HPE Announces Details for Completion of Spin-Off and Merger of its Enterprise Services Business

Hewlett Packard Enterprise (NYSE: HPE) (“HPE”) today announced that its Board of Directors has set a record date of March 20, 2017 for the proposed spin-off of its enterprise services business, referred to as Everett SpinCo, Inc. (“Everett”).

Under the terms of the spin-off, HPE will distribute on a pro rata basis all of the shares of Everett common stock it holds to HPE shareholders entitled to receive stock in the spin-off as of the record date. As previously announced, immediately following the spin-off, a wholly-owned subsidiary of Everett will merge with and into Computer Sciences Corporation (“CSC”), whereby the separate corporate existence of the wholly-owned subsidiary will cease, and CSC will continue as the surviving company and a wholly-owned subsidiary of Everett.

In the merger, CSC stockholders will receive one share of Everett common stock for every one share of CSC common stock held immediately prior to the merger. Stockholders of Everett immediately prior to the merger will continue to hold the shares of Everett common stock they received in the spin-off.

The new combined company will be renamed DXC Technology (“DXC”).

Immediately following the merger, approximately 50.1% of the outstanding shares of DXC common stock is expected to be held by pre-merger HPE stockholders and approximately 49.9% of the outstanding shares of DXC common stock is expected to be issued to pre-merger CSC stockholders, in each case excluding any overlaps in pre-transaction stockholder bases.

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