The FTSE 250 (^FTMC) group which provides IT services for businesses accepted the bid of £5.32 per share, valuing the British IT group at $6bn (£5.1bn), including debt.
It is a 98% premium on Micro Focus’s current share price, which has plummeted 87% over the past three years.
“Weak sterling, to match a gloomy outlook for the UK economy, is once again leaving UK plc vulnerable to overseas bids and Micro Focus International looks to have fallen prey to a $6bn offer from larger Canadian rival Opentext," AJ Bell investment director Russ Mould, said.
“While the premium for shareholders looks pretty healthy when compared with yesterday’s close, it is below the level the company traded at in 2019. It also further dilutes an already pretty threadbare-looking tech sector on the UK market," he added.
The UK company said it considered the terms of the deal to be "fair and reasonable" and would recommend shareholders vote in favour of the acquisition, according to the joint statement on Thursday.
Micro Focus, based in Newbury, Berkshire, has $4.4bn debt on its balance sheet, according to its latest earnings report.
“Micro Focus brings meaningful revenue and operating scale to OpenText, with a combined total addressable market of $170bn,” said OpenText’s chief executive Mark Barrenechea.
“Upon completion of the acquisition, OpenText will be one of the world’s largest software and cloud businesses,” he added. “With this scale, we believe we have significant growth opportunities.”
Micro Focus helps customers maintain and integrate legacy IT technology, a business it has grown by acquiring legacy technology such as mainframe computer software used by banks, retailers and airlines.
OpenText, one of Canada's largest software makers, said it expects cost savings of $400m after the deal closes. The deal will be subject to regulatory approval.