By Lisa Kerner
Charlotte, N.C., May 1 - Micro Focus International plc entered into a definitive agreement to acquire NetManage, Inc. for $7.20 per share in a deal valued at some $73.3 million, the companies announced on Thursday.
The per-share offer price is a 73% premium over NetManage's closing price of $4.15 on April 30, a NetManage news release said.
Both companies' boards of directors have unanimously approved the transaction, which is expected to close in June.
Micro Focus, a Newbury, U.K.-based software company, said the merger is conditioned upon NetManage having a minimum cash balance immediately prior to closing of at least $25 million.
A $2 million termination fee is included in the agreement, according to a form 8-K filed with the Securities and Exchange Commission.
"The recommended offer for NetManage is consistent with Micro Focus's strategy of acquiring companies complementary to our core areas of expertise, where significant synergies and benefits can be derived," Micro Focus chief executive officer Stephen Kelly said in a company news release.
"The combination of Micro Focus and NetManage will enhance Micro Focus's position as a leading player in the application modernization market and provide the enlarged group with further opportunities for growth through a more comprehensive and broader product offering," Kelly added.
NetManage is a Cupertino, Calif., software company specializing in transforming legacy applications into web-based business solutions.
| Acquirer: | Micro Focus International plc
|
| Target: | NetManage, Inc.
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| Announcement date: | May 1
|
| Transaction total: | $73.3 million
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| Price per share: | $7.20
|
| Termination fee: | $2 million
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| Expected closing: | June 2008
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| Stock price of target: | Nasdaq: NETM: $4.15 on April 30
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