Micro Focus to complete acquisition of Borland Software

NEW DELHI, INDIA: Micro Focus International announced that it has reached agreement on the terms of a recommended cash offer to acquire the entire issued and to be issued ordinary share capital of Borland Software Corporation.

Borland is an independent player in the Application Lifecycle Management (ALM) market with a range of software solutions to enhance the management of application delivery. These solutions include Application Testing/Automated Software Quality (ASQ), Requirements Management, Software Change Management (and Source Code Management), Project Portfolio Management and Model Driven Development.

Under the terms of the acquisition, Micro Focus will pay $1 in cash for each outstanding Borland share. This values the acquisition of Borland’s equity, on a fully diluted basis, at approximately $75 million, or approximately $67 million excluding Borland’s net cash and short term investments of $8 million as on 31 December 2008.

The acquisition will be funded from existing Micro Focus cash resources supplemented by a new three year revolving credit facility of $175 million provided through a syndicated loan consortium comprising Barclays, HSBC, Lloyds and RBS.

Arma Partners LLP is acting as financial adviser to Micro Focus and UBS is acting as broker and sponsor to Micro Focus. Micro Focus was advised by KPMG Corporate Finance Debt Advisory with respect to arranging the acquisition financing facilities. JP Morgan is acting as financial adviser to Borland.