Travers Smith advises Micro Focus on its $8.8 billion merger with HPE’s software business segment


Travers Smith LLP has advised its long-standing client Micro Focus International plc ("Micro Focus"), the global enterprise software company, on its $US 8.8 billion merger with Hewlett Packard Enterprise's ("HPE") software business segment ("HPE Software") and the return of value to Micro Focus shareholders of approximately $500 million.

The merger creates one of the world's largest pure-play infrastructure software companies, with combined annual revenues of $US 4.4 billion, and brings together two leaders in the software industry to form a new, combined company uniquely positioned to help customers maximize existing software investments and embrace innovation in a world of Hybrid IT.

A member of the FTSE 100, Micro Focus 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). Micro Focus' 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.

HPE Software is a leading global infrastructure software provider that allows customers to test application quality, manage the application lifecycle, automate IT operations, accelerate and secure business processes. The business operates a global footprint spanning the Americas, Asia Pacific & Japan and EMEA regions, engaging with over 30,000 customers across the world. HPE Software currently works with 98 of the Fortune 100 companies.

The Travers Smith team, which advised Micro Focus on the transaction, was led by Partner and Head of Corporate Spencer Summerfield, who was supported by Corporate Partner Jon Reddington, Senior Counsel Mohammed Senouci and Senior Associate Tom Coulter. Additional specialist advice was provided by Partner Stephen Whitfield and Associates Alana Tinkler and Claire Shepherd in Competition, Partner Dan Reavill and Senior Associate James Longster in IP & Technology, Partner Simon Yates in Tax, Partner Mahesh Varia and Senior Associate Kevin Donegan in Employee Incentives, Partner Tim Gilbert and Senior Associate Ailie Murray in Employment, Partner Paul Kenny and Associate Vicky Tipper in Real Estate, Partner, Andrew Gregson and Associate, Fiona Swords in Finance, and Partner Dan Naylor and Senior Associate Andrew Lewis in Pensions.

US advice was provided to Micro Focus by Kirkland & Ellis LLP. HPE was represented by Wachtell, Lipton, Rosen & Katz and Freshfields Bruckhaus Deringer. Other advisers on the transaction included J.P. Morgan Cazenove, Numis Securities and Goldman Sachs.

Spencer Summerfield commented:

"The combination of Micro Focus and HPE Software - two market leaders in software innovation - is a significant development for Micro Focus, creating one of the world's largest pure-play enterprise software companies with a truly global footprint. We are very pleased to have assisted Micro Focus on this landmark transaction, which marks an important milestone not only for the development of their business but the industry itself as Micro Focus seeks to drive software innovation across both traditional and emerging IT market segments."

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