Expert Corporate Governance Service (ECGS)
EUR 500.00 For Business Accounts Only

Micro Focus International PLC - proxy report-21/08/2018

Item 1: To approve the disposal of the SUSE business segment

Shareholder approval is sought for the disposal of SUSE Business to Marcel BidCo GmbH, a subsidiary of EQT Partners, for a total cash consideration of $2.535bn. The disposal will have a significant impact in the Company balance sheet as SUSE Busines represents an important part of the Company assets.

SUSE Business is a German-based, multinational, open-source software that develops and sells Linux products to business customers. Founded in 1992, it was the first company to market Linux for the enterprise. It operates in 40 countries and has 1,325 dedicated employees. The Company acquired SUSE in 2014. For the 12 months ended 30 April 2018, the SUSE Business generated 8.5% and 7.7% of the Group's revenue and Adjusted EBITDA respectively.

SUSE Business will be sold for a total cash consideration of $2.535bn. The enterprise value for the SUSE Business of US$2.535 billion represents an effective multiple of 7.3x revenue and 22.9x Adjusted EBITDA of the SUSE Business for the 12 months ended 30 April 2018.

The Board states that the merger will allow the Company to focus on its long term core

Micro Focus International PLC

Micro Focus International is a global enterprise software provider. Co.'s solutions help organizations leverage existing IT investments, enterprise applications and emerging technologies to address complex, rapidly evolving business requirements, including the protection of corporate information at all times. Co. has two operating segments: Micro Focus Product Portfolio and SUSE Product Portfolio. The Micro Focus Product Portfolio segment is managed with a single product group that makes and maintains the software. SUSE provides and supports enterprise-grade Linux and Open Source Software Defined Infrastructure and Application Delivery solutions.


Founded in 1995, Proxinvest is an independent proxy firm supporting the engagement and proxy analysis processes of investors. Proxinvest mission is to analyse corporate governance practices and resolutions proposed at general meetings of listed firms.

Proxinvest main services are :

  • ​Proxy reports
  • Definition and monitoring of client customized voting guidelines
  • Corporate Governance Data and Rating
  • Thematic research
  • Engagement support

Proxinvest has been a pioneer and champion of good corporate governance and has grown into a recognised expert in the field.

Proxinvest is independently-owned and only works for investors : Proxinvest does not provide consulting services to the companies it covers, mitigating related risks to its clients and ensuring the independence of our analysis. As a result Proxinvest is able to take a robust, independent, engaged and unconflicted view of the companies in which our clients invest.

As Managing Partner of Expert Corprate Governance Service Ltd (ECGS), Proxinvest has built a large network of corporate governance experts to support clients in corporate governance analysis worldwide. 

Expert Corporate Governance Service (ECGS)

Other Reports on these Companies
Other Reports from Proxinvest
Other Reports from these Analysts