20th Jul 2009 07:00
20 July 2009
Micro Focus and Borland Shareholder Meetings to be Held this Week; Settlement of Class Action against Borland
Micro Focus International plc (MCRO.L or "Micro Focus") published its circular on 24 June 2009 and its prospectus on 30 June 2009 relating to the proposed acquisition of Borland Software Corporation ("Borland") (the "Acquisition").
The circular and the prospectus provided details of litigation which may have had a significant effect on the financial position or profitability of the Micro Focus group, being a putative class action lawsuit filed in Texas, USA against Borland, Micro Focus and others. The lawsuit was filed on the alleged grounds that the proposed merger consideration was unfair and that the proposed Acquisition was to be effected by means of an unfair process.
Borland and Micro Focus continue to believe that these allegations are wholly without merit. However, in order to avoid costly litigation and eliminate the risk of any delay to the closing of the Acquisition as a result of such action, Borland and Micro Focus have agreed to settle the purported class action.
Accordingly, Borland announced on 17 July 2009 that it, its directors and Micro Focus have reached an agreement in principle with the plaintiffs providing for the settlement of the litigation. The settlement amount is immaterial, and will not affect the merger consideration to be paid to shareholders of Borland in connection with the proposed Acquisition. In addition, the settlement has no material impact on the strict financial criteria applied by Micro Focus in relation to the Acquisition. The settlement will not affect the timing of the respective shareholder meetings of Borland on 22 July 2009 and Micro Focus on 24 July 2009 to approve the Transaction.
The Micro Focus General Meeting to approve the Acquisition will be held at 9am on 24 July 2009 at The Lawn, 22-30 Old Bath Road, Newbury, Berkshire, RG14 1QN. Subject to approval by the shareholders of Borland and of Micro Focus, the Acquisition is expected to close shortly thereafter.
Enquiries:
|
Micro Focus |
Tel: +44 (0)1635 32646 |
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Tim Brill, Head of Corporate Communications & IR |
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|
Financial Dynamics |
Tel: +44 (0)20 7831 3113 |
|
Charles Palmer / Haya Chelhot / Nicola Biles |
About Micro Focus
Micro Focus, a member of the FTSE 250, provides innovative software that allows companies to dramatically improve the business value of their enterprise applications. Micro Focus Enterprise Application Modernization and Management software enables customers' business applications to respond rapidly to market changes and embrace modern architectures with reduced cost and risk. For additional information please visit www.microfocus.com
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