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Attachmate to buy Novell |
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Attachmate Corporation has said that it has signed an agreement to acquire Novell, Inc. for $6.10 per common share in cash, valuing the veteran industry icon at around $2.2 billion. Attachmate is owned by an investment group led by Francisco Partners, Golden Gate Capital and Thoma Bravo. Novell said that it has also signed an agreement to sell certain intellectual property assets to CPTN Holdings LLC, a consortium of tech companies organized by Microsoft Corporation, for $450 million in cash, which is reflected in the merger consideration to be paid by Attachmate Corporation.  Earlier this year, private equity firm Elliott Associates had made a $2-billion unsolicited offer to acquire Novell, claiming at the time that it already owned 8.5% of the company and wanting to buy the remaining 91.5 per cent for $5.75 per share. Attachmate's offer represents a premium of 28% to Novell's closing share price on March 2, 2010, the last trading day prior to the public disclosure of Elliott Associates, L.P.'s proposal and a 9% premium to Novell's closing stock price on November 19, 2010. At the time, reports had cast doubt on Elliott Associates' true intentions for acquiring Novell, given the company's estimated $991 million cash and equivalent assets. Novell provides intelligent workload management, securely delivers and manages computing services for organizations across physical, virtual and cloud computing environments through solutions for identity and security, systems management, collaboration and Linux based operating platforms. "After a thorough review of a broad range of alternatives to enhance stockholder value, our Board of Directors concluded that the best available alternative was the combination of a merger with Attachmate Corporation and a sale of certain intellectual property assets to the consortium," said Ron Hovsepian, president and CEO of Novell. "We are pleased that these transactions appropriately recognize the value of Novell's relationships, technology and solutions, while providing our stockholders with an attractive cash premium for their investment." He also said that the transaction with Attachmate would benefit customers, partners, and employees “by providing opportunities for building on Novell's brands, innovation and market leadership." Attachmate Corporation plans to operate Novell as two business units - Novell and SUSE - and will join them with its other holdings, Attachmate and NetIQ. The acquisition is subject to customary closing conditions and regulatory approvals and the sale of the intellectual property assets promised to CPTN Holdings LLC, and approval by Novell's stockholders. Novell expects the transactions to close sometime during the first quarter of 2011. |
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