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
strategy.
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.
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