Advised Micro Focus on its acquisition of Relativity Technologies, a provider of Enterprise Application Modernisation solutions
Dec 2008
  • Sector: Infrastructure Software & Cybersecurity
  • Deal Type: Strategic Deals; Public Deals
  • Engagement type: Buyside
  • Size: <$200m

We are pleased to announce that Arma Partners acted as exclusive financial advisor to Micro Focus International plc (LSE: MCRO.L) on its acquisition of Relativity Technologies, Inc., a US-based leader in Enterprise Application Modernisation solutions with over 400 customers worldwide. Relativity is a privately held company backed by Intel Capital, Wachovia Strategic Ventures, Tall Oaks Capital Partners, Noro Moseley Partners, Wakefield Group, Sojitz Corporation and CEC.

Micro Focus, a member of the FTSE 250, is a provider of innovative software that allows companies to dramatically improve the business value of their enterprise applications. The acquisition of Relativity will further strengthen Micro Focus’s position as a leading player in the fast growing, highly fragmented Application Modernisation market as well as further expand Micro Focus’s geographic reach, partner relationships and international customer base. The acquisition will be earnings enhancing in Micro Focus’s fiscal year ending 30 April 2009 (before amortisation of intangible assets and one-off integration and restructuring costs).

The Directors of Relativity have unanimously approved the terms of the offer, which is subject to customary closing conditions and approval by Relativity’s shareholders. The transaction is expected to close before the end of 2008.

This is the second transaction on which Arma Partners has advised Micro Focus this year, having also acted as exclusive financial advisor on their $73m acquisition of NetManage, Inc. (NASDAQ: NETM) in May.

– Relativity Technologies, Inc. (“Relativity”) is a leader in Application Modernisation and Application Portfolio Management software

– With over 400 customers, Relativity’s solutions increase the business value of existing applications for customers in a host of sectors including financial services, health care, insurance and the public sector

– Founded in 1997, Relativity is based in Raleigh, NC and employs approximately 90 staff

– With over 15,000 customers and one million licensed users, Micro Focus International plc (LSE: MCRO) (“Micro Focus”), a UK-based company, provides innovative software that helps companies to improve the business value of their enterprise applications

– Micro Focus’s Application Modernisation solutions are employed by more than 70 of the Fortune Global 100 companies

– Micro Focus employs approximately 600 staff

– Relativity represents Micro Focus’s fifth acquisition since 2006 and builds on the NetManage (NASDAQ:NETM) and Hal Knowledge Solutions acquisitions, thereby enhancing Micro Focus’s leading position in the highly fragmented Application Modernisation market

– The transaction further strengthens Micro Focus’s presence in the US market while at the same time leverages Micro Focus’ extensive global sales platform to generate additional sales of Relativity products

– The Board of Micro Focus believes that the acquisition will be earnings enhancing in the fiscal year ending 30 April 2009

– Arma Partners has a long-standing relationship with Micro Focus, having previously advised on their successful acquisition of NetManage in May 2008

– Relativity had been on Micro Focus’s radar screen for some time, however Arma’s insightful guidance on deal timing saved Micro Focus several million dollars in consideration by fully capitalizing on the depressed pricing environment

– As a result, Micro Focus acquired a high quality team, industry leading products and a strong customer base (particularly in the financial services vertical) at a very attractive valuation

– Industry observers have yet again applauded Micro Focus’s “smart” acquisition strategy, management execution and success, which are reflected in Micro Focus’s stock price – rising 24% in the last 6 months compared to the 15% decrease in the FTSE TechMARK All-Share index during the same period