Investor Centre
REG-Misys: Holding(s) in Company <MSY.L>
Released: 15/11/2007
Misys plc announces that it has received the notifications set out below from
ValueAct Capital ('VA') pursuant to DTR 5 of the FSA's Disclosure Rules and
Transparency Rules.
It should be noted that the second notification of 15.8% (by ValueAct Capital
Management, LLC, ValueAct Capital Management, L.P., ValueAct Holdings GP, LLC
and ValueAct Holdings, L.P.) is reported on an aggregated basis and includes
the 13.4% holding referred to in the first notification (by ValueAct Capital
Master Fund, L.P).
Andrea Gray
Assistant Company Secretary
Misys plc
Tel: 01386 872130
15.11.07
TR-1: Notifications of Major Interests in Shares
1. Identity of the issuer or the underlying issuer of existing
shares to which voting rights are attached:
Misys plc
2. Reason for notification [Yes/No]
An acquisition or disposal of voting rights Yes
An acquisition or disposal of financial instruments which may No
result in the
acquisition of shares already issued to which voting rights are
attached
An event changing the breakdown of voting rights No
Other (please specify): Yes
3. Full name of person(s) subject to notification ValueAct Capital Master
obligation: Fund, L.P.
4. Full name of shareholder(s) (if different from 3):
5. Date of transaction (and date on which the 14/11/2007
threshold is crossed or reached if different):
6. Date on which issuer notified: 14/11/2007
7. Threshold(s) that is/are crossed or reached: 13%
8: Notified Details
A: Voting rights attached to shares
Class/type Situation previous to Resulting situation after
of the triggering the triggering transaction
shares transaction
If possible Number of Number of Number of Number of Percentage of
use shares voting shares voting rights voting rights
ISIN code rights
Direct Indirect Direct Indirect
(i) 61,342,576 61,342,576 67,462,576 67,462,576 13.4%
Ordinary
shares
B: Financial Instruments
Resulting situation after the triggering transaction
Type of Expiration Exercise/ No. of voting rights that may Percentage
financial date conversion be acquired (if the instrument of voting
instrument period/date exercised/converted) rights
Total (A+B)
Number of voting rights Percentage of voting rights
67,462,576 13.4%
9. Chain of controlled undertakings through which the voting rights and /or the
financial instruments are effectively held, if applicable:
The ordinary shares are held by ValueAct Capital Master Fund, L.P. (67,462,576
ordinary shares). VA Partners I, LLC is the general partner of ValueAct
Capital Master Fund, L.P. ValueAct Capital Management, L.P. is the manager of
ValueAct Capital Master Fund, L.P. ValueAct Capital Management, LLC is the
general partner of ValueAct Capital Management, L.P. ValueAct Holdings, L.P.
is the sole owner of the limited partnership interests of ValueAct Capital
Management, L.P. and the membership interests of ValueAct Capital Management,
LLC, and is the majority owner of the membership interests of VA Partners I,
LLC. ValueAct Holdings GP, LLC is the general partner of ValueAct Holdings,
L.P.
On November 8, 2007 in connection with a corporate reorganization, Jeffrey W
Ubben ceased to exercise indirect control or direction over the common shares
of Misys plc and therefore ceased to have a notification obligation. In
addition, in connection with the same reorganization, ValueAct Holdings GP, LLC
and ValueAct Holdings, L.P. continued to be the direct holder of the common
shares of Misys plc.
Proxy Voting:
10. Name of proxy holder:
11. Number of voting rights proxy
holder will cease to hold:
12. Date on which proxy holder will
cease to hold voting rights:
13. Additional information:
14 Contact name: Dorothea E. Walsh
15. Contact telephone name: +001 415-362-3700
TR-1: Notifications of Major Interests in Shares
1. Identity of the issuer or the underlying issuer of existing
shares to which voting rights are attached:
Misys plc
2. Reason for notification [Yes/No]
An acquisition or disposal of voting rights Yes
An acquisition or disposal of financial instruments which may No
result in the
acquisition of shares already issued to which voting rights are
attached
An event changing the breakdown of voting rights No
Other (please specify): Yes
3. Full name of person(s) subject to notification ValueAct Capital
obligation: Management, LLC
ValueAct Capital
Management, L.P.
ValueAct Holdings GP, LLC
ValueAct Holdings, L.P.
4. Full name of shareholder(s) (if different from ValueAct Capital Master
3): Fund, L.P.
ValueAct Capital Master
Fund III, L.P.
5. Date of transaction (and date on which the 13/11/2007
threshold is crossed or reached if different):
6. Date on which issuer notified: 14/11/2007
7. Threshold(s) that is/are crossed or reached: 15%
8: Notified Details
A: Voting rights attached to shares
Class/type Situation previous to Resulting situation after
of the triggering the triggering transaction
shares transaction
If possible Number of Number of Number of Number of Percentage of
use shares voting shares voting rights voting rights
ISIN code rights
Direct Indirect Direct Indirect
(i) 72,687,074 72,687,074 79,487,074 79,487,074 15.8%
Ordinary
shares
B: Financial Instruments
Resulting situation after the triggering transaction
Type of Expiration Exercise/ No. of voting rights that may Percentage
financial date conversion be acquired (if the instrument of voting
instrument period/date exercised/converted) rights
Total (A+B)
Number of voting rights Percentage of voting rights
79,487,074 15.8%
9. Chain of controlled undertakings through which the voting rights and /or the
financial instruments are effectively held, if applicable:
The ordinary shares are held by ValueAct Capital Master Fund, L.P. (67,462,576
ordinary shares) and ValueAct Capital Master Fund III, L.P. (12,024,498
ordinary shares). VA Partners I, LLC is the general partner of ValueAct
Capital Master Fund, L.P. ValueAct Capital Management, L.P. is the manager of
ValueAct Capital Master Fund, L.P. ValueAct Capital Management, LLC is the
general partner of ValueAct Capital Management, L.P. ValueAct Holdings, L.P.
is the sole owner of the limited partnership interests of ValueAct Capital
Management, L.P. and the membership interests of ValueAct Capital Management,
LLC, and is the majority owner of the membership interests of VA Partners I,
LLC. ValueAct Holdings GP, LLC is the general partner of ValueAct Holdings,
L.P.
On November 8, 2007 in connection with a corporate reorganization, Jeffrey W
Ubben ceased to exercise indirect control or direction over the common shares
of Misys plc and therefore ceased to have a notification obligation. In
addition, in connection with the same reorganization, ValueAct Holdings GP, LLC
and ValueAct Holdings, L.P. continued to be the direct holder of the common
shares of Misys plc.
Proxy Voting:
10. Name of proxy holder:
11. Number of voting rights proxy
holder will cease to hold:
12. Date on which proxy holder will
cease to hold voting rights:
13. Additional information:
14 Contact name: Dorothea E. Walsh
15. Contact telephone name: +001 415-362-3700
END
