Norton Rose Fulbright is advising Numis Securities Limited as sponsor, financial adviser and broker to Micro Focus International plc (“Micro Focus”) in connection with Micro Focus’ $2.3bn proposed merger with The Attachmate Group, Inc.

The Attachmate Group, Inc (“Attachmate) is a privately held enterprise software infrastructure company headquartered in Houston, Texas. Attachmate is one of the leading global providers of IT solutions to businesses, governments and other large organisations in order to extend, manage and secure complex IT environments. Micro Focus is a London listed, UK headquartered international software product group, which provides innovative software that allows companies to develop, test, deploy, assess and modernise business-critical enterprise applications.

Micro Focus will acquire the entire issued share capital of Attachmate in exchange for the issue of approximately 86.60 million Ordinary Shares to Attachmate's parent company, Wizard Parent LLC (the principal economic interests in which are held by Francisco Partners Funds, the Golden Gate Funds, the Thoma Bravo Funds and the Elliott Management Fund), equating to approximately 40 per cent of the enlarged share capital following the merger, assuming Micro Focus' previously announced return of value is implemented. The merger constitutes a reverse takeover for the purposes of the UK Listing Rules.

Completion of the merger is subject to the satisfaction of a number of conditions, including the publication of a prospectus in respect of the enlarged group and Micro Focus shareholder approval. Micro Focus currently expects completion of the merger to occur in November 2014. Following completion of the merger, Micro Focus will remain listed on the premium segment of the Official List of the UK Listing Authority and admitted to trading on the London Stock Exchange's Main Market for listed securities.

The Norton Rose Fulbright team is being led by corporate partners Fiona Millington and Paul Whitelock of the London office, assisted by corporate associates Emma Howes and Samantha Hurrell, with support from banking partner James Dunnett on the refinancing proposals, corporate partner Mike Knapper on IP/IT matters, US securities partner Tom Vita on US law aspects and of counsel Ed Denny on tax matters.