TIDMMCRO
RNS Number : 4192G
Micro Focus International plc
26 May 2017
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH
JURISDICTION
26 May 2017
MICRO FOCUS INTERNATIONAL PLC
Results of General Meeting
Micro Focus International plc ("Micro Focus" or the "Company")
is pleased to announce that, at the General Meeting of the
Company's shareholders held earlier today, all of the resolutions
proposed at the meeting (the "Resolutions") were duly passed on a
poll vote.
Shareholders voted to approve the proposed transaction whereby
Micro Focus has agreed to combine with Hewlett Packard Enterprise's
software business segment by way of merger (the "Transaction"), the
proposed issue of ordinary shares in connection with the
Transaction and the proposed return of value of up to US$500
million to the Company's shareholders.
Following this vote, the Transaction remains conditional upon a
limited number of conditions.
The full text of the Resolutions is shown in the notice of the
General Meeting set out in the circular sent to Shareholders on 9
May 2017 and full details of the votes received from the Company's
shareholders for each Resolution will be available on our website
at www.microfocus.com.
A copy of all Resolutions will be submitted to the National
Storage Mechanism, where it will shortly be available for
inspection at http://www.morningstar.co.uk/uk/NSM.
For further information, please contact:
Micro Focus
Tel: +44 1635 32646
Kevin Loosemore: Executive Chairman
Mike Phillips: Chief Financial Officer
Tim Brill: Director, Corporate Communications & IR
Powerscourt (PR adviser to Micro Focus) Tel: +44 20 7250
1446
Juliet Callaghan / Simon Compton
J.P. Morgan Limited (which conducts its UK investment banking
activities as J.P. Morgan Cazenove, "J.P. Morgan Cazenove") is
acting as sole sponsor and lead financial adviser to Micro Focus in
connection with the Transaction. Numis Securities Limited is also
acting as financial adviser and corporate broker to Micro Focus in
connection with the Transaction.
About Micro Focus
Micro Focus (LSE: MCRO.L) is a global enterprise software
company supporting the technology needs and challenges of the
Forbes Global 2,000 (the top 2,000 public companies in the world as
determined by Forbes magazine). Our solutions help organisations
leverage existing IT investments, enterprise applications and
emerging technologies to address complex, rapidly evolving business
requirements while protecting corporate information at all times.
Micro Focus's Product Portfolios are Micro Focus and SUSE. Within
Micro Focus our solution portfolios are COBOL Development and
Mainframe Solutions, Host Connectivity, Identity and Access
Security, IT Development and Operations Management Tools, and
Collaboration and Networking. For more information, visit:
www.microfocus.com. SUSE, a pioneer in Open Source software,
provides reliable, interoperable Linux, cloud infrastructure and
storage solutions that give enterprises greater control and
flexibility. For more information, visit: www.SUSE.com.
About HPE Software
HPE Software is a leading global provider of enterprise grade
scalable software that allows customers to test application
quality, manage the application lifecycle, automate IT operations,
accelerate and secure business processes. The company offers a
broad range of software for enterprises of all sizes across four
pillars (I) IT Operations Management, (II) Application Testing
& Delivery Management, (III) Security and Information
Governance and (IV) Big Data Platform Analytics. Its software
offerings include licences, support, SaaS and Professional Services
across its product portfolio.
The business operates a global footprint spanning the Americas,
Asia Pacific & Japan and EMEA regions, with over 30,000
customers across the world. The business currently works with 98 of
the Fortune 100 companies.
IMPORTANT NOTICE:
J.P. Morgan Limited (which conducts its UK investment banking
activities as J.P. Morgan Cazenove, "J.P. Morgan Cazenove"), which
is authorised in the United Kingdom under the Financial Services
and Markets Act 2000 (as amended) and which is regulated by the
Financial Conduct Authority, is acting as sole sponsor and lead
financial adviser to Micro Focus in connection with the
Transaction. J.P. Morgan Cazenove is acting exclusively for Micro
Focus in connection with the Transaction and for no-one else and
will not be responsible to anyone other than Micro Focus for
providing the protections afforded to the clients of J.P. Morgan
Cazenove nor for providing any advice in relation to the
Transaction or the contents of this announcement or any
transaction, arrangement or matter referred to herein.
Numis Securities Limited ("Numis"), which is authorised in the
United Kingdom under the Financial Services and Markets Act 2000
(as amended) and which is regulated by the Financial Conduct
Authority, is acting as corporate broker and financial adviser in
connection with the Transaction. Numis is acting exclusively for
Micro Focus in connection with the Transaction and for no-one else
and will not be responsible to anyone other than Micro Focus for
providing the protections afforded to the clients of Numis nor for
providing any advice in relation to the Transaction or the contents
of this announcement or any transaction, arrangement or matter
referred to herein.
The information contained in this announcement is not for
release, publication or distribution to persons in any jurisdiction
where to do so would breach any applicable law. No public offer of
securities is being made by virtue of this announcement.
This announcement has been prepared for the purposes of
complying with the applicable laws and regulations of the United
Kingdom and the information disclosed may not be the same as that
which would have been disclosed if this announcement had been
prepared in accordance with the laws and regulations of any
jurisdiction outside of the United Kingdom.
The release, publication or distribution of this announcement
in, into or from jurisdictions outside the United Kingdom may be
restricted by law and therefore persons into whose possession this
announcement comes should inform themselves about, and observe such
restrictions. Any failure to comply with the restrictions may
constitute a violation of the securities law of any such
jurisdiction.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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