MS INTERNATIONAL PLC — M&A Activity 2014

Sep 17, 2014

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RNS Number : 9292R

Micro Focus International plc

17 September 2014

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED STATES OR ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

17 September 2014

Micro Focus International plc

Proposed Merger with The Attachmate Group, Inc

Update regarding credit ratings and syndication of the New Facilities

Further to the announcement by Micro Focus International plc ("Micro Focus" or the "Company") on 15 September 2014, regarding the Company's proposed merger with The Attachmate Group Inc, Micro Focus is pleased to announce that Standard & Poor's has today assigned a preliminary BB- corporate family rating (CFR) with a recovery rating of 3 to Micro Focus, with a stable outlook, and that Moody's Investors Service has assigned a CFR and probability of default rating of B1 to Micro Focus, again with a stable outlook.

The syndication process for the New Facilities commences today and the indicative terms for syndication will be as follows:

(a)  in relation to the senior secured term loan B of $1,350 million: an initial interest rate of 3.25% above LIBOR (subject to a LIBOR floor of 1.00%), amortising at 1.0% per annum, with an original issue discount of 1.0% and a 7 year term;

(b)  in relation to the senior secured term loan C of $500 million: an initial interest rate of 3.0% above LIBOR (subject to a LIBOR floor of 0.75%), amortising at 10.0% per annum, with an original issue discount of 0.5% and a 5 year term; and

(c)  in relation to the senior secured revolving credit facility of $150 million: an initial interest rate of 3.0% above LIBOR, and an original issue discount of 0.5%.

The terms of the New Facilities, as set out above, are subject to variation within limited parameters pending the completion of the syndication process. The final terms of the New Facilities will be announced once syndication is complete, which is expected to be in approximately two weeks' time.

Micro Focus is also pleased to announce that the Commitment Letter in respect of the New Facilities has been amended and restated to reflect the inclusion of a fund managed by Guggenheim Partners Investment Management, LLC as an additional Commitment Party.

Terms used in this announcement, but not defined, have the same meaning as those set out in the Company's announcement of the Merger on 15 September 2014.

For further information, please contact:

Micro Focus                                                                                             Tel: +44 1635 32646

Kevin Loosemore, Executive Chairman

Mike Phillips, Chief Financial Officer

Tim Brill, IR Director

Powerscourt (PR adviser to Micro Focus)                                               Tel: +44 20 7250 1446

Giles Sanderson

Nick Dibden

Sophie Moate

This information is provided by RNS

The company news service from the London Stock Exchange

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