0001654954-18-009913.txt : 20180906 0001654954-18-009913.hdr.sgml : 20180906 20180906070325 ACCESSION NUMBER: 0001654954-18-009913 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180906 FILED AS OF DATE: 20180906 DATE AS OF CHANGE: 20180906 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MICRO FOCUS INTERNATIONAL PLC CENTRAL INDEX KEY: 0001359711 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38187 FILM NUMBER: 181056643 BUSINESS ADDRESS: STREET 1: 22-30 OLD BATH ROAD CITY: NEWBURY, BERKSHIRE STATE: X0 ZIP: RG14 1QN MAIL ADDRESS: STREET 1: 22-30 OLD BATH ROAD CITY: NEWBURY, BERKSHIRE STATE: X0 ZIP: RG14 1QN 6-K 1 a9171z.htm TRANSACTION IN OWN SHARES Blueprint
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
 
 
FORM 6-K
 
 
REPORT OF FOREIGN PRIVATE ISSUER
 
PURSUANT TO RULE 13A-16 OR 15D-16
 
UNDER THE SECURITIES EXCHANGE ACT OF 1934
 
 
 
For the Month of: September 2018
 
Commission File Number: 333-219678
 
 
MICRO FOCUS INTERNATIONAL PLC
(Exact name of registrant as specified in its charter)
 
 
The Lawn, 22-30 Old Bath Road
Newbury, Berkshire
RG14 1QN
United Kingdom
+44 (0) 1635-565-459
 (Address of principal executive office)
 
 
 
 
Indicate by check mark whether this registrant files or will file annual reports under cover of Form 10-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
 
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
 
 
 
 
CONTENTS1
 
 
Exhibit No.
Exhibit Description
99.1
Transaction in Own Shares, dated 06 September 2018
 
               
 
Micro Focus International plc
6 September 2018
 
Transaction in own shares
 
Micro Focus International plc (the "Company") announces that on 5 September 2018 it purchased for Treasury the following number of its ordinary shares of 10 pence each pursuant to its $200 million share buyback programme, details of which were announced on 29 August 2018.
 
Description of shares: Micro Focus International plc - ordinary shares of 10 pence
 
Number of shares repurchased: 428,468
 
Date of transaction: 5 September 2018
 
Time of transaction: 08.00 - 16.30 
 
Volume weighted average price paid per share: 1,307.37 pence
 
Lowest price paid per share: 1,289.00 pence
 
Highest price paid per share: 1,324.50 pence
 
Broker: Citigroup Global Markets Limited ("Citi")
 
Of the ordinary shares purchased by the Company, 57,000 ordinary shares were purchased through Citi acquiring ADRs representing ordinary shares of the Company on the New York Stock Exchange, cancelling the ADRs in return for the underlying ordinary shares and selling the underlying ordinary shares to the Company.
 
Aggregated information on shares purchased according to trading venues:
 
Venue
Volume weighted Average Price (GBp)
Aggregated Volume
XLON
1306.9904
341,989
CHIX
1308.7604
45,482
BATE
1308.9521
40,997
 
Following the purchase of these shares, the remaining number of ordinary shares in issue will be 434,575,422 (excluding Treasury shares), and the Company will hold 1,988,628 ordinary shares in Treasury.
 
The figure of 434,575,422 may be used by shareholders (and others with notification obligations) as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the Disclosure and Transparency Rules.
 
In accordance with Article 5(1)(b) of Regulation (EU) No 596/2014 (the Market Abuse Regulation), detailed information about the individual purchases is attached to this announcement.
 
http://www.rns-pdf.londonstockexchange.com/rns/9162Z_1-2018-9-5.pdf
 
 
For further information, please contact:
 
Micro Focus International plc
 
Tim Brill, IR Director                                                                                       Tel: +44 (0) 1635 32646
 
 
 
 
 
 
 
  1NTD: The Company must promptly file current reports on Form 6-K furnishing any of the following information:
●
material non-public information that was made public under English law;
●
information that was filed with and made public by on the London Stock Exchange on which the Company’s securities are listed; and
●
information that was distributed or required to be distributed to security holders.
 
 
Examples of information or events required to be filed on Form 6-K include: changes in business; changes in management or control; acquisitions or dispositions of assets; bankruptcy or receivership; changes in certifying accountants; the financial condition and results of operations; material legal proceedings; changes in securities or in the security for registered securities; defaults upon senior securities; material increases or decreases in the amount outstanding of securities or indebtedness; the results of the submission of matters to a vote of security holders; transactions with directors, officers or principal security holders; the granting of options or payment of other compensation to directors or officers; and any other information which the Company deems of material importance to security holders. See also “Micro Focus - Now You Are Public Memorandum” dated April 20, 2017 for more information.
 
 
 
 
 
 
SIGNATURE
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereto duly authorized.
 
Date: 06 September 2018
 
Micro Focus International plc
 
 
By:
/s/ Mike Phillips
 
Name:
Mike Phillips
 
Title:
Chief Financial Officer