UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 6-K
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REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the
Month of: January 2023
Commission
File Number: 001-38187
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MICRO FOCUS INTERNATIONAL PLC
(Exact name of registrant as specified in its charter)
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The Lawn, 22-30 Old Bath Road
Newbury, Berkshire
RG14 1QN
United Kingdom
+44 (0) 1635-565-459
(Address of principal executive office)
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Indicate
by check mark whether this registrant files or will file annual
reports under cover of Form 20-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): ☐
CONTENTS
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Exhibit No.
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Exhibit Description
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99.1
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TR-1
Notification of Major Holdings, dated 18 January 2023
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TR-1: Standard form for
notification of major holdings
1. Issuer Details
ISIN
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GB00BJ1F4N75
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Issuer Name
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MICRO FOCUS INTERNATIONAL PLC
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UK or Non-UK Issuer
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UK
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2. Reason for Notification
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An acquisition or disposal of voting rights
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3. Details of person subject to the notification
obligation
Name
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Societe Generale
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City of registered office (if applicable)
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London
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Country of registered office (if applicable)
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United Kingdom
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4. Details of the shareholder
Full name of shareholder(s) if different from the person(s) subject
to the notification obligation, above
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City of registered office (if applicable)
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Country of registered office (if applicable)
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5. Date on which the threshold was crossed or reached
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17-Jan-2023
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6. Date on which Issuer notified
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18-Jan-2023
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7. Total positions of person(s) subject to the notification
obligation
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%
of voting rights attached to shares (total of 8.A)
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%
of voting rights through financial instruments (total of 8.B 1 +
8.B 2)
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Total
of both in % (8.A + 8.B)
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Total
number of voting rights held in issuer
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Resulting situation
on the date on which threshold was crossed or reached
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5.939700
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0.042200
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5.981900
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20293084
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Position of
previous notification (if applicable)
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4.605700
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0.042200
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4.647900
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8. Notified details of the resulting situation on the date on which
the threshold was crossed or reached
8A. Voting rights attached to shares
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Class/Type of shares ISIN code(if possible)
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Number of direct voting rights (DTR5.1)
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Number of indirect voting rights (DTR5.2.1)
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% of direct voting rights (DTR5.1)
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% of indirect voting rights (DTR5.2.1)
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GB00BJ1F4N75
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20149912
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5.939700
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US5948374039
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14
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0.000000
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Sub
Total 8.A
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20149926
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5.939700%
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8B1. Financial Instruments according to (DTR5.3.1R.(1)
(a))
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Type of financial instrument
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Expiration date
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Exercise/conversion period
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Number of voting rights that may be acquired if the instrument is
exercised/converted
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% of voting rights
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Sub
Total 8.B1
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8B2. Financial Instruments with similar economic effect according
to (DTR5.3.1R.(1) (b))
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Type of financial instrument
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Expiration date
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Exercise/conversion period
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Physical or cash settlement
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Number of voting rights
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% of voting rights
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Contract for
difference
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Cash
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143158
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0.042200
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Sub
Total 8.B2
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143158
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0.042200%
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9. Information in relation to the person subject to the
notification obligation
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1. Person subject to the notification obligation is not controlled
by any natural person or legal entity and does not control any
other undertaking(s) holding directly or indirectly an interest in
the (underlying) issuer.
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Ultimate controlling person
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Name of controlled undertaking
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% of voting rights if it equals or is higher than the notifiable
threshold
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% of voting rights through financial instruments if it equals or is
higher than the notifiable threshold
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Total of both if it equals or is higher than the notifiable
threshold
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10. In case of proxy voting
Name of the proxy holder
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The number and % of voting rights held
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The date until which the voting rights will be held
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11. Additional Information
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12. Date of Completion
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18-Jan-2023
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13. Place Of Completion
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London, United Kingdom
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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:
18 January 2023
Micro
Focus International plc
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By:
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/s/
Matt Ashley
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Name:
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Matt
Ashley
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Title:
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Chief
Financial Officer
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