OPEN TEXT CORP (OTEX): M&A transaction — OpenText closes Micro Focus acquisition; pro forma net loss of $485M for H1 FY2023

OPEN TEXT CORP

Pro forma combined revenues: $3.0B for H1 Dec 2022, $6.2B for FY2022.
Pro forma net loss (attributable to OpenText): $484.8M for H1; net income $230.3M for FY2022.
Pro forma diluted EPS: ($1.80) for H1; $0.85 for FY2022 (vs. standalone OpenText $1.46).
Total purchase price ~$6.1B; funded by $3.585B term loan, $1B 6.90% notes due 2027, and $450M revolver.
Micro Focus' $3.9B debt repaid; combined long-term debt $8.6B at Dec 31, 2022.

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

OPEN TEXT CORP completed an acquisition involving Micro Focus International Limited for 532 pence per share in cash, resulting in an aggregate purchase price of approximately $5.8 billion.

Action: acquisition
Counterparty: Micro Focus International Limited
Consideration: 532 pence per share in cash, resulting in an aggregate purchase price of approximately $5.8 billion

Exact text from the filing

a provider of software technology and services that help customers accelerate digital transformation, through a subsidiary of the Company, Open Text UK Holding Limited, for 532 pence per share in cash, resulting in an aggregate purchase price of approximately $5.8 billion, inclusive of Micro Focus’ cash and debt, subject to final adjustments (the

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Source: SEC EDGAR

accession 0001193125-23-096505

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