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Merger Arbitrage Mondays – OpenText Acquires Micro Focus At 99% Premium

  • August 29, 2022

Merger activity increased last week with two new deals announced and four deals completed.

Micro Focus International (MFGP)

Founded in 1976 and headquartered in Newbury, the United Kingdom, Micro Focus International is one of the few remaining technology firms in Britain, listed in London, that is now being acquired by Ontario-based software company OpenText (OTEX). Micro Focus is an enterprise software provider.

The company entered into a definitive agreement to be acquired by OpenText on August 25, 2022, in a transaction valued at $6 billion, for 532 pence per share or USD$6.21, representing a premium of 99% to Micro Focus’s closing price the day before the announcement.  The deal is expected to be completed in the first quarter of 2023.

Hill International (HIL) – Global Infrastructure Solutions deal amended

Another highlight from last week was Global Infrastructure Solutions and Hill International announcing enhancements to their definitive agreement. Following the receipt of an unsolicited proposal from a third party, Hill and GISI negotiated an amended and restated Merger Agreement under the terms of which the per-share price has been increased to $3.40 from $2.85, a 19.3% increase from the previous price. The transaction structure has also been changed to a merger requiring the approval of Hill’s stockholders rather than a tender offer to Hill stockholders.

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