Micro Focus Fixed Income Presentation Deck

Transaction Overview Proposed Transaction What Is Being Acquired? Why Is This Being Contemplated? Debt financing Completion Conditions & Timing • Merger of the software business segment of Hewlett Packard Enterprise ("HPE Software") with Micro Focus International plc ("Micro Focus") • Aggregate acquisition consideration of $8.8bn, representing an effective multiple of 11.4x¹ Acquired EBITDA² LTM to 30 April 2016 . Consideration to HPE shareholders comprises the issuance of Micro Focus shares representing 50.1% of the fully diluted issued share capital³ of the combined group on Completion and a pre-Completion cash payment of $2.5bn to HPE Micro Focus shareholders will own 49.9% of the fully diluted share capital of the combined company following Completion of the Transaction, with HPE shareholders owning the remaining 50.1% • Proposed Return of Value ("RoV") to existing Micro Focus shareholders prior to Completion of $400m HPE Software revenues for the LTM 30 April 2016 of $3.2bn (LTM Q2 2016 y-o-y growth rate adjusted for divestitures, MOBU and currency of 1.5%) and Acquired EBITDA² was $738m Largely complementary portfolio of assets in the infrastructure software space Transaction consistent with Micro Focus strategy of acquiring & efficiently managing sticky mature infrastructure assets Transaction significantly increases Micro Focus' scale in a number of business segments Significant potential for operational efficiency gains through the application of Micro Focus' disciplined operating model. HPE Software delivered Underlying Adjusted EBITDA margin of 21% 5 in the twelve months to 30 April 2016. Micro Focus believes it will be possible to improve the margin delivered by HPE Software's mature software assets (approximately 80% of revenue) to Micro Focus' level by the end of the third full financial year following Completion HPE and Micro Focus have separately announced their intent to enter into a commercial partnership naming SUSE as HPE's preferred Linux partner • Micro Focus has entered into commitments for a total of US$5.5 billion of debt financing related to the Transaction including a revolving credit facility of US$500 million • Enlarged Group expected to have a pro-forma Net Debt to Facility EBITDA multiple of approximately 3.3x at close (post the RoV), which is expected to reduce to 2.5x within two years following Completion • Completion is subject (amongst other things) to Micro Focus shareholder approval, regulatory clearances, SEC filings in order to create American Depository Shares for the Consideration Shares and receipt of certain tax opinions Completion is expected in Q3 CY2017 Note: HPE Software financials prepared under US GAAP, Micro Focus financials prepared under IFRS; ¹ Multiple calculated based on effective Enterprise Value of $8.8bn less $400m assumed Return of Value to Micro Focus shareholders divided by HPE Software's Acquired LTM Q2 2016 EBITDA of $738m; 2 HPE Software's Acquired EBITDA is UAEBITDA adjusted for overhead costs of c.$80m that will not transfer to Micro Focus as part of this transaction for the twelve months to 30 April 2016; ³ Fully diluted basis calculated using the Treasury Share Method; HPE Software historical financials have been adjusted for a number of divestments at various points during the last two fiscal years and the transfer of the Marketing Optimisation Business Unit ("MOBU") in the fourth quarter of FYE 2015; $UAEBITDA margin unadjusted for overhead costs of c.$80m that will not transfer to Micro Focus as part of this transaction; This is not a profit forecast, and should not be interpreted to mean that the earnings per share of the Enlarged Group following Completion will necessarily be above or below the historical published earnings per share of Micro Focus 21 MICRO FOCUS

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