REDWOOD CITY, Calif.--(BUSINESS WIRE)--The following Pendency of Class Action involving purchasers of Micro Focus American Depositary Shares is being issued by Robbins Geller Rudman & Dowd LLP, Scott+Scott Attorneys at Law, LLP and Cotchett, Pitre & McCarthy LLP:
SUPERIOR COURT OF THE STATE OF CALIFORNIA
COUNTY OF SAN MATEO
In re MICRO FOCUS INTERNATIONAL PLC SECURITIES LITIGATION
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Master File No. 18CIV01549
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SUMMARY NOTICE OF PENDENCY OF CLASS ACTION
TO: ALL PERSONS AND ENTITIES WHO PURCHASED OR ACQUIRED THE AMERICAN DEPOSITARY SHARES OF MICRO FOCUS INTERNATIONAL PLC PURSUANT TO THE INTERRELATED REGISTRATION STATEMENTS ON FORMS F-4 AND F-6 AND PROSPECTUS ISSUED IN CONNECTION WITH THE MERGER OF MICRO FOCUS WITH HEWLETT PACKARD ENTERPRISE COMPANY (OR THEIR SUBSIDIARIES).
Please be advised that your rights may be affected by a class action lawsuit pending in the Superior Court of the State of California, County of San Mateo, if you purchased or acquired American Depositary Shares (“ADSs”) of Micro Focus International plc (“Micro Focus”) in connection with the Agreement and Plan of Merger, dated September 7, 2016, with Hewlett Packard Enterprise Company (“HPE”), Seattle SpinCo, Inc., Seattle Holdings, Inc., and Seattle Merger Sub, Inc., pursuant to which Micro Focus combined with the software business segment of HPE.
A court authorized this notice. This is not a solicitation from a lawyer.
PLEASE TAKE NOTICE that, pursuant to a Court Order dated November 19, 2021, a Class has been certified in a class action entitled In re Micro Focus International PLC Securities Litigation, Case No. 18CIV01549 (the “Action”), pending before Judge Marie S. Weiner of the Superior Court of the State of California, San Mateo County (the “Court”).
The Action is brought on behalf of all persons and entities who purchased or acquired ADSs of Micro Focus pursuant to the interrelated Registration Statements on Forms F-4 and F-6 and Prospectus (the “Offering Materials”) issued in connection with the Merger (the “Class”), and asserts claims under the federal Securities Act of 1933 (the “Securities Act”) against: (a) defendant Micro Focus; and (b) certain current and former Micro Focus officers and directors (the “Individual Defendants”) who signed the Offering Materials. Plaintiffs, on behalf of the Class, allege that all Defendants violated Section 11 of the Securities Act because the Offering Materials, pursuant to which Micro Focus ADSs were offered, contained materially false or misleading statements and/or omitted material information required to be disclosed therein. Plaintiffs also allege, on behalf of the Class, that Micro Focus violated Section 12(a)(2) of the Securities Act and that each Individual Defendant is liable for Micro Focus’s alleged violations of Sections 11 and 12(a)(2) as a “controlling person” of Micro Focus under Section 15 of the Securities Act.
Each Defendant denies any wrongdoing or having violated any provisions of the Securities Act.
The Court has decided that the Action should proceed as a class action on behalf of a Class that (subject to certain exclusions) consists of “all persons and entities who purchased or acquired American Depositary Shares of Micro Focus International plc pursuant to the interrelated Registration Statements on Forms F-4 and F-6 and Prospectus issued in connections with the merger of Micro Focus with the software business segment of Hewlett Packard Enterprise Company (or their subsidiaries).”
If you are a member of the Class, your rights may be affected by this Action. If you have not received a detailed Notice of Pendency of Class Action (“Notice”), you may obtain copies by writing to Notice Administrator, Micro Focus Class Action, c/o Epiq, PO Box 5459, Portland, OR 97228-5459, tel: (855) 604-1743, or by downloading this information at www.MicroFocusClassAction.com. Inquiries, other than requests for a copy of the Notice, may be made to Class Counsel: Robbins Geller Rudman & Dowd LLP, c/o James I. Jaconette, 655 West Broadway, Suite 1900, San Diego, CA 92101, tel. 1-800-449-4900; Scott+Scott Attorneys at Law LLP, c/o John T. Jasnoch, 600 W. Broadway, Suite 3300, San Diego, CA 92101, tel. 1-800-332-2259; or Cotchett, Pitre & McCarthy LLP, c/o Mark C. Molumphy, 840 Malcolm Rd., Suite 200, Burlingame, CA 94010, tel. 650-697-6000.
You have the right to request exclusion (opt out) from the Class. If you do not request exclusion from the Class, you will be bound by past and any future rulings of the Court on the claims asserted against the Defendants, even if there is no recovery.
IF YOU WISH TO REMAIN IN THE CLASS, YOU DO NOT HAVE TO DO ANYTHING AT THIS TIME. HOWEVER, IF YOU WISH TO BE EXCLUDED FROM THE CLASS, YOU MUST SUBMIT A REQUEST FOR EXCLUSION BY JUNE 29, 2022, IN THE MANNER AND FORM EXPLAINED IN THE NOTICE. ALL MEMBERS OF THE CLASS WHO DO NOT VALIDLY REQUEST EXCLUSION FROM THE CLASS WILL BE BOUND BY ALL OF THE DETERMINATIONS, INCLUDING ORDERS AND JUDGMENTS, THAT THE COURT HAS MADE OR WILL MAKE IN THIS ACTION, EVEN IF THERE IS NO RECOVERY.
PLEASE DO NOT CONTACT THE COURT OR THE CLERK'S OFFICE REGARDING THIS NOTICE.
Dated: April 15, 2022
BY ORDER OF THE SUPERIOR COURT OF CALIFORNIA, SAN MATEO COUNTY