ruckus will be a direct wholly owned subsidiary of Brocade, and the former stockholders of Ruckus will no longer have any direct ownership interest in the surviving corporation. If the offer is completed (such that Brocade and the Offeror and Brocade’s other subsidiaries own at least a majority of the outstanding shares of Ruckus common stock), the merger will be governed by Section 251(h) of the DGCL, and accordingly no stockholder vote will be required to consummate the merger.

What are the classes and amounts of Ruckus securities that Brocade is offering to acquire?

Brocade is seeking to acquire all issued and outstanding shares of Ruckus common stock, par value $0.001 per share.

What will I receive for my shares of Ruckus common stock?

Brocade, through the Offeror, its direct wholly owned subsidiary, is offering, upon the terms and subject to the conditions set forth in this prospectus/offer to exchange and in the accompanying letter of transmittal, to exchange for each outstanding share of Ruckus common stock validly tendered and not validly withdrawn in the offer:

in each case, without interest and less any applicable withholding taxes. We refer to the cash consideration and the stock consideration above collectively as the “transaction consideration.”

If you do not tender your shares into the offer but the merger is completed (pursuant to Section 251(h) of the DGCL without a stockholder vote), you will also receive the transaction consideration in exchange for your shares of Ruckus common stock that are issued and outstanding immediately prior to the effective time of the merger (except excluded shares).

What will happen to my options to purchase shares of Ruckus common stock in the offer?

The offer is made only for shares of Ruckus common stock and is not made for any stock options to purchase shares of Ruckus common stock (referred to as “Ruckus options”). If you hold a Ruckus option that is exercisable, you may, in accordance with the terms and conditions governing such Ruckus option and subject to any applicable blackout period(s), exercise such Ruckus option for shares of Ruckus common stock and thereafter participate in the offer, subject to the terms and conditions governing the offer. Any Ruckus options that remain outstanding and unexercised as of the effective time of the merger shall be treated in accordance with the terms of the merger agreement. See “Merger Agreement—Treatment of Ruckus Equity Awards.”

What will happen to my restricted stock units relating to shares of Ruckus common stock in the offer?

The offer is made only for shares of Ruckus common stock and is not made for any restricted stock units that relate to shares of Ruckus common stock (referred to as “Ruckus restricted stock units”). Any Ruckus restricted stock units shall be treated in accordance with the terms of the merger agreement. See “Merger Agreement—Treatment of Ruckus Equity Awards.”

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What does the Ruckus board of directors recommend?

The board of directors of Ruckus has unanimously (i) determined that the terms of the transactions contemplated by the merger agreement, including the offer and the merger (collectively referred to as the “transactions contemplated by the merger agreement”), are fair to, and in the best interests of, Ruckus and its stockholders, (ii) determined that it is in the best interests of Ruckus and its stockholders to enter into, and declared advisable, the merger agreement, (iii) approved the execution and delivery by Ruckus of the merger agreement, the performance by Ruckus of its covenants and agreements contained in the merger agreement and the consummation of the transactions contemplated by the merger agreement upon the terms, and subject to the conditions, contained therein and (iv) recommended that Ruckus stockholders accept the offer and tender their Ruckus shares to the Offeror pursuant to the offer.

See “The Offer and the Merger—Ruckus’ Reasons for the Offer and the Merger; Recommendation of the Ruckus Board of Directors” for more information. A description of the reasons for this recommendation is also set forth in Ruckus’ Solicitation/Recommendation Statement on Schedule 14D-9 (referred to as the “Schedule 14D-9”) that is being mailed to you together with this document.

Do the officers and members of the Ruckus board of directors have interests in the offer and the merger that are different from stockholders generally?

Yes. Certain of Ruckus’ executive officers (within the meaning of Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) and directors have financial and other interests in the transactions contemplated by the merger agreement that are different from, or in addition to, the interests of the Ruckus’ stockholders generally. See “The Offer and the Merger—Interests of Certain Persons in the Offer and the Merger” for more information.

What are the conditions of the offer?

The offer is conditioned upon the following:

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The conditions listed above may be asserted by Brocade or the Offeror prior to the expiration of the offer regardless of the circumstances giving rise to any such conditions. However, Ruckus has the right to require that Brocade and the Offeror waive the conditions to the offer related to (a) the accuracy of Brocade’s and the Offeror’s representations, (b) Brocade’s and the Offeror’s compliance with covenants, (c) there not having occurred a material adverse effect of Brocade that is continuing, and (d) the delivery of Brocade’s officer’s certificate described above (such conditions described in (a) through (d), the “Ruckus conditions”). As such, the Ruckus conditions are not within the control of Brocade or the Offeror.

In addition, none of the conditions listed above may be waived by Brocade or the Offeror without the prior written consent of Ruckus in its sole discretion, except for the conditions related to accuracy of Ruckus’ representations, Ruckus’ compliance with covenants and a material adverse effect of Ruckus (which conditions may be waived by Brocade or the Offeror in whole or in part at any time and from time to time in their sole and absolute discretion, in each case, subject to the terms of the merger agreement and the applicable rules and regulations of the SEC (including, without limitation, Section 14(e) of the Exchange Act)). The offer is not conditioned on Brocade or the Offeror obtaining any financing.

Does Brocade or the Offeror currently own any Ruckus shares?

No. None of Brocade, the Offeror or any of their respective controlled affiliates beneficially owns (as such term is used in Rule 13d-3 promulgated under the Exchange Act) any Ruckus shares or any options, warrants or other

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rights to acquire Ruckus shares or other securities of, or any other economic interest (through derivatives, securities or otherwise) in Ruckus.

Does Brocade plan to repurchase shares following the closing of the offer and the merger?

In connection with Brocade’s announcement on April 4, 2016 of its execution of the merger agreement and its intent to commence the offer, Brocade also announced that its board of directors had authorized an additional $800 million under Brocade’s stock repurchase program. The increase in Brocade’s stock repurchase program is intended to facilitate the repurchase of a number of Brocade shares equivalent to the number of Brocade shares issued as stock consideration in the offer and the merger, although Brocade has not committed to repurchasing any specific number of shares. Proceeds from borrowings under a new senior credit facility together with cash on hand will be sufficient to pay the cash consideration payable in the offer and the merger and pay related fees and expenses. In addition, Brocade expects that the remaining proceeds from the new senior credit facility together with cash on hand would be sufficient to fund the anticipated share repurchases.

How long will it take to complete the proposed transaction?

The transaction is expected to be completed in Brocade’s third fiscal quarter ending July 30, 2016, subject to the satisfaction or waiver of the conditions described in “Merger Agreement—Conditions.”

Will I have to pay any fee or commission to exchange my shares of Ruckus common stock?

If you are the record owner of your shares of Ruckus common stock and you tender these shares in the offer, you will not have to pay any brokerage fees, commissions or similar expenses. If you own your shares of Ruckus common stock through a broker, dealer, commercial bank, trust company or other nominee and your broker, dealer, commercial bank, trust company or other nominee tenders your Ruckus shares on your behalf, your broker or such other nominee may charge a fee for doing so. You should consult your broker, dealer, commercial bank, trust company or other nominee to determine whether any charges will apply.

How long do I have to decide whether to tender my Ruckus shares in the offer?

The offer is scheduled to expire at 12:00 midnight, Eastern time, at the end of May 26, 2016, unless earlier extended or terminated. The Offeror will effect any extension, termination, amendment or delay of the offer by giving oral or written notice to the exchange agent and by making a public announcement as promptly as practicable thereafter. In the case of an extension, any such announcement will be issued no later than 9:00 a.m., Eastern time, on the next business day following the previously scheduled expiration date. During any such extension, all Ruckus shares previously tendered and not validly withdrawn will remain subject to the offer, subject to the rights of a tendering stockholder to withdraw such stockholder’s shares (as described below). “Expiration date” means 12:00 midnight, Eastern time, at the end of May 26, 2016, unless and until the Offeror has extended the period during which the offer is open, in which event the term “expiration date” means the latest time and date at which the offer, as so extended by the Offeror, will expire.

Subject to the provisions of the merger agreement and the applicable rules and regulations of the SEC, the Offeror must (i) extend the offer in the event that any of the offer conditions (including the minimum tender condition) have not been satisfied or waived as of any then scheduled expiration of the offer, for successive extension periods of up to ten business days each in order to permit the satisfaction of the conditions to the offer, and (ii) extend the offer for any period required by any law, rule, regulation, interpretation or position of the SEC or its staff or the New York Stock Exchange (referred to as the “NYSE”) which is applicable to the offer or the merger. However, the Offeror is not permitted or required to extend the offer beyond the later of August 3, 2016 (as may be extended as described below, the “outside date”), or, if all of the conditions to the offer have been satisfied or waived except the regulatory approvals condition, then upon notice by either Brocade or Ruckus, October 3, 2016, other than any such extension requested by Ruckus, to the extent Brocade or the Offeror would

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be prohibited from terminating the merger agreement for failure of the acceptance time to occur by the outside date, or any such extension effected by Brocade or the Offeror, to the extent Ruckus would be prohibited from terminating the merger agreement for failure of the acceptance time to occur by the outside date (as described under “The Merger Agreement—Termination of the Merger Agreement—Termination by Brocade or Ruckus”).

Any decision to extend the offer will be made public by an announcement regarding such extension as described under “Exchange Offer Procedures—Extension, Termination and Amendment of Offer.”

How do I tender my Ruckus shares?

To tender your Ruckus shares represented by physical certificates or that are held in book-entry form through the direct registration system into the offer, you must deliver a completed letter of transmittal, along with any required signature guarantees and any other documents required by the exchange agent, and certificates representing such shares, if applicable, to Wells Fargo Bank, N.A., the depositary and exchange agent (referred to as the “exchange agent”) for the offer, not later than the expiration date. The letter of transmittal is enclosed with this document.

If your Ruckus shares are held in “street name” (i.e., shares held in electronic book-entry form other than through the direct registration system), these shares can be tendered by your nominee by book-entry transfer through The Depository Trust Company (referred to as “DTC”). To tender your Ruckus shares held in “street name,” you must contact the institution that holds your shares for instructions on how to tender your shares.

We are not providing for guaranteed delivery procedures and therefore you must allow sufficient time for the necessary tender procedures to be completed prior to the expiration of the offer. If you hold shares through a DTC participant, you must allow sufficient time for the necessary tender procedures to be completed during normal business hours of DTC prior to expiration of the offer. Tenders received by the exchange agent after the expiration date will be disregarded and of no effect. In all cases, you will receive your consideration for your tendered Ruckus shares only after timely receipt by the exchange agent of certificates for such shares or timely confirmation of a book-entry transfer of such shares into the exchange agent’s account at DTC, as applicable, a properly completed and duly executed letter of transmittal or an agent’s message (as described under “Exchange Offer Procedures—Procedure for Tendering”), as applicable, and any other documents required by the exchange agent.

For a complete discussion of the procedures for tendering your Ruckus shares, see “Exchange Offer Procedures—Procedure for Tendering.”

Until what time can I withdraw tendered Ruckus shares?

You may withdraw your previously tendered Ruckus shares at any time until the offer has expired and, if the Offeror has not accepted your Ruckus shares for payment on or prior to June 27, 2016, you may withdraw them at any time after that date until the Offeror accepts such shares for payment. Once the Offeror accepts your tendered Ruckus shares for payment upon or after expiration of the offer, however, you will no longer be able to withdraw them. For a complete discussion of the procedures for withdrawing your Ruckus shares, see “Exchange Offer Procedures—Withdrawal Rights.”

How do I withdraw previously tendered Ruckus shares?

To withdraw previously tendered Ruckus shares, you must deliver a written notice of withdrawal with the required information to the exchange agent at any time at which you have the right to withdraw shares. If you tendered Ruckus shares by giving instructions to a broker, dealer, commercial bank, trust company or other nominee, you must instruct such broker, dealer, commercial bank, trust company or other nominee to arrange for the withdrawal of your Ruckus shares and such broker, dealer, commercial bank, trust company or other nominee

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must validly withdraw such Ruckus shares at any time at which you have the right to withdraw shares. For a discussion of the procedures for withdrawing your Ruckus shares, including the applicable deadlines for effecting withdrawals, see “Exchange Offer Procedures—Withdrawal Rights.”

When and how will I receive the transaction consideration in exchange for my tendered Ruckus shares?

The Offeror will irrevocably accept for purchase and payment all Ruckus shares validly tendered and not validly withdrawn in the offer promptly after the expiration date of the offer, and promptly thereafter pay for such shares, subject to the terms of the offer and the satisfaction or waiver of the conditions to the offer, as set forth in “Merger Agreement—Conditions—Conditions to the Offer.” The Offeror will deliver the consideration for your validly tendered and not validly withdrawn shares through the exchange agent, which will act as your agent for the purpose of receiving the transaction consideration from the Offeror and transmitting such consideration to you. In all cases, you will receive your consideration for your tendered Ruckus shares only after timely receipt by the exchange agent of certificates for such Ruckus shares (or a timely confirmation of a book-entry transfer of such shares into the exchange agent’s account at DTC, as described in “Exchange Offer Procedures—Procedure for Tendering”, as applicable) and a properly completed and duly executed letter of transmittal (or an agent’s message, as applicable) and any other documents required by the exchange agent.

What happens if I do not tender my Ruckus shares?

Assuming that the offer is completed, Brocade and Ruckus are required to consummate the merger as promptly as practicable after the consummation of the offer on the terms and subject to the satisfaction or waiver of the conditions set forth in the merger agreement. Upon consummation of the merger, each Ruckus share that has not been tendered and accepted for exchange in the offer (except for excluded shares) immediately prior to the effective time of the merger, will be converted into the right to receive the transaction consideration. Following the consummation of the offer, a letter of transmittal will be sent to stockholders who did not tender their shares in the offer.

Does Brocade have the financial resources to complete the offer and the merger?

Yes. The transaction consideration will consist of Brocade common stock and cash. Brocade’s obligation to consummate the offer and the merger is not conditioned on Brocade or the Offeror obtaining any financing.

If the offer and the merger are completed, will Ruckus continue as a public company?

No. Brocade and Ruckus are required, on the terms and subject to the satisfaction or waiver of the conditions set forth in the merger agreement, to consummate the merger as promptly as practicable following the consummation of the offer. If the merger takes place, Ruckus shares will no longer be publicly traded. Brocade expects that the merger will be consummated on the same day as the consummation of the offer.

Will the offer be followed by a merger if all Ruckus shares are not tendered in the offer?

Yes, if the conditions to the merger set forth in the merger agreement and described under “Merger Agreement—Conditions—Conditions to the Merger” are satisfied or waived. Under the terms of the merger agreement, assuming the conditions to the offer (including the minimum tender condition) have been satisfied or waived, the Offeror must accept for payment all Ruckus shares validly tendered and not validly withdrawn in the offer promptly after the expiration of the offer and promptly thereafter pay for such shares. If the conditions to the merger are satisfied or waived, the merger will take place as promptly as practicable following consummation of the offer. Brocade expects that the merger will be consummated on the same day as the consummation of the offer. Following the merger, Brocade will own 100% of the equity of Ruckus, and all of the Ruckus stockholders who did not tender their shares in the offer, other than Brocade, the Offeror, any wholly owned subsidiary of Brocade or Ruckus and any stockholders who are properly exercising their right for appraisal in compliance with the DGCL, will have the right to receive the transaction consideration.

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Will there be a stockholder vote to approve the merger?

If the offer is completed (such that Brocade and the Offeror and Brocade’s other subsidiaries own at least a majority of the outstanding shares of Ruckus common stock), the merger will be governed by Section 251(h) of the DGCL, and accordingly no stockholder vote will be required to consummate the merger in the event that the offer is consummated. Brocade is required, on the terms and subject to the satisfaction or waiver of the conditions set forth in the merger agreement, to consummate the merger as promptly as practicable following the consummation of the offer. Brocade expects that the merger will be consummated on the same day as the consummation of the offer.

What are the U.S. federal income tax consequences of receiving shares of Brocade common stock and cash in exchange for my Ruckus shares in the offer and the merger?

The exchange of Ruckus shares for cash and Brocade common stock pursuant to the offer or the merger will be a taxable transaction to U.S. Holders (as such term is described under “Material U.S. Federal Income Tax Consequences”) for U.S. federal income tax purposes.

Each Ruckus stockholder should read the discussion under “Material U.S. Federal Income Tax Consequences” for a more complete discussion of the U.S. federal income tax consequences of the offer and the merger. Tax matters can be complicated, and the tax consequences of the offer and the merger to a particular Ruckus stockholder will depend on such stockholder’s particular facts and circumstances. Ruckus stockholders should consult their own tax advisors to determine the specific consequences to them of exchanging their shares of Ruckus common stock for the transaction consideration pursuant to the offer or the merger.

Will I have the right to have my Ruckus shares appraised?

No appraisal rights are available to Ruckus stockholders in connection with the offer. However, if the offer is completed and the merger is consummated, the holders of Ruckus shares immediately prior to the effective time of the merger who (i) did not tender their Ruckus shares in the offer; (ii) follow the procedures set forth in Section 262 of the DGCL; and (iii) do not thereafter withdraw their demand for appraisal of such shares, in each case, in accordance with Section 262 of the DGCL, will be entitled to have their shares appraised by the Delaware Court of Chancery and receive payment of the “fair value” of such shares, exclusive of any element of value arising from the accomplishment or expectation of the merger, together with a fair rate of interest, if any, as determined by the Delaware Court of Chancery.

The “fair value” of any Ruckus shares could be based upon considerations other than, or in addition to, the price paid in the offer and the merger and the market value of such shares. Ruckus stockholders should recognize that the value determined in an appraisal proceeding of the Delaware Court of Chancery could be higher or lower than, or the same as, the transaction consideration. Moreover, Brocade and Ruckus may argue in an appraisal proceeding that, for purposes of such proceeding, the fair value of such shares of Ruckus common stock is less than the transaction consideration.

Under Section 262 of the DGCL, where a merger is approved under Section 251(h) of the DGCL, either a constituent corporation before the effective date of the merger, or the surviving corporation within ten days thereafter, must notify each of the holders of any class or series of stock of such constituent corporation who is entitled to appraisal rights of the approval of the merger or consolidation and that appraisal rights are available for any or all shares of such class or series of stock of such constituent corporation, and will include in such notice a copy of Section 262 of the DGCL. The Schedule 14D-9 constitutes the formal notice of appraisal rights under DGCL Section 262. Failure to follow the steps required by DGCL Section 262 for perfecting appraisal rights will result in the loss of such rights.

The foregoing summary of the rights of dissenting stockholders under the DGCL does not purport to be a complete statement of the procedures to be followed by Ruckus stockholders desiring to exercise any available

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appraisal rights under Section 262 of the DGCL, and is qualified in its entirety by the full text of Section 262 of the DGCL. See “The Offer and the Merger—Appraisal Rights.”

Whom should I call if I have questions about the offer?

You may call D.F. King & Co., Inc., the information agent, toll free at (866) 620-2535 or contact the information agent via e-mail at Ruckus@dfking.com.

Where can I find more information about Brocade and Ruckus?

You can find more information about Brocade and Ruckus from various sources described in the section of this document entitled “Where to Obtain More Information.”

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THE OFFER AND THE MERGER

General

Brocade, through the Offeror, its direct wholly owned subsidiary, is offering, upon the terms and subject to the conditions set forth in this prospectus/offer to exchange and in the accompanying letter of transmittal, to exchange for each outstanding share of Ruckus common stock validly tendered and not validly withdrawn in the offer:

in each case, without interest and less any applicable withholding taxes.

Ruckus stockholders will not receive any fractional shares of Brocade common stock in the offer or the merger, and each Ruckus stockholder who otherwise would be entitled to receive a fraction of a share of Brocade common stock pursuant to the offer or the merger will be paid an amount in cash (without interest) in lieu thereof.

The purpose of the offer and the merger is for Brocade to acquire control of, and ultimately the entire equity interest in, Ruckus. The offer is the first step in Brocade’s plan to acquire all of the outstanding Ruckus shares, and the merger is the second step in such plan. If the offer is completed, shares of Ruckus common stock that are validly tendered and not validly withdrawn in the offer will be exchanged for the transaction consideration, and if the merger is completed, any remaining shares of Ruckus common stock that were not tendered into the offer (except for excluded shares) and that are issued and outstanding immediately prior to the effective time of the merger will be converted into the right to receive the transaction consideration. Brocade and Ruckus are required, on the terms and subject to the satisfaction or waiver of the conditions set forth in the merger agreement, to consummate the merger as promptly as practicable following the consummation of the offer, and Brocade expects that the merger will be consummated on the same day as the consummation of the offer. The purpose of the merger is for Brocade to acquire all remaining shares of Ruckus common stock that it did not acquire in the offer. Upon consummation of the merger, Ruckus will be a direct wholly owned subsidiary of Brocade, and the former stockholders of Ruckus will no longer have any direct ownership interest in the surviving corporation.

Background of the Offer and the Merger

As part of their ongoing evaluation of Ruckus’ business, members of Ruckus’ senior management and the Ruckus board of directors, respectively, from time to time engage in the review and assessment of Ruckus’ operations and financial performance, industry conditions and regulatory developments that may impact Ruckus’ long-term strategic goals and plans, including the review of potential opportunities for business combinations, acquisitions and other financial and strategic alternatives as a means to enhance or improve shareholder value.

Beginning in Spring 2015, following the announcement of the acquisition of Aruba Networks by Hewlett-Packard, Ruckus approached Brocade and a number of other possible commercial partners to ascertain whether they might be interested in entering into a commercial relationship with Ruckus to deliver open wired and wireless networking solutions, and to collaborate on go-to-market opportunities. In March 2015, Selina Lo, Chief Executive Officer of Ruckus, met with Lloyd Carney, Chief Executive Officer of Brocade, to inquire into Brocade’s interest in such a partnership with Ruckus. Mr. Carney and Ms. Lo have known each other for over twenty years, having worked together (she in marketing, he in customer service) at Bay Networks Inc., which in 1995, acquired Centillion Networks Inc., a company that Ms. Lo co-founded. At the March meeting, Mr. Carney said that he needed time to consider Brocade’s strategy for campus networking given the existing relationships between Brocade and Hewlett-Packard and Aruba. Ms. Lo and Mr. Carney agreed to review the situation in a few months. On April 28, 2015, Ms. Lo met with Mr. Carney, at which time Mr. Carney agreed to a non-exclusive

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commercial relationship between Brocade and Ruckus regarding “open systems” for wired and wireless networking using products from both companies. Mr. Carney suggested Ms. Lo work with Mr. Ken Cheng, Chief Technology Officer and Senior Vice President of Corporate Development and Emerging Business of Brocade, to implement such a commercial relationship. While no formal arrangement was entered into in the Spring of 2015, Brocade and Ruckus began engaging, informally, in joint bids in the K-12 space, and on August 28, 2015, the parties entered into a standard Ruckus Ecosystem Partner Program Agreement to formalize its engagement in joint marketing and selling opportunities. Shortly thereafter, Brocade announced its open mobility solutions program, which consisted of strategic partnerships with wireless companies, including Ruckus. Separately, on August 5, 2015, Mr. Carney contacted Ms. Lo regarding the possibility of exploring a potential strategic transaction between the two companies. Mr. Carney did not propose any terms (and none were discussed) or make any offer but suggested to Ms. Lo that he thought Brocade would be willing to pay an attractive premium for Ruckus.

On August 7, 2015, after receiving word from Ms. Lo of the outreach by Mr. Carney, the Ruckus board of directors held a special meeting, at which members of Ruckus’ senior management and a representative of Cooley LLP, regular external corporate counsel to Ruckus, were in attendance, to discuss Mr. Carney’s overture. The Ruckus board of directors discussed the overture as well as the wireless landscape and other parties who might be interested in a potential strategic transaction. The Ruckus board of directors also discussed hiring financial advisors to evaluate a possible transaction or any alternatives to a transaction. The Ruckus board of directors decided not to immediately engage with Brocade as to a possible transaction as there was no interest on the part of the Ruckus board of directors in selling Ruckus at the time and no specific Brocade proposal to consider; however, the Ruckus board of directors instructed management to maintain communications with Brocade. The Ruckus board of directors further instructed management to prepare a detailed analysis of Ruckus’ business and financial expectations for the following eight quarters so it could be best prepared and informed for any developments with Brocade or with respect to pursuing any alternatives, including continuing to execute its standalone strategy.

On August 18, 2015, Ms. Lo informed Mr. Carney that the Ruckus board of directors was not interested in engaging with respect to a strategic opportunity at the time and that she thought Ruckus was undervalued. In the conversation, she informed Mr. Carney that Ruckus had been investing in a market opportunity that they would begin unveiling in early 2016, that she believed would expand its total addressable market and that may boost the Ruckus’ market price. Mr. Carney noted to Ms. Lo that Brocade would be willing to pay an attractive premium for Ruckus, particularly if he better understood the market expansion opportunities. Mr. Carney requested that Brocade be permitted to do some high level due diligence on Ruckus.

On August 20, 2015, the Ruckus board of directors held a special meeting, at which members of Ruckus’ senior management were in attendance, to discuss further Brocade’s desire to perform high level due diligence and the possible metrics for establishing for Brocade or any other possible bidder the true value of Ruckus. The Ruckus board of directors authorized Ruckus to provide Brocade with a high level overview of Ruckus’ product roadmap.

On October 5, 2015, members of Ruckus’ management, including Ms. Lo, Seamus Hennessy, Chief Financial Officer of Ruckus, Dan Rabinovitsj, Chief Operating Officer of Ruckus, Steve Martin, Senior Vice President and General Manager of Emerging Technologies of Ruckus, and Bart Burstein, a member of the Ruckus board of directors, met with members of Brocade’s management, including Mr. Cheng, Dan Fairfax, Chief Financial Officer of Brocade, Ted Rado, Vice President, Corporate Development of Brocade, Jason Nolet, Senior Vice President, Switching, Routing and Analytics Products Group of Brocade, Kevin Shatzkamer, the CTO Mobile Networking of Brocade, Andrew Coward, Vice President of Service Provider Strategy of Brocade, and Kelly Herrell, Senior Vice President and General Manager of Software Networking of Brocade, in response to Brocade’s request to better understand Ruckus, to discuss with Brocade Ruckus’ product roadmap.

On November 4, 2015, the Ruckus board of directors held a regularly scheduled meeting at which, among other things, management presented on a preliminary basis its long-term forecast for Ruckus.

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On November 5, 2015, Mr. Rabinovitsj and Gaurav Garg, a director of Ruckus, met with the Chief Technology Officer of Party A, to discuss whether Party A had an interest in broadening the relationship between the two companies beyond the existing OEM reseller agreement, including as to whether Party A would be interested in a potential acquisition of Ruckus.

On November 9, 2015, Ms. Lo met with the chief executive officer of Party B, a long time business partner of Ruckus to discuss the two companies’ partnership in particular areas. At the meeting, Ms. Lo asked about Party B’s interest in engaging should Ruckus decide to seek a strategic alternative. The chief executive officer responded that he would be interested in discussing such a transaction.

On November 17, 2015, Mr. Carney reached out to Ms. Lo to inform her that Brocade was impressed by Ruckus’ management team at the October 5, 2015 meeting, and remained interested in Ruckus but that he would not be in a position to put forward a formal offer unless Brocade was able to do some further high level due diligence. As a follow-up, on November 20, 2015, Mr. Cheng sent Ms. Lo a list of initial diligence questions that he wanted to discuss.

On November 23, 2015, the Ruckus board of directors held a special meeting, at which members of Ruckus’ senior management and Ruckus’ regular external legal counsel were in attendance. At that meeting, Ms. Lo informed the Ruckus board of directors about the October 5, 2015 meeting with Brocade’s management and her subsequent discussion with Mr. Carney. Ms. Lo also reported to the Ruckus board of directors on discussions that she and Mohan Gyani, a member of the Ruckus board of directors, had held with a number of potential financial advisors to Ruckus to discuss generally their views of potential purchasers of Ruckus, the likely trading range of Ruckus shares should Ruckus pursue its long-term plan, and potential stand-alone alternatives for Ruckus (including continuing to execute its standalone plan or effecting a share repurchase program or a strategic acquisition). The Ruckus board of directors discussed its view of potential purchasers of Ruckus, noting that Brocade and Party A were likely the most logical buyers of Ruckus. The Ruckus board of directors also discussed whether private equity firms might be interested in a potential transaction and discussed members of the Ruckus board of directors discreetly contacting certain private equity firms with which the members had contacts to determine whether there may be interest in a potential transaction. The Ruckus board of directors decided that it would be advisable to engage a financial advisor to, among other things, evaluate any offer that may materialize from Brocade and Ruckus’ strategic alternatives and to help coordinate any potential outreach. The Ruckus board of directors created an ad hoc committee of the Ruckus board of directors (referred to as the “Ruckus Board Ad Hoc Committee”) that it charged with working with Ruckus’ management to evaluate and engage a financial advisor which could begin an outreach. The Ruckus board of directors also decided that management should meet with Brocade to provide it with more information about Ruckus, including the long-term plan management had prepared and presented at the November 4, 2015 Ruckus board of directors meeting.

During the period from November 23, 2015 to December 11, 2015, the Ruckus Board Ad Hoc Committee held conversations with a number of financial advisors about their potential engagement. On December 11, 2015, the Ruckus Board Ad Hoc Committee selected Morgan Stanley as Ruckus’ financial advisor based on Morgan Stanley’s qualifications, expertise and reputation, its knowledge of and involvement in recent transactions in Ruckus’ industry, and its knowledge of Ruckus’ business and affairs. Ruckus did not execute a formal engagement letter with Morgan Stanley until January 20, 2016.

On December 1, 2015, Mr. Cheng sent Ms. Lo a request for additional preliminary due diligence, which was more extensive than the November 20, 2015 list he had previously sent. On December 4, 2015, Mr. Cheng called Ms. Lo to inquire after Ruckus’ responses to Brocade’s due diligence list. Ms. Lo responded that the Ruckus board of directors had decided to engage a financial advisor, and that Ruckus would follow-up on Brocade’s due diligence request after an advisor had been retained.

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On December 10, 2015, Ms. Lo, Mr. Hennessy, Mr. Rabinovitsj and Mr. Garg met with certain members of senior management of Party A to continue the conversations Mr. Rabinovitsj and Mr. Garg had begun on November 5, 2015. Ruckus provided Party A with, among other things, its view of its market opportunities and products, product roadmap and competitive position, go-to-market profile, historical financial performance, financial projections (as described in “—Certain Financial Forecasts”), and the possible strategic benefits from a combination of the two companies.

In December 2015 and early January 2016, Ruckus’ management worked to put together a presentation to be in a position to respond to Brocade’s December 1, 2015 list of diligence questions that Brocade had said was a predicate to making a formal offer for Ruckus and also to schedule an in person meeting with Brocade.

Also during December 2015, members of the Ruckus board of directors reached out to certain private equity firms with whom they had relationships to inquire as to whether they would be interested in evaluating a potential acquisition of Ruckus. None of those firms indicated any interest.

On December 23, 2015, Mr. Rabinovitsj inquired of Party C’s representatives whether they may be interested in a meeting to discuss a possible transaction involving Ruckus.

During the week of January 4, 2016, representatives of Morgan Stanley reached out to Party A to follow up on the previous meetings between Ruckus and Party A to ascertain Party A’s potential level of interest in a strategic transaction with Ruckus.

On January 14, 2016, Mr. Rabinovitsj and Mr. Hennessy met with representatives of Party C to inquire as to whether Party C might be interested in an acquisition of Ruckus.

On January 15, 2016, members of Ruckus’ management, including Ms. Lo, Mr. Hennessy, Mr. Rabinovitsj and Greg Beach, VP Product Management of Ruckus, as well as Mr. Burstein, met with members of management of Brocade, including Mr. Cheng Mr. Fairfax, Mr. Rado, Mr. Nolet, Jeff Lindholm, Senior Vice President of Worldwide Sales of Brocade, and Carol Goode, Senior Vice President of Human Resources of Brocade, and representatives of Morgan Stanley and representatives of Evercore Group L.L.C. (referred to as “Evercore”), Brocade’s financial advisor, to present Brocade with responses to Brocade’s December 1, 2015 due diligence request. Ruckus provided Brocade with, among other things, its view of its market opportunities and products, product roadmap and competitive position, go-to-market profile, historical financial performance, financial projections (as described in “—Certain Financial Forecasts” below), and the possible strategic benefits from a combination of the two companies.

On January 21, 2016, representatives of Evercore informed representatives of Morgan Stanley that Brocade expected to make a cash and stock acquisition proposal for Ruckus. Representatives of Evercore indicated in that call that they did not expect Brocade to be in a position to make an all cash proposal for Ruckus because Brocade was not prepared to pay the premium that it expected Ruckus would require for an all-cash transaction.

On January 22, 2016, Ruckus and Party C entered into a confidentiality agreement, which provided, among other things, for a one-year standstill that by its terms terminated upon Ruckus’ entry into a merger agreement with a third party, including Brocade.

On January 25, 2016, representatives of Morgan Stanley followed up with Party C to ascertain the degree of interest Party C may have in a strategic acquisition.

On January 27, 2016, Ruckus received a written non-binding proposal from Brocade to acquire Ruckus for $6.00 in cash and 0.75 of a share of Brocade common stock per Ruckus share (referred to as the “January 27 ^th proposal”), implying a total value of approximately $12.00 per Ruckus share based on the closing price of Brocade common stock on January 26, 2016. This represented a premium of 41% to Ruckus’ closing price as of January 26, 2016. Scott Maples, General Counsel of Ruckus, promptly distributed the January 27 ^th proposal to

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members of the Ruckus board of directors. The January 27 ^th proposal did not contain a financing condition. The January 27 ^th proposal expired on February 5, 2016 and contemplated a 30-day exclusivity period that automatically extended for unlimited successive one-week periods as long as Brocade and Ruckus were negotiating in good faith towards a definitive agreement.

On January 29, 2016, representatives of Morgan Stanley contacted a representative of Party D to inquire whether they would be interested in evaluating a potential strategic transaction with Ruckus.

On February 1, 2016, the Ruckus board of directors held a regularly scheduled meeting, at which members of Ruckus’ senior management and Ruckus’ regular external legal counsel and representatives of Morgan Stanley were in attendance. The Ruckus board of directors discussed, among other things, the financial performance of Ruckus in FY 2015 against plan, and the FY 2016 plan, as well as the long-term forecasts that management had prepared in November 2015 and previously presented to the Ruckus board of directors and that were included in the management presentations Ruckus had made to Party A and Brocade in December 2015 and January 2016, respectively. The Ruckus board of directors approved the FY 2016 Plan, which the Ruckus board of directors considered fairly aggressive but that Ruckus’ management believed was achievable so long as Ruckus executed well.

At that meeting, representatives of Morgan Stanley updated the Ruckus board of directors on the meetings that had taken place between management of Ruckus and the managements of each of Brocade and Party A, and representatives of Party C, noting that Party A was unlikely to make a bid for Ruckus in any near term scenario because of its own strategic reasons. Representatives of Morgan Stanley also discussed with the Ruckus board of directors the various considerations relating to whether Ruckus should continue on a standalone basis, engage in a strategic transaction with Brocade or another potential interested party, make a strategic acquisition and/or engage in a share repurchase program. They also discussed with the Ruckus board of directors their preliminary view as to Ruckus’ standalone value and the January 27 ^th proposal, noting that the stock component of the January 27 ^th proposal appeared to be more attractive than the cash component based on their view that Brocade appeared to be undervalued, and that there could be significant accretion based on future synergies generated by the combined company. The Ruckus board of directors determined, based on the implied price of the January 27 ^th proposal and its preliminary view of the standalone value of Ruckus, and considering the views of Morgan Stanley, to reject the January 27 ^th proposal and instructed Morgan Stanley to advise Evercore that, while Ruckus may be interested in a transaction with Brocade, the January 27 ^th proposal was not acceptable. The Ruckus board of directors also decided that it should continue to selectively and discreetly reach out to potentially interested parties, based on its own understanding of the market and the views of Morgan Stanley as to likely interested parties. The Ruckus board of directors instructed Morgan Stanley to broaden its outreach to date and to focus its outreach on those strategic and private equity parties that likely would have the interest and financial wherewithal to acquire Ruckus. Representatives of Morgan Stanley informed the Ruckus board of directors that private equity firms would likely be less interested in pursuing a potential transaction with Ruckus and any offers from private equity firms would likely be less competitive than their strategic counterparts given Ruckus’ current profit margin structure. Taking into account these considerations, the Ruckus board of directors directed representatives of Morgan Stanley to reach out to Party B, to continue engaging with Party A, Party C and Party D, and to reach out to the following additional private equity firms: Party E, Party F and Party G. The Ruckus board of directors also approved Morgan Stanley’s target guidance to private equity firms and any other all-cash bidders that Ruckus would expect an offer price of no less than $15.00 in cash per Ruckus share.

On February 3, 2016, representatives of Morgan Stanley advised representatives of Evercore that the Ruckus board of directors had rejected the January 27 ^th proposal and that Ruckus would require a materially higher offer than $12.00 per Ruckus share before it engaged further with Brocade. Representatives of Evercore requested a counter-offer and informed representatives of Morgan Stanley that Brocade indicated that it would want to announce any transaction with Ruckus prior to the announcement of its first fiscal quarter 2016 results on February 17, 2016. Representatives of Evercore also informed representatives of Morgan Stanley that Brocade had indicated that it expected its results for the first fiscal quarter 2016 to be strong, that it was not willing to

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increase the stock component of its proposal, and that Brocade was contemplating a transaction that would not require a vote by the stockholders of Brocade under the NASDAQ rules with respect to stock issuances. Representatives of Morgan Stanley informed Evercore representatives that, if Ruckus were to permit Brocade to conduct further due diligence of Ruckus, Brocade would have to enter into a confidentiality agreement that was specific to a potential transaction, rather than continue to rely on the existing commercial confidentiality agreement between the companies.

Also on February 3, 2016, representatives of Morgan Stanley reached out to a member of senior management of Party D to inquire as to whether Party D may be interested in a potential strategic transaction with Ruckus, and were informed that Party D would need to evaluate internally and would revert.

On February 5, 2016, at a special meeting of the Ruckus board of directors at which members of Ruckus’ senior management and representatives of Morgan Stanley were in attendance, representatives of Morgan Stanley updated the Ruckus board of directors on its discussions with Evercore, Party A, Party C and Party D, and its planned outreach that week to Party B, Party E, Party F and Party G, and noted that both Party A and Party C expressed interest in potentially pursuing an acquisition of Ruckus, though the interest was very preliminary in both instances.

Also on February 5, 2016, Ruckus engaged Sullivan & Cromwell LLP (referred to as “Sullivan & Cromwell”) as its external mergers and acquisitions legal advisor.

Later in the day on February 5, 2016, Ruckus and Brocade entered into a confidentiality agreement with respect to a potential transaction which, among other things, provided for a one-year standstill that by its terms would terminate upon Ruckus’ entry into a merger agreement with a third party, including Brocade.

Also on February 5, 2016, Mr. Hennessy, with representatives of Morgan Stanley in attendance, held a financial due diligence call with a representative of Party C, who indicated during the call that he did not expect to be able to make a proposal at an attractive premium to Ruckus’ then-current Ruckus share trading price.

On February 6, 2016, in light of Brocade’s request that Ruckus provide Brocade with a counter-offer, members of Ruckus’ management, including Ms. Lo, Mr. Hennessy, Ian Whiting, Chief Commercial Officer of Ruckus, and Mr. Burstein, met with members of Brocade’s management, including Mr. Carney, Mr. Fairfax, Jack Rondoni, Vice President of Storage Networking of Brocade, Mr. Nolet, Rob Eggers, Vice President of Finance, Mr. Herrell, Mr. Rado and Mr. Cheng, to better understand the business and prospects of Brocade. At this meeting, Brocade presented Ruckus with information regarding its business, historical financial performance, go-to-market strategy, product roadmap and Brocade’s projections for the Brocade low range forecasts and Brocade high range forecasts as described under “—Certain Financial Forecasts –Financial Forecasts for Brocade.” Ruckus discussed potential synergy opportunities between the two companies. Representatives of Morgan Stanley and representatives of Evercore also attended the meeting. Members of Brocade’s management also presented Ruckus with an updated and more detailed list of items that Brocade requested Ruckus provide as part of its due diligence on Ruckus.

On February 7, 2016, representatives of Sullivan & Cromwell delivered to Paul Hastings LLP, Brocade’s legal advisor (“Paul Hastings”), a due diligence request list of matters concerning Brocade that Ruckus would need to review if Ruckus were to engage in a transaction with Brocade.

On February 8, 2016, representatives of Morgan Stanley discussed with a representative of Party B whether Party B may be interested in exploring an acquisition of Ruckus and were informed that Party B would be interested in meeting with Ruckus’ management.

Also on February 8, 2016, representatives of Morgan Stanley discussed with a representative of Party E whether Party E may be interested in exploring an acquisition of Ruckus and were informed that Party E would discuss internally and respond.

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Also on February 8, 2016, representatives of Morgan Stanley discussed with a representative of Party F whether they may be interested in exploring an acquisition of Ruckus and were informed that Party F would discuss internally and respond.

Also on February 8, 2016, representatives of Ruckus, including Ms. Lo, Mr. Hennessy, and Mr. Rabinovitsj, and Morgan Stanley discussed with management of Party A responses to high level diligence questions regarding Ruckus’ business and go-to-market strategy.

On February 9, 2016, Ruckus announced its financial results for the fourth quarter and fiscal year ended December 31, 2015.

Also on February 9, 2016, representatives of Morgan Stanley discussed with a representative of Party G whether Party G may be interested in exploring an acquisition of Ruckus and were informed that Party G would be interested in an initial meeting with Ruckus’ management.

On February 10, 2016, the Ruckus board of directors held a special meeting at which members of Ruckus’ senior management and representatives of Sullivan & Cromwell and Morgan Stanley were in attendance. Representatives of Morgan Stanley updated the Ruckus board of directors on the discreet outreach to potential interested parties, their follow up conversations with Party A, Party B and Party C, and the February 6 meeting between members of management of Ruckus and Brocade. They noted that Party D seemed reluctant to engage. Representatives of Morgan Stanley and Ruckus’ senior management also discussed with the Ruckus board of directors the financial information, including Brocade’s projections discussed at the February 6 meeting with Ruckus’ management, as well as certain other information regarding Ruckus and Brocade.

Also on February 10, 2016, representatives of Evercore informed representatives of Morgan Stanley that Brocade would not change its original proposal of $6.00 in cash and 0.75 of a share of Brocade common stock per Ruckus share, as communicated in the January 27 ^th proposal, as Ruckus had not engaged in any negotiations.

Around February 11, 2016, a representative from Party H contacted representatives of Morgan Stanley expressing interest in discussing a potential strategic transaction with Ruckus.

Also around February 11, 2016, Party D informed representatives of Morgan Stanley that it was not interested in exploring an acquisition of Ruckus at this time.

On February 12, 2016, the Ruckus board of directors held a special meeting at which members of Ruckus’ senior management and representatives of Sullivan & Cromwell and Morgan Stanley were in attendance, to complete the matters that they had had on their agenda for their February 10, 2016 meeting but had not been able to cover. Representatives of Morgan Stanley informed the Ruckus board of directors of its discussions with Evercore and updated the Ruckus board of directors on their outreach to other potential interested parties since the Ruckus board of directors last met, noting in particular that a management session had been scheduled for Party B. Representatives of Morgan Stanley also reviewed with the Ruckus board of directors financial aspects of the January 27 ^th proposal, noting that its implied value, while representing an approximately 40% premium to then current trading price of Ruckus common stock, still was under $12.00 per Ruckus share. Representatives of Morgan Stanley also discussed with the Ruckus board of directors whether, and if so, when Ruckus might put forward to Brocade a counter-offer, as well as the value of specific counter-offers, depending on the amount of stock and cash in the counter-offer.

At the meeting, the Ruckus board of directors also discussed whether this was a good time to explore a sale transaction, its views regarding Brocade’s January 27 ^th proposal and the value of Brocade long-term, and the advisability of talking to other potential interested parties. The Ruckus board of directors determined that it would not make a decision as to whether and how to engage further with Brocade until after Brocade released its first quarter fiscal year 2016 earnings on February 17, 2016, to see how Brocade’s quarterly results affected

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Brocade’s stock price and to ensure that there was nothing that would be a surprise to Ruckus. The Ruckus board of directors also discussed its desire to better understand the potential alternatives to a sale transaction, including the scenarios attendant to a stand-alone alternative. In that regard, the Ruckus board of directors determined that it would request that representatives of Morgan Stanley and senior management provide the Ruckus board of directors with a more in-depth review of potential alternatives to a sale that would best maximize the value of Ruckus while at the same time continue its outreach to potential interested parties.

Also on February 12, 2016, Mr. Garg, in the course of a discussion with a member of management of Party A about a number of topics unrelated to Ruckus, discussed Party A’s potential interest in a strategic transaction between Party A and Ruckus.

Also on February 12, 2016, Ruckus and Party B entered into a confidentiality agreement, which, among other things, provided for a one-year standstill that by its terms terminated upon Ruckus’ entry into a merger agreement with a third party, including Brocade.

Also on February 12, 2016, Party F informed representatives of Morgan Stanley that it was not interested in evaluating a potential transaction with Ruckus.

On February 15, 2016, Ms. Lo, Mr. Hennessy and Mr. Rabinovitsj conducted a management presentation for certain members of management of Party B, which also included a discussion regarding the potential revenue synergy opportunities between the two companies. Representatives of Morgan Stanley also attended the presentation. At that meeting, representatives of Party B indicated that Party B did not expect to be in a position to make a decision on whether it wanted to explore a transaction with Ruckus until the end of February or beginning of March, unless Morgan Stanley advised them in the interim that circumstances required a quicker decision.

Also on February 15, 2016, Party E informed representatives of Morgan Stanley that it may be challenging to pursue a transaction with Ruckus at the premium that Ruckus would be interested in, but that it would still be interested in meeting with Ruckus’ management.

On February 16, 2016, a representative of Party C reached out to Mr. Rabinovitsj expressing a desire to have an additional diligence session with Ruckus’ management, even though it had indicated previously that it would not be in a position to make an attractive offer for Ruckus.

Also on February 16, 2016, representatives of Morgan Stanley discussed with management of Party A next steps in terms of evaluating a potential strategic transaction between Party A and Ruckus.

On February 17, 2016, Brocade announced its financial results for the first fiscal quarter ended January 30, 2016, which exceeded its revenue and earnings guidance.

On February 18, 2016, Party C also informed representatives of Morgan Stanley that it may be interested in further exploring a potential transaction.

Also on February 18, 2016, the Ruckus board of directors held a special meeting at which members of Ruckus’ senior management and representatives of Sullivan & Cromwell and Morgan Stanley were in attendance, to understand the import of Brocade’s first quarter results and receive an update on the potential bidder outreach process. During the meeting, representatives of Morgan Stanley updated the Ruckus board of directors on the status of discussions and management sessions with potential interested parties, noting that it did not believe Party A was interested in pursuing an opportunity with Ruckus at this time and that management sessions were being scheduled with Party C, Party E and Party G. Representatives of Morgan Stanley also discussed with the Ruckus board of directors the results of Brocade’s first quarter fiscal year 2016 earnings and its updated fiscal year 2016 guidance and the fact that Brocade’s stock was then trading at a range that implied that the value of the

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January 27 ^th proposal was approximately $13.00 per Ruckus share. The Ruckus board of directors determined that it still did not believe the January 27 ^th proposal was sufficiently robust to engage in exclusive discussions with Brocade and decided not to make a counter-offer to Brocade until it had understood better the potential value other bidders might offer and it had received an updated analysis from Ruckus’ senior management and representatives of Morgan Stanley of potential alternatives to a sale transaction.

Also on February 18, 2016, Ruckus and Party H entered into a confidentiality agreement that provided, among other things, for a one-year standstill that by its terms terminated upon Ruckus’ entry into a merger agreement with a third party, including Brocade.

On February 19, 2016, Ms. Lo, Mr. Hennessy, and Mr. Rabinovitsj conducted a management presentation for representatives of Party H. Representatives of Morgan Stanley also attended the meeting.

Also on February 19, 2016, Mr. Garg met with representatives of Party E to ascertain Party E’s interest in acquiring Ruckus and was informed that Party E would find a take-private of Ruckus to be challenging, but would be interested in meeting with management of Ruckus to see if there were other opportunities that Party E would find attractive.

On February 21, 2016, the Ruckus board of directors held a special meeting at which members of Ruckus’ senior management and representatives of Sullivan & Cromwell and Morgan Stanley were in attendance, to review Morgan Stanley’s and Ruckus’ management’s analyses of alternative value creation paths to selling Ruckus. Representatives of Morgan Stanley reviewed with the Ruckus board of directors financial aspects of the following potential alternatives: (i) maintaining the status quo as a standalone company under three different scenarios: (a) the management case, which reflected the fiscal 2016 operating plan (which the Ruckus board of directors considered fairly aggressive, but that Ruckus’ management believed was achievable so long as Ruckus executed well), as well as management’s long-term forecasts, and which assumes that revenue growth due to market adoption of Ruckus’ small cell technology would begin in the second half of fiscal year 2017 and that Ruckus’ WLAN revenue growth will outpace the expected market growth by 3-4% annually, (b) the “faster small cell” growth case, which assumes accelerated market adoption of Ruckus’ small cell technology together with WLAN growth consistent with that assumed in the management case and which Ruckus’ management viewed as extremely aggressive and unlikely to be achievable and therefore did not provide to Brocade and (c) the “slower small cell” growth case, which assumes that market adoption of Ruckus’ small cell technology would take one year longer to mature than in the management case and that Ruckus’ WLAN revenue would grow 16% in 2016 and then grow in line with the market’s rate of growth for fiscal years 2017 through 2020 (each of the cases as provided by Ruckus’ management and as discussed under “—Certain Financial Forecasts” below), (ii) implementing a share repurchase program (alone or in combination with the “faster small cell” and “slower small cell” alternatives), (iii) making a strategic acquisition, and (iv) engaging in a transaction with Brocade.

At the meeting, representatives of Morgan Stanley also updated the Ruckus board of directors on the status of discussions with potential interested parties, indicating that Party B was unlikely to be able to effect a transaction with Ruckus, that Party H did not appear to be interested in Ruckus’ core markets, and that Party C indicated on February 18, 2016 that it would only have interest in pursuing a potential transaction if Party C concluded that Ruckus’ margin structure could be fundamentally improved without impairing Ruckus’ expected revenue growth (which Ruckus’ management did not believe likely but indicated to the Ruckus board of directors it was evaluating). Representatives of Morgan Stanley also informed the Ruckus board of directors that none of the private equity firms appeared to be likely to bid for Ruckus given Ruckus’ current profit margin structure, with representatives of Morgan Stanley noting that private equity firms would be more likely to find the combination of Brocade and Ruckus attractive. After evaluating (i) the various risks to the potential alternatives reviewed by representatives of Morgan Stanley, including, among other things, the risks associated with the ability to execute Ruckus’ long-term plan in an increasingly competitive environment, the risks related to the timing of the small cell technology introduction, and the risks associated with the floating rate component of the stock based consideration, (ii) the fact that there did not appear to be any serious interested parties other than Brocade

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emerging that would be able to make competitive proposals, and (iii) the need to bring to a resolution the various discussions so that management could focus on running Ruckus’ business, the Ruckus board of directors concluded that a transaction with Brocade at the right price was the most attractive alternative and authorized representatives of Morgan Stanley to communicate a counter-offer to representatives of Brocade of $8.00 in cash and 0.75 of a share of Brocade common stock per Ruckus share, with a then indicative value of $15.19 (based on the closing price of Brocade common stock on February 19, 2016), while continuing to engage with other potential bidders.

On February 21, 2016, at the direction of the Ruckus board of directors, representatives of Morgan Stanley conveyed to representatives of Evercore Ruckus’ counter-offer to Brocade of $8.00 in cash and 0.75 of a share of Brocade common stock per Ruckus share.

On February 23, 2016, representatives of Party G reached out to representatives of Morgan Stanley to schedule a meeting with Ruckus’ management.

Also on February 23, 2016, a representative of Party A informed Morgan Stanley that it was not interested in engaging in an acquisition of Ruckus at this time.

Also on February 23, 2016, representatives of Party B’s financial advisor contacted representatives of Morgan Stanley and reported that Party B’s board of directors would be meeting during the week of February 29, 2016, and at that time would discuss whether to make a potential offer. During this time, Ruckus also responded to high level due diligence requests from Party B.

On February 26, 2016, Ruckus received from Brocade a revised written non-binding proposal to acquire Ruckus for a price of $6.25 in cash and 0.75 of a share of Brocade common stock per Ruckus share (referred to as the “February 26 ^th proposal”), implying a total value of approximately $13.70 per Ruckus share based on the closing price of Brocade common stock on February 26, 2016. The February 26 ^th proposal represented a premium of approximately 41% to Ruckus’ closing stock price as of February 26, 2016. Ms. Lo promptly distributed the February 26 ^th proposal to members of the Ruckus board of directors. The February 26 ^th proposal did not contain a financing condition. The February 26 ^th proposal also contemplated a 30-day exclusivity period that automatically extended for unlimited successive one-week periods as long as Brocade and Ruckus were negotiating in good faith.

Also on February 26, 2016, representatives of Evercore informed representatives of Morgan Stanley that Brocade had indicated that it was unlikely to increase its proposal but that if a transaction were to proceed, Brocade had indicated that it was anticipating increasing its existing share repurchase program in order to repurchase over a near term post-transaction horizon a number of shares of Brocade common stock up to the number of shares of Brocade common stock that would be issued in the acquisition in order to offset some or all of the dilution resulting from the proposed transaction.

On February 29, 2016, the Ruckus board of directors held a special meeting at which members of Ruckus’ senior management and representatives of Sullivan & Cromwell and Morgan Stanley were in attendance, to consider the February 26 ^th proposal and to receive an update of the outreach process to other potential bidders. Representatives of Morgan Stanley informed the Ruckus board of directors that they had not heard from Party H since the management session, but they had assessed their interest was tepid (based on Party H’s verbal feedback during the February 19, 2016 meeting between Party H and Ruckus’ management teams), that a management session with Party E was occurring later that day, that a management session with Party G was in the process of being scheduled and that Party B’s board was meeting that week to discuss a possible offer. Representatives of Morgan Stanley also updated the Ruckus board of directors with respect to its conversations with Evercore and discussed with the Ruckus board of directors the financial aspects of the February 26 ^th proposal. Representatives of Morgan Stanley also advised the Ruckus board of directors that they did not believe that Brocade would be willing to increase its offer by more than $0.25 or $0.50 a share. Following review and discussion of an updated

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stand-alone versus Brocade transaction analysis prepared by representatives of Morgan Stanley, and concluding that engaging with Brocade was most likely to elicit the best alternative for Ruckus’ stockholders even at a lower price than they had been negotiating for, and that protracted management distraction was not in the best interests of Ruckus’ stockholders, the Ruckus board of directors authorized Ms. Lo to communicate directly to Mr. Carney a revised counter-proposal of $7.00 in cash and 0.75 of a share of Brocade common stock per Ruckus share (which implied a total value of $14.45 on February 29, 2016) and authorized representatives of Morgan Stanley to continue to engage with other potential bidders.

On February 29, 2016, Ruckus and Party E entered into a confidentiality agreement which, among other things, provided for a one-year standstill that by its terms terminated upon Ruckus’ entry into a merger agreement with a third party, including Brocade.

Also on February 29, 2016, Ms. Lo, Mr. Hennessy, Mr. Rabinovitsj and Mr. Garg conducted a management presentation for representatives of Party E. Representatives of Morgan Stanley also attended the meeting. At this meeting, representatives of Party E communicated to Ms. Lo that Party E would find a transaction with Ruckus at the premium that Ruckus would be interested in to be challenging and that Ruckus’ management would need to make a financial investment in any such transaction.

On March 1, 2016, Party H informed representatives of Morgan Stanley that it was not interested in engaging further in exploring a potential transaction with Ruckus.

On March 3, 2016, Ruckus and Party G entered into a confidentiality agreement which, among other things, provided for a one-year standstill that by its terms terminated upon Ruckus’ entry into a merger agreement with a third party, including Brocade. A meeting with Party G and Ruckus’ management was scheduled for March 14, 2016.

Also on March 3, 2016, Mr. Hennessy, Mr. Rabinovitsj and representatives of Morgan Stanley discussed additional financial due diligence with a representative of Party C; at the conclusion of the meeting, the Party C representative indicated that Party C would not be making a proposal to acquire Ruckus.

On March 4, 2016, Ms. Lo met with Mr. Carney and delivered Ruckus’ counter-proposal of $7.00 in cash and 0.75 of a share of Brocade common stock per Ruckus share (or an implied value of approximately $14.68 per Ruckus share based on the closing price of Brocade common stock on March 3, 2016). At that meeting, Ms. Lo impressed upon Mr. Carney the business opportunities that Ruckus was pursuing and the possible revenue synergy opportunities of a potential combination.

Around this time, representatives of Party B’s financial advisor informed representatives of Morgan Stanley that the board of directors of Party B had met and declined to approve making a proposal at that meeting but also indicated a desire to conduct more due diligence on Ruckus.

On March 7, 2016, representatives of Party B’s financial advisor reached out to representatives of Morgan Stanley requesting a further management session for March 15, 2016. Party B’s financial advisor also indicated that the timing of a transaction with Ruckus at that time was not opportune. Representatives of Morgan Stanley indicated to Party B’s financial advisor that negotiations with another party were active, that it was possible that Ruckus could enter into exclusivity with another party and that Party B would need to move quickly if it wished to participate in a potential transaction with Ruckus.

Also on March 7, 2016, Party E informed representatives of Morgan Stanley that they were unable to reach the price range that representatives of Morgan Stanley had indicated that they would need to reach with respect to an offer.

On March 9, 2016, Ruckus received from Brocade a written non-binding proposal to acquire Ruckus for $6.45 in cash and 0.75 of a share of Brocade common stock per Ruckus share (referred to as the “March 9 ^th proposal”),

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implying a total value of approximately $14.06 per Ruckus share based on the closing price of Brocade common stock on March 9, 2016 and cash/stock split of 46%/54%. This revised offer represented a premium of approximately 46% to the closing price of the Ruckus shares as of March 9, 2016. The March 9 ^th proposal did not contain a financing condition. The March 9 ^th proposal also contemplated a 30-day exclusivity period that was automatically extended for unlimited successive one-week periods as long as Brocade and Ruckus were negotiating in good faith. Following receipt of the March 9 ^th proposal, Mr. Carney informed Ms. Lo that this was the highest price for Ruckus that Brocade was willing to offer.

Also on March 9, 2016, Ms. Lo met with a member of management of Party A who informed Ms. Lo that Party A was not interested in pursuing a potential strategic transaction with Ruckus at that time.

On March 10, 2016, the Ruckus board of directors held a special meeting at which members of Ruckus’ senior management and representatives of Sullivan & Cromwell and Morgan Stanley were in attendance, to consider the March 9 ^th proposal and to receive an update on the outreach process to other potential bidders. Representatives of Morgan Stanley discussed the financial aspects of the March 9 ^th proposal, noting that the premium represented by the March 9 ^th proposal was in the upper quartile of cash/stock technology transactions in the past year, and those transactions had a greater percentage of stock than did the March 9 ^th proposal. Representatives of Morgan Stanley also informed the Ruckus board of directors, among other things, that Brocade considered the exclusivity component of the March 9 ^th proposal to be very important. Representatives of Morgan Stanley also updated the Ruckus board of directors on the status of discussions with potential interested parties, including that Party B had not made an offer even though its board had met to consider making an offer and it had been informed that it would need to move quickly, and that even though Party G continued to be interested in doing diligence, Morgan Stanley did not expect Party G to present an offer that would match or exceed the terms that Brocade was proposing. Ms. Lo further reported that, even if Party E were inclined to bid, which both Ms. Lo and representatives of Morgan Stanley did not think likely given the low margin structure of Ruckus, Party E had indicated that they would expect Ruckus’ management to make a financial investment in the transaction – something that was not palatable to management. Based on the fact that there did not appear to be any more real value to be extracted from Brocade and no real interest from other identified parties, the Ruckus board of directors decided it would be in the best interests of Ruckus and its stockholders to explore further a potential transaction with Brocade on the basis of the March 9 ^th proposal and that, if exclusivity were required, it should be only for a limited period of time.

Later in the evening on March 10, 2016, Ms. Lo informed Mr. Carney that the Ruckus board of directors would be willing to proceed with discussions on the basis of the March 9 ^th proposal but was not prepared to proceed on an exclusive basis.

Also on March 10, 2016, representatives of Morgan Stanley communicated to representatives of Evercore the fact that Brocade’s exclusivity proposal was not acceptable to the Ruckus board of directors.

On March 11, 2016, representatives of Evercore informed representatives of Morgan Stanley that Brocade was not willing to proceed with discussions on a non-exclusive basis.

Also on March 11, 2016, representatives of Party E reached out to Mr. Rabinovitsj to follow up on discussions during the February 29 meeting to try to understand management’s view of whether there was any basis for a potential transaction in light of Party E’s reticence with respect to a take-private of a high growth company like Ruckus.

Later in the day on March 11, 2016, representatives of Morgan Stanley reached out to Party B’s financial advisor indicating that it needed to move quickly if it were interested. Party B did not give any indication that it would do so.

Also on March 11, 2016, Ruckus made available to Brocade and its representatives an online data site containing certain limited information concerning Ruckus.

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During the period from March 11, 2016 to March 13, 2016, representatives of Sullivan & Cromwell and Paul Hastings and representatives of Morgan Stanley and Evercore negotiated the terms of the exclusivity agreement. On March 13, 2016, Ruckus and Brocade entered into an exclusivity agreement providing for a 20-day exclusivity period in connection with the negotiation of a potential transaction, with the possibility of a one-time seven-day extension so long as Brocade was acting in good faith to negotiate and promptly execute a definitive acquisition agreement on terms substantially similar to the March 9 ^th proposal.

Also on March 13, 2016, representatives of Morgan Stanley reached out to Party G and indicated that Ruckus’ management meeting scheduled for March 14, 2016 would need to be rescheduled. Party G made no attempt to reschedule the meeting thereafter.

From March 11, 2016 through April 3, 2016, Brocade and its representatives engaged in a due diligence review of Ruckus, Ruckus and its representatives engaged in a due diligence review of Brocade, and the parties and their respective representatives had numerous discussions regarding their businesses.

On March 17, 2016, representatives of Paul Hastings sent a draft merger agreement to representatives of Sullivan & Cromwell, which included, among other things, a 5% termination fee payable in the event that, among other situations, Ruckus were to terminate the merger agreement to enter into an alternative transaction and also included a reverse break fee in the event that Brocade were to fail to close the transaction when the closing conditions had been met because it had not been able to obtain its financing, provided Brocade with the right to extend the tender offer when the closing conditions had been met if it has not obtained its financing, and required a certain undefined amount of cash to be on hand at Ruckus at closing. The draft also indicated a request that Ms. Lo and Ruckus’ other named executive officers deliver a tender and support agreement pursuant to which they agree to tender their Ruckus shares in the offer.

On March 19, 2016, representatives of Paul Hastings sent a draft of the support agreement to representatives of Sullivan & Cromwell.

On March 21, 2016, representatives of Sullivan & Cromwell sent a revised draft of the merger agreement to representatives of Paul Hastings, which, among other things, proposed a 2% termination fee, eliminated all the provisions that were conditioned on the availability of Brocade’s financing and rejected certain Brocade termination rights. In the draft, representatives of Sullivan & Cromwell indicated that Brocade’s request for a tender and support agreement from Ms. Lo and Ruckus’ other named executive officers was under consideration.

On March 22, 2016, the Ruckus board of directors held a special meeting at which members of Ruckus’ senior management and representatives of Sullivan & Cromwell and Morgan Stanley were in attendance to obtain a brief update of the process with Brocade and the negotiations of the merger agreement. During the meeting, representatives of Sullivan & Cromwell and Morgan Stanley informed the Ruckus board of directors about the key issues that had surfaced, the progress that Brocade had made with respect to its due diligence on Ruckus and the fact that Brocade’s lenders were progressing toward making the financing commitments Brocade had requested.

On March 23, 2016, Brocade made available to Ruckus and its representatives an online data site containing certain information concerning Brocade.

On March 24, 2016, the Ruckus board of directors held a special meeting, at which members of Ruckus’ senior management and representatives of Sullivan & Cromwell and Morgan Stanley were in attendance, to update the Ruckus board of directors on the process with Brocade and to discuss the key issues in the merger agreement. During the meeting, representatives of Sullivan & Cromwell and Morgan Stanley informed the Ruckus board of directors about the key issues that had surfaced, including the matters related to Brocade’s financing that had been discussed at the previous Ruckus board of directors meeting, as well as Brocade’s positions with respect to employee matters and the various triggers for receiving a break fee. The Ruckus board of directors also discussed

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the fact that Brocade wanted to structure the transaction as an exchange offer followed by a merger under Section 251(h) of the DGCL, and the fact that the transaction would be fully taxable to the shareholders of Ruckus because Brocade did not want to take on the risks associated with a structure that would allow for a tax-free transaction. The Ruckus board of directors concluded that there would not be a material difference to most stockholders between the effects of a taxable transaction and a “tax-free” transaction in which stockholders would be taxed on gain to the extent of the cash in the transaction.

On March 26, 2016, representatives of Paul Hastings sent a revised draft of the merger agreement to representatives of Sullivan & Cromwell, which included, among other things, a 4.5% termination fee and the same financing-related provisions contained in the initial draft of the merger agreement. The draft also reiterated a request that Ms. Lo and the other named executive officers of Ruckus deliver a tender and support agreement pursuant to which they agree to tender their Ruckus shares in the offer.

On March 27, 2016, representatives of Paul Hastings and Sullivan & Cromwell discussed their respective positions on the terms of the merger agreement and the support agreement.

Also, on March 27, 2016, representatives of Sullivan & Cromwell sent a revised draft of the merger agreement to representatives of Paul Hastings, which again included the previous key positions that were included in the March 21st draft of the merger agreement.

Also on March 27, 2016, Ms. Lo and Mr. Carney met to discuss the potential revenue opportunities of the two businesses as well as certain of the open issues between the two parties, including matters relating to the treatment of equity awards in the transaction and employee-related covenants in the merger agreement.

On March 28, 2016, Mr. Carney emailed Ms. Lo indicating that he would like most of Ruckus’ executive officers to enter into employment agreements with Brocade coincident with the signing of the transaction, which would be effective upon closing of the merger.

On March 29, 2016, the Ruckus board of directors held a special meeting, at which members of Ruckus’ senior management and representatives of Sullivan & Cromwell and Morgan Stanley were in attendance, to receive an update on the negotiations of the merger agreement and the process with Brocade. During the meeting, representatives of Sullivan & Cromwell and Morgan Stanley informed the Ruckus board of directors about the key issues that continued to be negotiated, including the financing conditionality that had been discussed at the previous Ruckus board of directors meetings, as well as Brocade’s positions with respect to employee matters and triggers for receiving a break fee, the progress that had been made on other issues, and the fact that Brocade was only requiring Ms. Lo to enter into a tender and support agreement with respect to the offer. Ms. Lo also informed the Ruckus board of directors that Mr. Carney had requested discussions with Ms. Lo about retention of executive officers in connection with any transaction. The Ruckus board of directors determined that it would not be comfortable with more than two employment agreements being entered into prior to signing any transaction.

On March 31, 2016, representatives of Paul Hastings sent representatives of Sullivan & Cromwell a revised draft of the merger agreement, which, among other things, included a 4.5% termination fee, accepted elimination of the reverse break fee and other financing-related provisions that the previous Sullivan & Cromwell drafts had eliminated, but continued to provide for a termination fee payable in the event that Ruckus breaches the no solicitation of competing proposals covenants in the merger agreement.

Later in the day on March 31, 2016, representatives of Paul Hastings and Sullivan & Cromwell discussed the terms of the merger agreement.

Later in the day on March 31, 2016, the Ruckus board of directors held a special meeting, at which members of Ruckus’ senior management and representatives of Sullivan & Cromwell and Morgan Stanley were in

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attendance, to discuss on a preliminary basis Morgan Stanley’s analysis of the fairness from a financial point of view of the transaction consideration to be received by the holders of Ruckus shares (other than (i) Ruckus shares that are owned, directly or indirectly, by Brocade, Ruckus (including Ruckus shares held as treasury stock or otherwise) or the Offeror and (ii) Ruckus shares that are held by any person who has not tendered such Ruckus shares in the offer and is entitled to demand and properly demands appraisal of such Ruckus shares) pursuant to the merger agreement, and to receive an update on the negotiations of the merger agreement, the status of diligence of the two companies, and the commitments of Brocade’s lenders. Representatives of Morgan Stanley took the Ruckus board of directors through its analysis as of March 31, 2016. Representatives of Sullivan & Cromwell informed the Ruckus board of directors that the remaining key issues included Brocade’s desire for a 4.5% termination fee and the right to terminate the merger agreement and collect a fee upon a breach of the no-solicitation provisions, as well as certain employee-related matters. Members of Ruckus’ management and representatives of Sullivan & Cromwell and Morgan Stanley also updated the Ruckus board of directors on the results of Ruckus’ due diligence on Brocade as well as the fact that Brocade’s due diligence on Ruckus was almost completed, and that Brocade would only be requiring employment agreements from Ms. Lo and Mr. Hennessy, and that the agreements would provide for 50% of their unvested Ruckus restricted stock units and Ruckus performance-based restricted stock units to be converted into Brocade restricted stock units that would vest on the first anniversary of the closing of the transactions contemplated by the merger agreement.

On April 1, 2016, representatives of Sullivan & Cromwell sent a revised draft of the merger agreement to representatives of Paul Hastings, which included, among other things, a 2.75% termination fee and eliminated the termination fee payable in the event of Ruckus’ breach of the no solicitation of competing proposals covenants.

On April 2, 2016, representatives of Paul Hastings sent a revised draft of the merger agreement to representatives of Sullivan & Cromwell, which, among other things, included a termination fee of $50 million plus up to $10 million of expenses, representing approximately 4.1% of the equity value of the transactions contemplated by the merger agreement.

Also on April 2, 2016, the Ruckus board of directors held a special meeting at which members of Ruckus’ senior management and representatives of Sullivan & Cromwell and Morgan Stanley were in attendance, to review the outstanding issues relating to employees of Ruckus and to receive an update regarding the remaining non-employee issues outstanding in the negotiation of the merger agreement. During the meeting, Ruckus’ senior management informed the Ruckus board of directors that the respective managements of Brocade and Ruckus would be meeting later in the day to attempt to resolve the open employee-related issues, and representatives of Sullivan & Cromwell informed the Ruckus board of directors that the size of the termination fee as well as certain triggers of the termination fee remained open but that all other material non-employee related issues had been resolved and that the commitment letter documentation was almost completely negotiated.

Later in the evening on April 2, 2016, representatives of Sullivan & Cromwell sent a revised draft of the merger agreement to representatives of Paul Hastings which included, among other things, a termination fee of $44 million, representing approximately 3% of the equity value of the transactions contemplated by the merger agreement.

In the morning of April 3, 2016, Ms. Lo and Kathleen Swift, Vice President of Human Resources of Ruckus, and Mr. Carney and Ms. Goode discussed and resolved the open issues in the merger agreement pertaining to employee-related matters.

During the day on April 3, 2016, there were further negotiations regarding the size of the termination fee, with representatives of Paul Hastings first proposing $54 million (3.7% of equity value), representatives of Sullivan & Cromwell proposing $48 million (3.25% of equity value) and representatives of Paul Hastings proposing $50 million (3.4% of equity value) and representatives of Paul Hastings and Sullivan & Cromwell finalizing other aspects of the merger agreement.

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During the period between March 19, 2016 and April 3, 2016, representatives of Sullivan & Cromwell and Paul Hastings had numerous conversations regarding the draft merger agreement and also negotiated the terms of the support agreement.

In addition to discussions surrounding the size and triggers for the termination fee, the principal points of negotiation of the terms of the merger agreement included the scope of Ruckus’ representations and warranties, Ruckus’ obligations between signing of the merger agreement and closing of the transactions contemplated by the merger agreement, including restrictions related to non-solicitation and the recommendation of the Ruckus board of directors with respect to the offer and the merger, conditions to the offer, the level of efforts required to effect the offer and the merger, the circumstances under which the merger agreement is terminable, the timing of the payment of the termination fee, and employee-related matters.

On April 3, 2016, the Ruckus board of directors held a special meeting at which members of Ruckus’ senior management and representatives of Sullivan & Cromwell and Morgan Stanley were in attendance, to determine whether to approve the merger agreement. Representatives of Sullivan & Cromwell discussed the changes to the merger agreement since the previous Ruckus board of directors meeting, noting that the only open item was the size of the termination fee. The Ruckus board of directors determined to accept Brocade’s proposed termination fee of $50 million, after concluding that it would not deter any other bidder from making a proposal for Ruckus. Representatives of Morgan Stanley reviewed with the Ruckus board of directors Morgan Stanley’s financial analysis of the transactions contemplated by the merger agreement and rendered to the Ruckus board of directors an oral opinion, subsequently confirmed in writing, that as of April 3, 2016, and based upon and subject to the assumptions made, procedures followed, matters considered and qualifications and limitations upon the scope of the review undertaken by Morgan Stanley as set forth in the written opinion, the transaction consideration to be received by the holders of Ruckus shares (other than (i) Ruckus shares that are owned, directly or indirectly, by Brocade, Ruckus (including Ruckus shares held as treasury stock or otherwise) or the Offeror and (ii) Ruckus shares that are held by any person who has not tendered such Ruckus shares in the offer and is entitled to demand and properly demands appraisal of such Ruckus shares) pursuant to the merger agreement was fair from a financial point of view to such holders. Following further consideration and discussion, the Ruckus board of directors unanimously determined that the terms of the transactions contemplated by the merger agreement, including the offer and the merger are fair to, and in the best interests of, Ruckus and its stockholders, determined that it is in the best interests of Ruckus and its stockholders to enter into, and declared advisable, the merger agreement, approved the execution and delivery by Ruckus of the merger agreement, the performance by Ruckus of its covenants and agreements pursuant to the merger agreement and the consummation of the transactions contemplated by the merger agreement, including the offer and the merger, upon the terms, and subject to the conditions, contained in the merger agreement and resolved to recommend that Ruckus’ stockholders accept the offer and tender their Ruckus shares to the Offeror pursuant to the offer.

On April 3, 2016, Ms. Lo and Mr. Hennessy entered into offer letters with Brocade as described below under “—Interests of Certain Persons in the Offer and the Merger—Offer Letters with Brocade,” contingent upon signing the merger agreement and closing of the offer and the merger, which offer letters were subsequently superseded by offer letters between Brocade and Ms. Lo and Mr. Hennessy, respectively, dated May 18, 2016.

Later in the day on April 3, 2016, following receipt of the final lender commitment letter documents, the parties entered into the merger agreement. Also in connection with the signing of the merger agreement, Ms. Lo entered into the support agreement, as described below under “Support Agreement.”

Brocade’s Reasons for the Offer and the Merger

The board of directors of Brocade approved the merger agreement and determined that the merger agreement and the transactions contemplated by the merger agreement, including the offer, the merger and the issuance of Brocade common stock as part of the transaction consideration, are fair to, and in the best interests of, Brocade and its stockholders.

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In reaching its determination, the board of directors of Brocade consulted with Brocade’s management, as well as with Brocade’s legal and financial advisors, and considered a variety of factors weighing favorably towards the offer and the merger, including the factors described below.

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The board of directors of Brocade also identified and considered certain potentially negative factors in its deliberations which were balanced against the positive factors, including:

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After consideration of these factors, the board of directors of Brocade determined that, overall, the potential benefits of the offer and the merger outweighed the potential risks.

This discussion of the information and factors considered by the board of directors of Brocade includes the material positive and negative factors considered by the board of directors of Brocade, but it is not intended to be exhaustive and may not include all the factors considered by the board of directors of Brocade. The board of directors of Brocade did not quantify or assign any relative or specific weights to the various factors that it considered in reaching its determination to approve the merger agreement and the offer and the merger. Rather, the board of directors of Brocade viewed its position and recommendation as being based on the totality of the information presented to and factors considered by it. In addition, individual members of the board of directors of Brocade may have given differing weights to different factors. It should be noted that this explanation of the reasoning of the board of directors of Brocade and certain information presented in this section is forward-looking in nature and, therefore, should be read in light of the factors discussed under “Forward-Looking Statements.”

Ruckus’ Reasons for the Offer and the Merger; Recommendation of the Ruckus Board of Directors

At a meeting held on April 3, 2016, the Ruckus board of directors determined that the offer and the merger was advisable, fair to, and in the best interests of, its stockholders, approved the merger agreement and the transactions contemplated by the merger agreement, including the offer and the merger, and recommended that its stockholders tender their Ruckus shares in the offer.

In evaluating the offer, the merger, and the merger agreement, the Ruckus board of directors consulted with members of Ruckus’ senior management, as well as Ruckus’ external legal and financial advisors, and considered a number of factors, including the following non-exhaustive list of material factors and benefits of the offer and the merger (not in any relative order of importance), each of which the Ruckus board of directors believed supported its determination and recommendation:

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The Ruckus board of directors also considered a variety of risks and potentially negative factors in its deliberations concerning the merger agreement, the offer and the merger, including the following (not in any relative order of importance):

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After considering the foregoing potentially positive and potentially negative factors, the Ruckus board of directors concluded that the potential benefits of the merger agreement, the offer and the merger outweighed the risks and other potentially negative factors associated with the merger agreement, the offer and the merger.

The foregoing discussion of the information and factors considered by the Ruckus board of directors is intended to be a summary and is not intended to be exhaustive, but includes the principal material factors considered by the Ruckus board of directors. In view of the variety of factors considered in connection with its evaluation of the offer, the merger and the merger agreement, the Ruckus board of directors did not find it practicable to, and did not, quantify or otherwise assign relative weights to the specific factors considered in reaching its determination and recommendation. In addition, individual directors may have given different weights to different factors. The Ruckus board of directors did not undertake to make any specific determination as to whether any factor, or any particular aspect of any factor, supported or did not support its ultimate determination. The Ruckus board of directors based its recommendation on the totality of the information it received and the investigation it conducted.

It should be noted that this explanation of the reasoning of the Ruckus board of directors and certain information presented in this section is forward-looking in nature and, therefore, the information should be read in light of the factors discussed above under “Forward-Looking Statements.”

For the reasons described above, and in light of other factors that the Ruckus board of directors believed were appropriate, the Ruckus board of directors approved the merger agreement and the transactions contemplated by the merger agreement, including the offer and the merger, and unanimously recommends that Ruckus’ stockholders tender their shares of Ruckus common stock pursuant to the offer.

Opinion of Ruckus’ Financial Advisor

In connection with the offer and the merger, at the meeting of the board of directors of Ruckus on April 3, 2016, Morgan Stanley & Co. LLC (referred to as “Morgan Stanley”), Ruckus’ financial advisor, rendered to the board of directors of Ruckus its oral opinion, subsequently confirmed in writing, that as of April 3, 2016, and based upon and subject to the assumptions made, procedures followed, matters considered and qualifications and limitations upon the scope of the review undertaken by Morgan Stanley as set forth in the written opinion, the transaction consideration to be received by the holders of Ruckus shares (other than excluded shares) pursuant to the merger agreement was fair from a financial point of view to such holders. The full text of the written opinion

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of Morgan Stanley, dated as of April 3, 2016, is attached as Annex C to this prospectus/offer to exchange and is incorporated by reference herein in its entirety. You are encouraged to read the opinion in its entirety for a discussion of the assumptions made, procedures followed, matters considered and qualifications and limitations upon the scope of the review undertaken by Morgan Stanley in rendering its opinion. The summary of the opinion of Morgan Stanley in this prospectus/offer to exchange is qualified in its entirety by reference to the full text of the opinion.

Morgan Stanley’s opinion was addressed to the board of directors of Ruckus, in its capacity as such, and addresses only the fairness from a financial point of view of the transaction consideration to be received by the holders of Ruckus shares (other than excluded shares) pursuant to the merger agreement as of the date of the opinion. Morgan Stanley’s opinion did not address any other aspects or implications of the offer and the merger and does not constitute an opinion or a recommendation as to whether the stockholders of Ruckus should tender shares of Ruckus common stock into the offer, or take any other action in connection with the offer and the merger.

Ruckus retained Morgan Stanley to provide it and the board of directors of Ruckus with financial advisory services and the board of directors of Ruckus with a financial opinion in connection with the sale of Ruckus. Ruckus selected Morgan Stanley to act as its financial advisor based on Morgan Stanley’s qualifications, expertise and reputation, its knowledge of and involvement in recent transactions in Ruckus’ industry, and its knowledge of Ruckus’ business and affairs. At the meeting of the board of directors of Ruckus on April 3, 2016, Morgan Stanley rendered its oral opinion, subsequently confirmed in writing, that as of April 3, 2016, and based upon and subject to the assumptions made, procedures followed, matters considered and qualifications and limitations upon the scope of the review undertaken by Morgan Stanley as set forth in the written opinion, the transaction consideration to be received by the holders of Ruckus shares (other than excluded shares) pursuant to the merger agreement was fair from a financial point of view to such holders.

The full text of the written opinion of Morgan Stanley, dated as of April 3, 2016, is attached to this prospectus/offer to exchange as Annex C and is incorporated by reference in this prospectus/offer to exchange in its entirety. You are encouraged to read the opinion in its entirety for a discussion of the assumptions made, procedures followed, matters considered and qualifications and limitations upon the scope of the review undertaken by Morgan Stanley in rendering its opinion. Morgan Stanley’s opinion was addressed to the board of directors of Ruckus, in its capacity as such, and addresses only the fairness from a financial point of view of the transaction consideration to be received by the holders of Ruckus shares (other than excluded shares) pursuant to the merger agreement as of the date of the opinion. It did not address any other aspects or implications of the offer and the merger and does not constitute an opinion or a recommendation as to whether the stockholders of Ruckus should tender shares of Ruckus common stock into the offer, or take any other action in connection with the offer and the merger. The summary of the opinion of Morgan Stanley set forth below is qualified in its entirety by reference to the full text of the opinion.

In connection with rendering its opinion, Morgan Stanley, among other things:

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In arriving at its opinion, Morgan Stanley assumed and relied upon, without independent verification, the accuracy and completeness of the information that was publicly available or supplied or otherwise made available to Morgan Stanley by Ruckus and Brocade, and formed a substantial basis for its opinion. Morgan Stanley further relied upon the assurances of the management of Ruckus and Brocade that it was not aware of any facts or circumstances that would make such information inaccurate or misleading. With respect to the financial projections, including information relating to certain strategic, financial and operational benefits anticipated from the merger, Morgan Stanley assumed that they had been reasonably prepared on bases reflecting the best currently available estimates and judgments of the respective managements of Ruckus and Brocade of the future financial performance of Ruckus and Brocade. In addition, Morgan Stanley assumed that the offer and the merger will be consummated in accordance with the terms set forth in the merger agreement without any waiver or amendment of any terms or conditions and that the definitive merger agreement would not differ in any material respect from the draft furnished to Morgan Stanley. Morgan Stanley assumed that in connection with the receipt of all the necessary governmental, regulatory or other approvals and consents required for the proposed offer and the merger, no delays, limitations, conditions or restrictions will be imposed that would have a material adverse effect on the contemplated benefits expected to be derived in the proposed merger. Morgan Stanley relied upon, without independent verification, the assessment by the managements of Ruckus and Brocade of: (i) the strategic, financial and other benefits expected to result from the offer and the merger; (ii) the timing and risks associated with the integration of Ruckus and Brocade; and (iii) the validity of, and risks associated with, Ruckus and Brocade’s existing and future technologies, intellectual property, products, services and business models. Morgan Stanley is not a legal, tax or regulatory advisor. Morgan Stanley is a financial advisor only and relied upon, without independent verification, the assessment of Brocade and Ruckus and their respective legal, tax or regulatory advisors with respect to legal, tax or regulatory matters. Morgan Stanley expressed no opinion with respect to the fairness of the amount or nature of the compensation to any of Ruckus’ officers, directors or employees, or any class of such persons, relative to the transaction consideration to be received by the holders of shares of Ruckus common stock in the offer and the merger. Morgan Stanley did not make any independent valuation or appraisal of the assets or liabilities of Ruckus or Brocade, nor was Morgan Stanley furnished with any such valuations or appraisals. Morgan Stanley’s opinion was necessarily based on financial, economic,

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market and other conditions as in effect on, and the information made available to Morgan Stanley as of, April 3, 2016. Events occurring after April 3, 2016 may affect Morgan Stanley’s opinion and the assumptions used in preparing it, and Morgan Stanley did not assume any obligation to update, revise or reaffirm its opinion.

Summary of Financial Analyses

The following is a brief summary of the material analyses performed by Morgan Stanley in connection with its oral opinion and the preparation of its written opinion letter to the board of directors of Ruckus dated April 3, 2016. The following summary is not a complete description of Morgan Stanley’s opinion or the financial analyses performed and factors considered by Morgan Stanley in connection with its opinion, nor does the order of analyses described represent the relative importance or weight given to those analyses. Except as otherwise noted, the following quantitative information, to the extent that it is based on market data, is based on market data as it existed on or before April 1, 2016, the last full trading day prior to the meeting of the board of directors of Ruckus to approve and adopt the merger agreement, declare the advisability of the merger agreement and approve the transactions contemplated by the merger agreement, including the offer and the merger. The various analyses summarized below were based on the closing price of $10.00 per share of Ruckus common stock and $10.64 per share of Brocade common stock as of April 1, 2016 (the last full trading day prior to the meeting of the board of directors of Ruckus to approve and adopt the merger agreement), and are not necessarily indicative of current market conditions. Based on the closing price per share of the Brocade common stock of $10.64 and the per share of Ruckus common stock transaction consideration comprised of $6.45 in cash and an exchange ratio of 0.75 of a share of Brocade common stock for each share of Ruckus common stock, the implied value of the transaction price per share of Ruckus common stock was $14.43 and the implied all-stock exchange ratio was 1.36x as of April 1, 2016.

Some of these summaries of financial analyses include information presented in tabular format. In order to fully understand the financial analyses used by Morgan Stanley, the tables must be read together with the text of each summary. The tables alone do not constitute a complete description of the financial analyses. The analyses listed in the tables and described below must be considered as a whole; considering any portion of such analyses and of the factors considered, without considering all analyses and factors, could create a misleading or incomplete view of the process underlying Morgan Stanley’s opinion.

In performing the financial analyses summarized below and arriving at its opinion, Morgan Stanley used and relied upon the Ruckus forecasts (defined below). These financial projections are more fully described below under the heading “ Certain Financial Forecasts.”

Public Trading Comparables Analysis

Morgan Stanley performed a public trading comparables analysis, which attempts to provide an implied value of a company by comparing it to similar companies that are publicly traded. Morgan Stanley reviewed and compared certain financial estimates for Ruckus with comparable publicly available consensus equity analyst research estimates for selected companies that share similar business characteristics and have certain comparable operating characteristics including, among other things, similarly sized revenue and/or revenue growth rates, market capitalizations, profitability, scale and/or other similar operating characteristics (we refer to these companies as the comparable companies). These companies were the following:

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For purposes of this analysis, Morgan Stanley analyzed the ratio of aggregate value, which Morgan Stanley defined as fully-diluted market capitalization plus total debt, plus non-controlling interest, less cash and cash equivalents, to adjusted EBITDA, which Morgan Stanley defined as net income excluding net interest expense, income tax expense and certain other non-cash and non-recurring items, principally depreciation, amortization and stock-based compensation, as well as of price to earnings, which Morgan Stanley defined as the ratio of price per share to estimated earnings per share, for calendar years 2016 and 2017, of each of these comparable companies based on publicly available financial information compiled by Thomson Reuters for comparison purposes. For the purposes of this analysis and certain other analyses described below, unless otherwise indicated, Morgan Stanley utilized publicly available Thomson Reuters financial information for Ruckus available as of April 1, 2016 (the last full trading day prior to the meeting of the board of directors of Ruckus to approve and adopt the merger agreement), which is referred to below as the “street case.”

Based on its analysis of the relevant metrics for each of the comparable companies and upon the application of its professional judgment and experience, Morgan Stanley selected representative ranges of aggregate value to adjusted EBITDA multiples and of price to earnings multiples and applied these ranges of multiples to the estimated relevant metric for Ruckus. For purposes of this analysis, Morgan Stanley utilized publicly available estimates of aggregate values and adjusted EBITDA, and price as a multiple of earnings prepared by equity research analysts, available as of April 1, 2016 (the last full trading day prior to the meeting of the board of directors of Ruckus to approve and adopt the merger agreement).

Based on the outstanding shares of Ruckus common stock on a fully-diluted basis (including outstanding Ruckus options, Ruckus restricted stock awards and Ruckus restricted stock units) as of April 1, 2016, Morgan Stanley calculated the estimated implied value per Share as of April 1, 2016 as follows:

No company utilized in the public trading comparables analysis is identical to Ruckus. In evaluating the comparable companies, Morgan Stanley made numerous assumptions with respect to industry performance, general business, regulatory, economic, market and financial conditions and other matters, many of which are beyond Ruckus’ and Morgan Stanley’s control. These include, among other things, the impact of competition on Ruckus’ business and the industry generally, industry growth, and the absence of any adverse material change in the financial condition and prospects of Ruckus and the industry, and in the financial markets in general. Mathematical analysis (such as determining the average or median) is not in and of itself a meaningful method of using comparable company data.

Precedent Transactions Analysis

Morgan Stanley performed a precedent transactions analysis, which is designed to imply a value of a company based on publicly available financial terms and premia of selected transactions. Morgan Stanley compared publicly available statistics for select networking equipment vendor transactions occurring between 2008 and 2016. Morgan Stanley selected such comparable transactions because they shared certain characteristics with the

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offer and the merger, most notably because they were similar networking equipment transactions. The following is a list of the networking equipment transactions reviewed:

Selected Networking Equipment Vendor Transactions (Target / Acquiror)

Alcatel-Lucent / Nokia Corporation

Aruba Networks, Inc. / Hewlett-Packard Company

Riverbed Technology, Inc. / Thoma Bravo

Motorola Solutions, Inc. Enterprise Business / Zebra Technologies Corporation

3Com Corporation / Hewlett-Packard Company

Tandberg ASA / Cisco Systems, Inc.

Foundry Networks, Inc. / Brocade Communications Systems, Inc.

For the transactions listed above, Morgan Stanley noted the following financial statistics where available: (1) the multiple of aggregate value of the transactions contemplated by the merger agreement to the last twelve months revenue and (2) the multiple of price per share of the transaction to last twelve months earnings per share, in each case based on publicly available information as of April 1, 2016 (the last full trading day prior to the meeting of the board of directors of Ruckus to approve and adopt the merger agreement).

In connection with the precedent transaction premia analysis, Morgan Stanley also reviewed 24 select precedent transactions occurring between 2014 and April 1, 2016 that involved the acquisition of U.S. publicly-listed companies for values greater than $300 million in which both the stock consideration and the cash consideration were between 40% and 60% of the total consideration. For these transactions, Morgan Stanley noted the distributions of the following financial statistics, where available: (1) the implied premium to the acquired company’s closing share price on the last trading day prior to announcement (or the last trading day prior to the share price being affected by acquisition rumors or similar merger-related news); (2) the implied premium to the acquired company’s 30-trading-day average closing share price prior to announcement (or the last 30-trading-day average closing share price prior to the share price being affected by acquisition rumors or similar merger-related news); and (3) the implied premium to the acquired company’s last twelve month high share price prior to announcement (or the last twelve month high share price prior to the share price being affected by acquisition rumors or similar merger-related news).

Based on its analysis of the relevant metrics and time frame for each of the transactions listed above and upon the application of its professional judgment and experience, Morgan Stanley selected representative ranges of implied premia and financial multiples of the transactions and applied these ranges of premia and financial multiples to the relevant financial statistic for Ruckus. For purposes of aggregate value to LTM revenue and price per share to LTM earnings per share, Morgan Stanley utilized 2015 actual values for Ruckus. The following table summarizes Morgan Stanley’s analysis: