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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13A-16 OR 15D-15 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of August 7, 1998
Micro Focus Public Limited Company
(Translation of Registrant's Name into English)
The Lawn, Old Bath Road, Newbury, England RG14 1QN
(Address of Principal Executive Offices)
(Indicate by check mark whether the Registrant files or will file annual
reports under the cover of Form 20-F or Form 40-F.)
Form 20-F ___X__ Form 40-F ______
(Indicate by check mark whether the Registrant by furnishing the
information contained in this form is also thereby furnishing the information to
the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.)
Yes ___X__ No _____
(If "Yes" is marked, indicate below the file number assigned to the
Registrant in connection with Rule 12g3-2(b):82-795.)
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Editorial Contacts:
Rick Van Hoesen Ken Sexton
Chief Financial Officer Chief Financial Officer
Micro Focus INTERSOLV
650 938-3700 301 838-5210
Micro Focus and INTERSOLV Announce Expiration of
U.S. Antitrust Waiting Period
Not for release or distribution in or into Canada, Australia or Japan
MOUNTAIN VIEW, CA and ROCKVILLE, MD, August 6, 1998 - Micro Focus Group plc
(London Stock Exchange: MICF; NASDAQ: MIFGY) and INTERSOLV, Inc. (NASDAQ: ISLI)
announced today that the waiting period under the U.S. Hart-Scott-Rodino
Antitrust Improvements Act of 1976 has expired with respect to the proposed
acquisition of INTERSOLV by Micro Focus.
The proposed acquisition, announced by the companies on June 17, 1998,
remains subject to the satisfaction of certain conditions, including the
approval of the stockholders of INTERSOLV, and the approval of the shareholders
of Micro Focus by at least 75 percent of the votes cast in person and by proxy.
INTERSOLV and Micro Focus expect to announce financial results for their
fiscal quarters ended July 31 on or about August 18 and 19, respectively.
Shortly thereafter, the companies expect to mail proxy materials regarding
the acquisition to their respective shareholders.
About Micro Focus
Micro Focus provides solutions for developing and managing enterprise
applications. The company's solutions focus on leveraging the value of the
mainframe application base and skills set into newer distributed computing
technologies such as the Internet. The company's products and services shorten
time-to-solution through an analysis and understanding of mainframe
applications. Micro Focus solutions include mainframe application development
and maintenance solutions, Year 2000 and Euro compliance solutions and
distributed computing solutions for UNIX, Microsoft Windows NT(R) and the World
Wide Web.
(More)
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About INTERSOLV
INTERSOLV delivers solutions for the entire application enablement
process, empowering organizations to accelerate the delivery of information
systems across client/server, Internet or intranet environments. Customers
worldwide recognize the value of INTERSOLV's automated software quality, data
connectivity and enterprise application renewal solutions to help gain a
competitive advantage. INTERSOLV focuses on assisting organizations to achieve
the agility and flexibility to respond quickly to rapid business and
technological change.
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This press release contains forward-looking statements concerning future
matters, including the features and functions of, and markets for, products and
services offered by Micro Focus and INTERSOLV as well as Micro Focus' and
INTERSOLV's business plans and strategies, including those related to the
acquisition. These forward-looking statements are subject to risks and
uncertainties, including the risk factors discussed in Micro Focus' Form 20-F
for the year ended January 31, 1998 and in INTERSOLV's Form 10-K for the year
ended April 30, 1998, each of which has been filed with the U.S. Securities and
Exchange Commission. Actual results might differ materially from the results
discussed in the forward-looking statements.
Micro Focus is a registered trademark of Micro Focus; INTERSOLV is a registered
trademark of INTERSOLV. All other trademarks are the property of their
respective owners.
XXX
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SIGNATURES
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, thereunto duly authorized.
Micro Focus Group Public Limited Company
(Registrant)
Date: August 7, 1998 By: /s/ Richard Van Hoesen
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Richard Van Hoesen
Senior Vice President, Chief Financial
Officer and Secretary
