Novell has announced that it has entered into a definitive merger agreement which would see Attachmate acquire it for approximately $2.2 billion (£1.37 billion).
The acquisition is subject to customary closing conditions, including regulatory approvals and clearance under the Hart-Scott-Rodino Act. It is also conditioned upon the closing of the proposed sale of certain intellectual property assets from Novell to CPTN Holdings, a consortium of technology companies organised by Microsoft. This includes a fee of $450 million (£281 million) in cash.
Novell currently expects these transactions to close in the first quarter of 2011 when Attachmate plans to operate Novell as two business units: Novell and SUSE; and will join them with its other holdings, Attachmate and NetIQ.
Jeff Hawn, chairman and CEO of Attachmate, said: “We are very excited about this transaction as it greatly complements our existing portfolio. 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."
Ron Hovsepian, president and CEO of Novell, said: “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. 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.
“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.”