Attachmate Corporation has revealed plans to buy enterprise software firm Novell for US$2.2bn. It plans to operate Novell as two business units, Novell and SUSE.
Attachmate is acquiring Novell for US$6.10 per share in cash.
Attachmate Corporation is owned by an investment group led by Francisco Partners, Golden Gate Capital and Thoma Bravo. Novell also announced it has entered into a definitive agreement for the concurrent sale of certain intellectual property assets to CPTN Holdings LLC, a consortium of technology companies organised by Microsoft Corporation, for $450m in cash, which cash payment is reflected in the merger consideration to be paid by Attachmate Corporation.
The US$6.10 per share consideration represents a premium of 28pc to Novell’s closing share price on 2 March 2010, the last trading day prior to the public disclosure of Elliott Associates, L.P.’s proposal to acquire all of the outstanding shares of Novell for US$5.75 per share and a 9pc premium to Novell’s closing stock price on 19 November 2010.
“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 recognise the value of Novell’s relationships, technology and solutions, while providing our stockholders with an attractive cash premium for their investment.”
Hovsepian continued: “We also believe the transaction with Attachmate Corporation will deliver important benefits to Novell’s customers, partners and employees by providing opportunities for building on Novell’s brands, innovation and market leadership.”
Plans for Novell
Attachmate Corporation plans to operate Novell as two business units: Novell and SUSE; and will join them with its other holdings, Attachmate and NetIQ.
Novell currently expects these transactions to close in the first quarter of 2011.
“We are very excited about this transaction as it greatly complements our existing portfolio," said Jeff Hawn, chairman and CEO of Attachmate Corporation.
“Novell has an established record of innovation, impressive technology and brand assets, and a leading ecosystem of partnerships and talented employees. The addition of Novell to our Attachmate and NetIQ businesses will enhance the spectrum of solutions we can offer to customers. We fully support Novell’s commitment to its customers and we look forward to continuing to invest for the benefit of Novell’s customers and partners,” Hawn said.