OpenText Announces Senior Secured Notes Offering as part of Micro Focus Acquisition Financing

 
 

OpenText™ (NASDAQ: OTEX), (TSX: OTEX) today announced Open Text Corporation (the "Company" or "OpenText") intends to commence, subject to market and customary conditions, a proposed offering of senior secured notes (the "Notes") pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended (the "Securities Act").

 

The Notes will be guaranteed on a senior secured basis by OpenText's existing wholly-owned subsidiaries organized in the United States or Canada that borrow or guarantee OpenText's obligations under its senior credit facilities. The Notes and related guarantees will be secured on the same basis as the Company's senior credit facilities.

 

The proposed offering is expected to be consummated prior to the consummation of the previously announced acquisition (the "Acquisition") of Micro Focus International plc. The precise timing, size and terms of the offering (including the size and tenor of the Notes) are subject to market conditions and other factors.

 

The Notes and related guarantees will not be registered under the Securities Act. The Notes and related guarantees may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the Securities Act), except to persons reasonably believed to be qualified institutional buyers in reliance on the exemption from registration provided by Rule 144A under the Securities Act and to certain persons in offshore transactions in reliance on Regulation S under the Securities Act. The Notes have not been and will not be qualified for sale to the public by prospectus under applicable Canadian securities laws and, accordingly, any offer and sale of the Notes in Canada will be made on a basis which is exempt from the prospectus requirements of such securities laws. This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale of, any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, qualification or exemption under the securities laws of any such jurisdiction.

 

  About OpenText  

 

OpenText, The Information Company™, enables organizations to gain insight through market leading information management solutions, powered by OpenText Cloud Editions.

 

  Publication on a website  

 

This announcement and certain associated documents will be available, subject to certain restrictions relating to persons resident in Restricted Jurisdictions, on OpenText's website at https://investors.opentext.com/ by no later than 12 noon ( London time) on the business day following the publication of this announcement. Neither the content of any of the websites referred to in this announcement nor the content of any website accessible from hyperlinks in this announcement is incorporated into, or forms part of, this announcement.

 

  Cautionary Statement Regarding Forward-Looking Statements  

 

Certain statements in this announcement, including statements regarding OpenText's plans, objectives, expectations and intentions relating to the Acquisition, the Acquisition's expected contribution to OpenText's results, financing and closing of the Acquisition, as well as the expected timing and benefits of the Acquisition, impact on future financial performance including in respect of annual recurring revenues, cloud growth, adjusted EBITDA, cash flows and earnings, may contain words considered forward-looking statements or information under applicable securities laws. These statements are based on OpenText's current expectations, estimates, forecasts and projections about the operating environment, economies and markets in which OpenText operates, as well as the impact of the ongoing COVID-19 pandemic. These statements are subject to important assumptions, risks and uncertainties that are difficult to predict, and the actual outcome may be materially different. OpenText's assumptions, although considered reasonable by OpenText at the date of this announcement, may prove to be inaccurate and consequently its actual results could differ materially from the expectations set out herein. For additional information with respect to risks and other factors, which could occur, see OpenText's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other securities filings with the SEC and other securities regulators. Unless otherwise required by applicable securities laws, OpenText disclaims any intention or obligations to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

Copyright © 2022 OpenText. All Rights Reserved. Trademarks owned by OpenText. One or more patents may cover this product(s). For more information, please visit https://www.opentext.com/patents .

 

OTEX-MNA

 

  Further information, please contact:  

  Harry E. Blount   
Senior Vice President, Investor Relations
OpenText Corporation
415-963-0825
investors@opentext.com  

 

 Cision View original content: https://www.prnewswire.com/news-releases/opentext-announces-senior-secured-notes-offering-as-part-of-micro-focus-acquisition-financing-301676969.html  

 

SOURCE Open Text Corporation

 
 

News Provided by PR Newswire via QuoteMedia

OTEX:CA
The Conversation (0)
AI text over a vibrant, futuristic, technological background with dynamic lines and symbols.

AI Market Update: Q2 2025 in Review

Q2 confirmed that the artificial intelligence (AI) boom is entering a new phase in the physical world.

As the industry evolves, attention is being directed to strengthening underlying infrastructure while advancing areas like embodied AI, a subsector that MarketsandMarkets projects will grow at a CAGR of 39 percent globally by 2030.

Also during Q2, a geopolitical tech rivalry exacerbated shifting macroeconomic conditions.

Keep reading...Show less
NVIDIA logo with blurred graphics cards in background, black and green theme.

Nvidia’s US$4 Trillion Surge Signals AI Chip Supremacy: Report

Nvidia's (NASDAQ:NVDA) brief but historic rise to a US$4 trillion market capitalization last week underscores a dramatic shift in global technology leadership—and signals that AI chips are now the backbone of the digital economy, according to GlobalData.

While industry giants Apple (NASDAQ:AAPL) and Microsoft (NASDAQ:MSFT) had previously vied for tech supremacy, Nvidia’s meteoric growth—driven by the AI boom—has placed it firmly at the center of the global semiconductor race.

Keep reading...Show less
NVIDIA logo, stock chart with green upward arrow.

Tech 5: NVIDIA Hits Market Cap Milestone, Harmonic Raises US$100 Million

NVIDIA (NASDAQ:NVDA) became the first publicly traded company to hit a US$4 trillion market cap this week.

Meanwhile, Apple (NASDAQ:AAPL) made headlines with a major leadership change as rumors of a lineup of upcoming product releases circulated, and Meta Platforms (NASDAQ:META) deepened ties with one of its hardware partners.

In the chip market, Huawei is trying to capitalize on the gap left by NVIDIA's chips in China, while a startup is stepping up its efforts to help meet its ambitious plans to expand artificial intelligence (AI) chip delivery to Saudi Arabia.

Keep reading...Show less
Gloved hand installing a CPU onto a circuit board, labeled "Tech 5" with network graphic.

Tech 5: US Lifts EDA Restrictions for China, Apple Explores Third-party AI for Siri

The stock market had a dynamic start to Q3, pushing indexes to new highs after earlier tariff concerns.

On Monday (June 30), markets generally saw strong gains, with the S&P 500 (INDEXSP:INX) and Nasdaq Composite (INDEXNASDAQ:.IXIC) reaching new record highs in the US, while the S&P/TSX Composite Index (INDEXTSI:OSPTX) climbed higher after a last-minute policy reversal to rescind a planned digital services tax targeting US tech firms.

Canadian markets were closed for Canada Day on Tuesday (July 1). As for US markets, following two consecutive days of highs, the S&P 500 and Nasdaq Composite declined after a renewed feud between Tesla (NASDAQ:TSLA) CEO Elon Musk and US President Donald Trump sent Tesla shares down by over 5 percent.

Keep reading...Show less
Syntheia (CSE:SYAI)

Syntheia


Keep reading...Show less
Logos of OpenAI and Microsoft with "Tech 5" on an abstract tech-themed background.

Tech 5: OpenAI/Microsoft Talks Get Tense, SoftBank Floats Arizona Robotics Hub

This week, Microsoft (NASDAQ:MSFT) and OpenAI's once tight alliance showed signs of strain, while Meta Platforms (NASDAQ:META) continued to source artificial intelligence (AI) talent from rival companies.

Meanwhile, SoftBank's (TSE:9434) CEO is considering a new chip and robotics venture in Arizona, and Google (NASDAQ:GOOGL) is looking to bring AI solutions to American cities.

Read on to dive deeper into this week's top tech stories.

Keep reading...Show less

Latest Press Releases

Related News

×