Travers Smith and Kirkland & Ellis have teamed up to advise UK tech firm Micro Focus on its $8.8bn deal for Hewlett-Packard’s software business.
Micro Focus returned to its longstanding adviser Travers Smith, which it used in March on its $540m acquisition of Serena Software, alongside Kirkland. The deal, which was primarily structured under Delaware law, saw Travers head of corporate Spencer Summerfield advise Micro Focus alongside corporate partner Jon Reddington on English law. Kirkland fielded a team led by New York corporate partners William Sorabella, David Feirstein and John Kupiec.
Hewlett Packard Enterprise (HPE), which includes the assets of Autonomy, the UK software group that HP purchased in a troubled deal in 2011, will spin off and merge its non-core software assets with Micro Focus. The UK company will pay $2.5bn in cash to HPE, while HPE shareholders will own 50.1% of the combined company that will operate under the name Micro Focus.
The transaction underlines Micro Focus’s status as a trophy client for Travers. The Newbury-based company is now one of the UK’s largest technology companies with annual revenues of over £3bn and an expected market capitalisation of over £10bn.
Freshfields Bruckhaus Deringer acted alongside Wall Street leader Wachtell, Lipton, Rosen & Katz for HPE. Freshfields, which advised on the split of HP late last year into Hewlett Packard Enterprise and HP Inc, fielded a team under global M&A co-head Ben Spiers and London corporate partner Stephen Hewes. It is has been a busy summer for the pair, with Spiers and Hewes also advising Japan’s SoftBank on its £24.3bn takeover of the UK’s largest tech company Arm Holdings. Micro Focus took Arm’s place on the FTSE 100 as a consequence of that deal.
Ashurst, meanwhile, advised JP Morgan Cazenove, which is the lead financial adviser and sole sponsor to Micro Focus, fielding a team under corporate partner Dominic Ross.
tom.moore@legalease.co.uk
