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EXTRA: Micro Focus Shuffles Board In Preparation For HPE Merger

Tue, 25th Apr 2017 17:36


LONDON (Alliance News) - Micro Focus International PLC on Tuesday said it will add new non-executive directors to its board, ahead of its acquisition of Hewlett Packard Enterprise Co's software business.

FTSE 100-listed Micro Focus agreed to buy HPE's software business in a USD8.80 billion reverse takeover last September.

Earlier this month, Micro Focus disclosed annual underlying adjusted earnings before interest, tax depreciation and amortisation amounted to USD741.0 million for the software unit's financial year to October 31, 2016, on revenue of USD3.13 billion, up 0.8% from the prior year on a constant currency basis.

Under the merger agreement, Hewlett Packard has the right to nominate one new non-executive director to Micro Focus's board, as well as half of the independent non-executive directors.

As a result, Silke Scheiber and Darren Roos will join the Micro Focus board from May 15 as two of the three independent non-executive directors nominated by Hewlett Packard. HP Executive Vice President John Schultz also will join as a non-executive director, but not as an independent.

Scheiber has worked at companies including finance firm Goldman Sachs & Co, while Roos most recently worked at German software firm Software AG.

As a result of these appointments, Steve Schuckenbrock and Tom Virden will resign as directors of Micro Focus, effective Tuesday.

In addition, Hewlett Packard Chief Operating Officer Chris Hsu, who will become chief executive of Micro Focus upon completion, will join the board at that time, while a third and final independent non-executive director will be nominated by Hewlett Packard after completion.

Once Hsu takes on the CEO role, current Micro Focus CEO Stephen Murdoch will become the group's COO and step down from the board.

Following completion of the transaction and the board shuffle, Micro Focus will have a board comprised of Chairman Kevin Loosemore, CEO Hsu, Chief Financial Officer Mike Phillips, and the CEO of the SUSE subsidiary, Nils Brauckmann.

Non-executives in addition to the four to join from HP are Kevin Slatford, Richard Atkins and Amanda Brown.

Shares in Micro Focus were trading down 1.1% at 2,510.00 pence at the close Tuesday.

By Karolina Kaminska; karolinakaminska@alliancenews.com; @KarolinaAllNews

Copyright 2017 Alliance News Limited. All Rights Reserved.

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