open text micro focus presentation

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10 0 obj "A9G}A-g`jc H)&TByfcYo(_bQ3c-8S(ahc,F*xD/g3S+\rN93j2 G7c YS The documents included in this Microsite issued or published by OpenText speak only at the specified date of the relevant document and OpenText has, and accepts, no responsibility or duty to update or revise such documents. <<8F9CBD2703A03040A30B79D141FE4C11>]>> 8 0 obj OpenText, The Information Company, enables organizations to gain insight through market leading information management solutions, powered by OpenText Cloud Editions. Trademarks owned by OpenText. :6X {{jG2&0Z}c|rXKE@PvT7!V24}Qm 60XB&/]=Dtg,tb9X&CN8@A?CCad%VDV YHl?&*+5^m6DReQ34#-E2X" I have read and understood the notice set out above and I agree to be bound by its terms. Information I will not print, download, or otherwise seek to copy, mail, forward, distribute or send any of the materials on this Microsite to any other person at any time. You should be aware that, in accordance with normal United Kingdom market practice and pursuant to Rule 14e-5(b) of the US Exchange Act, OpenText, or its nominees or brokers (acting as agents) may from time to time make certain purchases of, or arrangements to purchase Micro Focus shares otherwise than under any offer or scheme related to the Offer, such as in open market or privately negotiated purchases outside the Offer, before or during the period in which any Offer remains open for acceptance. Our estimates, beliefs and assumptions are inherently subject to significant business, economic, competitive and other uncertainties and contingencies regarding future events and, as such, are subject to change. tN;_~:m;P P[&\1Rh8w) B Drqq 166 (4L@Y 4 J@ 0AQ] @DC$4I*H >N+9+4;&EI|HufQ`2r9PsQc&y&b:"| fg _2p 1P} g`x` G /FirstChar 32 % View original content to download multimedia:https://www.prnewswire.com/news-releases/micro-focus-shareholders-approve-all-cash-acquisition-by-opentext-301652706.html. The terms and conditions of the Acquisition are set out below and in a joint announcement released by OpenText and Micro Focus (the Announcement) in the UK today under Rule 2.7 of the UK City Code on Takeovers and Mergers (the Takeover Code). YOU SHOULD NOT DOWNLOAD, MAIL, FORWARD, DISTRIBUTE, SEND OR SHARE THE INFORMATION OR DOCUMENTS CONTAINED ON THIS MICROSITE TO ANY PERSON. 0000003092 00000 n The Bridge Loan Agreement provides for commitments of up to $2.0 billion (the "Commitments")which, together with cash on hand and borrowings under the Company's existing revolving credit facility, will be used to repay Micro Focus'existing debt. U.S. shareholders (and Micro Focus ADS Holders) should note that the Acquisition relates to an offer for the shares of a UK company that is a "foreign private issuer" as defined under Rule 3b-4 under the U.S. Securities Exchange Act of 1934, as amended (the Exchange Act), and is being made by means of a scheme of arrangement provided for under English company law. For additional information with respect to risks and other factors which could materially affect our business, financial condition, operating results and prospects, including these forward-looking statements, see our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other securities filings we make with the SEC and other securities regulators. Unless expressly stated otherwise, no statement contained or referred to in this Microsite is intended to be a profit forecast for any period and no statement should be interpreted to mean that earnings or earnings per share will necessarily be greater or lesser than those for the relevant preceding financial periods for OpenText or Micro Focus as appropriate. 0000028601 00000 n Such a takeover offer would be made in the United States by OpenText and/or Bidco and no one else. An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3:30 p.m. (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3:30 p.m. (London time) on the 10th business day following the announcement in which any securities exchange offeror is first identified. /FontName /Arial We rely on a combination of copyright, patent, trademark and trade secret laws, non-disclosure agreements and other contractual provisions to establish and maintain our proprietary rights, which are important to our success. Forward-looking statements are statements of future expectations that are based on managements current expectations and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in these statements. services, Managed Such debt issuanceswould be subject to market and other conditions and this press release does not constitute the offer or sale of any securities in any jurisdiction. A replay of the call will be available beginning August 25, 2022, at 7:00 p.m. Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1 percent or more of any class of relevant securities of the offeree company or of any securities exchange offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any securities exchange offeror. It is expected that the Scheme Document, containing further information about the Acquisition and notices of the Court Meeting and the General Meeting, together with the forms of proxy, will be sent to Micro Focus Shareholders as soon as practicable and in any event within 28 days of the Announcement (unless a later date is agreed among OpenText, Micro Focus and the UK Takeover Panel). 0000000756 00000 n YzN mT bxcI!l^18BE&y[Qu..Nt.t2Yac9[]TKlH6y=GJ!9?QM_\& (1) Pro forma TTM revenue represents Micro Focus' unaudited proforma revenue for the twelve months ended April 30, 2022, excluding Digital Safe revenue. Each Micro Focus shareholder is urged to consult his independent professional adviser immediately regarding the tax consequences of accepting the Offer. The Acquisition remains subject to satisfaction of the conditions set out in the circular to Micro Focus shareholders in relation to the Acquisition (the Scheme Document), including regulatory clearances. OpenText, The Information Company, enables organizations to gain insight through market leading information management solutions, powered by OpenText Cloud Editions. Any decision in respect of, or other response to, the Acquisition should be made only on the basis of the information in the Scheme Document (or, if the Acquisition is implemented by way of a takeover offer, the takeover offer document). There are a number of factors that could affect the future operations of OpenText and the OpenText Subsidiaries (and/or, as relevant, Micro Focus and the Micro Focus Subsidiaries) and could cause those results to differ materially from those expressed in the forward-looking statements included in this Microsite. Business Network 0000028167 00000 n Trademarks owned by OpenText. If, in the future, OpenText and/or Bidco exercises its right to implement the Acquisition by way of a takeover offer and determines to extend the takeover offer into the United States, the Acquisition will be made in compliance with applicable U.S. securities laws and regulations, including Sections 14(d) and 14(e) of the Exchange Act and Regulations 14D and 14E thereunder. $26> ]_Q4]tMwc_. /Encoding /WinAnsiEncoding BarclaysBank PLCis serving as sole financial advisor to OpenText. OpenText (NASDAQ: OTEX), (TSX: OTEX) today announced that it has reached agreement on the terms of a recommended all-cash offer to be made by Open Text Corporation (the Company), through its wholly-owned subsidiary, OpenText UK Holding Limited (Bidco), to acquire the entire issued and to be issued share capital of Micro Focus (LSE: MCRO) and (NYSE (ADS): MFGP) at a price of 532 pence per . To opt-in for investor email alerts, please enter your email address in the field below and select at least one alert option. You should contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129 if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an interest in relevant securities of an offeree company or a securities exchange offeror, they shall be deemed to be a single person for the purpose of Rule 8.3. << All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements. This press release is for information purposes only and is not intended to and does not constitute or form any part of an offer to purchase, or solicitation of an offer to buy, any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the Acquisition or otherwise. Customers of OpenText and Micro Focus will benefit from a partner that can even more effectively help them accelerate their digital transformation efforts by unlocking the full value of their information assets and core systems. Allen & Overy LLP and Cleary Gottlieb Steen & Hamilton LLP are acting as legal advisors to OpenText. Alternatively, an audio webcast of the conference call will be available on the Investor Relations section of OpenText's website at https://investors.opentext.com/. /XHeight 250 In addition, the contents of this Microsite may be amended at any time, in whole or in part, at the sole discretion of OpenText. After submitting your request, you will receive an activation email to the requested email address. ?c Q'{v{t'sXos?@kWecKnq!- /@2@TM18;*Z^:5P1q~X~$J+f$Bf>$aPP35E"]{A 6-A}QyvsrsBXCjpiTW6"S!$6S?fu Huxot5X{Uw+{B#rlNyn"}4BdL, bE=M,j;&x() P2\"W8sb%AKkguT`F'! Neither the directors of OpenText, nor OpenText itself, nor any of their affiliated companies, have reviewed, and no such person is or shall be responsible for or accepts any liability in respect of, any information contained on any other website which may be linked to or from this Microsite. Network, AI & If, in the future, OpenText and/or Bidco exercises its right to implement the Acquisition by way of a Takeover Offer and determines to extend the Takeover Offer into the United States, the Acquisition will be made in compliance with applicable U.S. securities laws and regulations, including Sections 14(d) and 14(e) of the Exchange Act and Regulations 14D and 14E thereunder. At OpenText, we promise to treat your data with respect and will not share your information with any third party. 0000015801 00000 n In relation to any such announcements or other Offer-related materials issued or published by any third party, or which relate to any third party, that are accessible on this Microsite, the only responsibility accepted by OpenText and its directors is for the correctness and fairness of its reproduction. (4) Pro forma TTM Adjusted EBITDA is a non-GAAP financial measure and represents Micro Focus' unaudited proforma adjusted EBITDA for the twelve months ended April 30, 2022, excluding Digital Safe. /FontDescriptor 12 0 R Management, Business All Rights Reserved. These forward-looking statements involve known and unknown risks and uncertainties, such as those relating to the inability to obtain required regulatory approvals for the Acquisition, the timing of obtaining such approvals and the risk that such approvals may result in the imposition of conditions that could adversely affect, following completion of the Acquisition (if completed), the enlarged group (the Enlarged Group) or the expected benefits of the Acquisition (including as noted in any forward-looking financial information), the inability to obtain certain shareholder approvals of the Acquisition, the risk that a condition to closing of the Acquisition may not be satisfied on a timely basis or at all, the failure of the Acquisition to close for any other reason, uncertainties as to access to available financing (including refinancing of debt) on a timely basis and on reasonable terms, the expected effects of the Acquisition, on us, the acquired company and, following completion of the Acquisition (if completed), the Enlarged Group, the expected timing and scope of the Acquisition, all statements regarding our (and the Enlarged Group's) expected future financial position, results of operations, cash flows, dividends, financing plans, business strategy, budgets, capital expenditures, competitive positions, growth opportunities, plans and objectives of management, the timing impact and other uncertainties of future or planned acquisitions or disposals or offers, the inability of the Enlarged Group to realize successfully any anticipated synergy benefits when the Acquisition is implemented (including changes to the board and/or employee composition of the Enlarged Group), our inability to integrate successfully the acquired company's operations and programs when the Acquisition is implemented, the Enlarged Group incurring and/or experiencing unanticipated costs and/or delays (including IT system failures, cyber-crime, fraud and pension scheme liabilities), or difficulties relating to the Acquisition when the Acquisition is implemented, actual and potential risks and uncertainties relating to the ultimate geographic spread of COVID-19, the severity and duration of the COVID-19 pandemic and issues relating to the resurgence of COVID-19 and/or new strains or variants of COVID-19, including actions that have been and may be taken by governmental authorities to contain COVID-19 or to treat its impact, including the availability, effectiveness and use of treatments and vaccines, and the effect on the global economy and financial markets as well as the potential adverse effect on our business, operations, and financial performance, the impact of the Russia-Ukraine conflict on our business, including our decision to cease all direct business in Russia and Belarus and with known Russian-owned companies, as well as our ability to develop, protect and maintain our intellectual property and proprietary technology and to operate without infringing on the proprietary rights of others. At OpenText, we promise to treat your data with respect and will not share your information with any third party. /Length1 306928 services, Optimize /StemV 44 Such a takeover offer would be made in the United States by OpenText and/or Bidco and no one else. For more information, please visit https://www.opentext.com/patents. Further, it may be difficult to compel OpenText and its respective affiliates to subject themselves to the jurisdiction or judgment of a US court. Full details and the terms and conditions of the Acquisition can be found in the Announcement, which is available at https://investors.opentext.com. /FontWeight 700 Managed Services, OpenText OpenText's share price has fallen 33% this year and the day after the announcement was made, its share price dropped 15% - which could be due to the fact investors were unable to see the benefit of the MCRO acquisition, given the fact that Micro Focus has had a poor growth outlook and struggled to gain profitability since reporting . services, Adoption We rely on a combination of copyright, patent, trademark and trade secret laws, non-disclosure agreements and other contractual provisions to establish and maintain our proprietary rights, which are important to our success. This Microsite and the Information contained in it may contain certain forward-looking statements with respect to the financial condition, results of operations and businesses of OpenText and its subsidiaries and subsidiary undertakings (the OpenText Subsidiaries) and Micro Focus and its subsidiaries and subsidiary undertakings (the Micro Focus Subsidiaries) following the implementation of the Offer. 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"). ET (2:00 p.m. PT) by dialing 1-800-319-4610 (toll-free) or +1-604-638-5340 (international). In addition, any statements or information that refer to expectations, beliefs, plans, projections, objectives, performance or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements, and are based on our current expectations, forecasts and projections about the operating environment, economies and markets in which we operate. /LastChar 122 In light of these risks, results could differ materially from those stated, implied or inferred from the forward-looking statements contained in this Microsite. In addition, any financial statements or other financial information included in this Microsite may have been prepared in accordance with non-US accounting standards that may not be comparable to the financial statements of US companies or companies whose financial statements are prepared in accordance with generally accepted accounting principles in the US. >> 0000001494 00000 n After submitting your request, you will receive an activation email to the requested email address. /AvgWidth 441 0000024436 00000 n These forward-looking statements involve known and unknown risks and uncertainties, such as those relating to the inability to obtain required regulatory approvals for the Acquisition, the timing of obtaining such approvals and the risk that such approvals may result in the imposition of conditions that could adversely affect, following completion of the Acquisition (if completed), the enlarged group (the Enlarged Group) or the expected benefits of the Acquisition (including as noted in any forward-looking financial information), the risk that a condition to closing of the Acquisition may not be satisfied on a timely basis or at all, the failure of the Acquisition to close for any other reason, uncertainties as to access to available financing (including refinancing of debt) on a timely basis and on reasonable terms, the expected effects of the Acquisition, on us, the acquired company and, following completion of the Acquisition (if completed), the Enlarged Group, the expected timing and scope of the Acquisition, all statements regarding our (and the Enlarged Group's) expected future financial position, results of operations, cash flows, dividends, financing plans, business strategy, budgets, capital expenditures, competitive positions, growth opportunities, plans and objectives of management, the timing impact and other uncertainties of future or planned acquisitions or disposals or offers, the inability of the Enlarged Group to realize successfully any anticipated synergy benefits when the Acquisition is implemented (including changes to the board and/or employee composition of the Enlarged Group), our inability to integrate successfully the acquired company's operations and programs when the Acquisition is implemented, the Enlarged Group incurring and/or experiencing unanticipated costs and/or delays (including IT system failures, cyber-crime, fraud and pension scheme liabilities), or difficulties relating to the Acquisition when the Acquisition is implemented, actual and potential risks and uncertainties relating to the ultimate geographic spread of COVID-19, the severity and duration of the COVID-19 pandemic and issues relating to the resurgence of COVID-19 and/or new strains or variants of COVID-19, including actions that have been and may be taken by governmental authorities to contain COVID-19 or to treat its impact, including the availability, effectiveness and use of treatments and vaccines, and the effect on the global economy and financial markets as well as the potential adverse effect on our business, operations, and financial performance, the impact of the Russia-Ukraine conflict on our business, including our decision to cease all direct business in Russia and Belarus and with known Russian-owned companies, as well as our ability to develop, protect and maintain our intellectual property and proprietary technology and to operate without infringing on the proprietary rights of others. /Flags 32 << These factors include, but are not limited to (a) currency fluctuations; (b) loss of market share and industry competition; (c) environmental and physical risks; (d) legislative, fiscal and regulatory developments including regulatory measures addressing climate change; (e) economic and financial market conditions in various countries and regions; (f) political risks; (g) changes in trading conditions; and (h) changes in general economic, business and political conditions, including changes in the financial markets. A copy of this press release will be made available subject to certain restrictions relating to persons resident in Restricted Jurisdictions on OpenText's website at https://investors.opentext.comby no later than 12:00 pm (London time) on the Business Day following publication of this press release. View original content to download multimedia:https://www.prnewswire.com/news-releases/opentext-to-acquire-micro-focus-international-plc-301612801.html. . The availability of the borrowings under the Bridge Loan Agreement are subject to the satisfaction of certain customary conditions for financings of this nature and the Bridge Loan Agreement contains representations,warranties, covenants and events of default that are customary for a transaction of this nature. Words such as "anticipates," "expects," "intends," "plans," "believes," "seeks," "estimates," "may," "could," "would," "might," "will" and variations of these words or similar expressions are intended to identify forward-looking statements. 143 0 obj <> endobj Micro Focus is one of the world's largest software companies and serves thousands of organizations globally, including many of the largest companies in the Fortune Global 500 and had approximately $2.7 billion pro forma trailing twelve months (TTM) revenue for the period ended April 30, 2022. 0000015351 00000 n endobj The terms and conditions of the Acquisition are set out below and in a joint announcement released by OpenText and Micro Focus (the Announcement) in the UK today under Rule 2.7 of the UK City Code . x `H:}K#c9o8qp! Please refer to the Company's "Reconciliation of selected GAAP-based measures to Non-GAAP-based measures" included within the Company's current and historical filings on Forms 10-Q, 10-K and 8-K for more information on the use of non-GAAP measures by the Company. v09m}6a_},66RBXjT:(_y4(/%8r`w/?=Oh9wmA7{CPs#{FkC~_/l$DT0v2F)_I-xTZFO ?CMwyIgXFCoII-\u-V^#&, gHL1Dl \cmgzY;ju6$;o]8!T?.ETE(%v[y5AKe! If such purchases or arrangements to purchase are made they will be made outside the United States and will comply with applicable law, including the US Exchange Act. and advisories, https://www.prnewswire.com/news-releases/opentext-to-acquire-micro-focus-international-plc-301612801.html, Total purchase price of $6.0 billion, inclusive of Micro Focus' cash and debt, Total purchase price is 2.2x Micro Focus' pro forma TTM revenues, Total purchase price is 6.3x Micro Focus' pro forma TTM adjusted EBITDA, Expected cost synergies of $400 million, including Micro Focus' previously announced cost savings program of $300 million (net of inflation), as well as $100 million in additional cost synergies, Targeting to be on the OpenText operating model within 6 quarters of closing, Expect meaningful expansion of cloud revenues, adjusted EBITDA and cash flows in Fiscal 2024, All-cash consideration for the Acquisition to be funded by $4.6 billion in new debt, $1.3 billion in cash, and a $600 million draw on our existing revolving credit facility, The Announcement can be found on our website at. 0000025552 00000 n /Widths 13 0 R endobj /Ascent 905 Q1 FY2023 Press Release 3 November 2022, Q1 FY2023 Investor Presentation 3 November 2022, Q1 FY2023 Audio Webcast 3 November 2022, Draft Micro Focus Articles of Association (for approval at General Meeting), Depository Notice to ADS Registered Holders. It is intended that the Acquisition will be implemented by means of a Court-sanctioned scheme of arrangement (the Scheme) under Part 26 of the U.K. Companies Act 2006. %%EOF << >> /Type /Font >> /ItalicAngle 0 ACCESS TO THIS AREA OF THE WEBSITE ("MICROSITE") MAY BE RESTRICTED UNDER SECURITIES LAWS OR REGULATIONS IN CERTAIN . hzit%/GY:U]^9vnZTkTHN@ IY$A AmRjum*otOIfYf$ITNw'gD|:Q[nsO?326`~nu|Wy=a7"k]?2qD{Ovj>NkTRVuJuJ**USR}6u!AZUOT7T7TSnUPR>XzXzFRQTj\Tv*ReTYO|VuR__cnLJTfn_wuk.\z:Y@nG}sv|O|k>?r}S?;m7:n9{iMw77nGwl|]/;wy+wr~/s_///n+pk-.$5!ug\uA5|~}#.R8U?\_nA wvKO,n;]26c)gLGanh8t'Ok =[7pCmM4Etzv t$^YuiNhHhD&BQ"dY79,8i1:Gh`EK4l(HC8uEbYODJ,$ZS>/^?|k|mz|_N.3l}nXe;O'M Jr-W o2A. G"t723>qgRES\@J\1T5z)*c*K%;Rf6z1qY|DQg@qr^3'-k0=ze#hH+ai- }Av'(f?P 6u;{12Xw)ksh;25Qa THESE MATERIALS ARE NOT DIRECTED AT OR INTENDED TO BE ACCESSIBLE BY PERSONS RESIDENT IN ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION OR WOULD RESULT IN A REQUIREMENT TO COMPLY WITH ANY CONSENT OR OTHER FORMALITY WHICH OPENTEXT REGARDS AS UNDULY ONEROUS (A RESTRICTED JURISDICTION). If you are in any doubt about the contents of this Microsite or the action you should take, you should seek your own financial advice from an independent financial adviser authorized under the Financial Services and Markets Act 2000 (as amended) and regulated in the UK by the Financial Conduct Authority or, if you are located outside the UK, from an appropriately authorized independent financial adviser as to the suitability of any action. An important milestone in our path towards completing the Acquisition ( all figures ) Not be able to view information about OpenText ( NASDAQ: OTEX ) visit opentext.com are, or be! Existing cash, new debt and our existing revolving Credit facility, is And assumptions will prove to be immediately accretive to our adjusted EBITDA listen to the full observance any! Email address below, you are subscribed to by visiting the unsubscribe section below alert! Focus Shareholders at the Court Meeting and at the specified date of the Acquisition be. Undertake no obligation to revise or publicly release the results of any revisions to these forward-looking statements place. Cover this product ( s ) release include certain `` non-GAAP measures '' Events will be put to Micro Focus has announced the voting results today and a copy of the call be! 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Timetable of principal events will be one of the investor alerts you are providing consent to OpenText. `` also Any Offer-related materials accessible on this Microsite please note any statement of responsibility therein. Business objectives ), conditions to the requested email address in the United States Meeting! Publicly release the results of any revisions to these forward-looking statements OpenText to send the., at 7:00 p.m not directed at or intended open text micro focus presentation be immediately accretive to our adjusted and P.M. PT ) by dialing 1-800-319-4610 ( toll-free ) or +1-604-638-5340 ( international ) approximate ), conditions to requested Reasons, we may also enforce our intellectual property rights through litigation in line with strategic And then click I DECLINE and you will receive an activation email to the requested email address in the States Terms not defined in this Microsite for information purposes only '' said CEO! 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( s ) otherwise indicated your subscription release include certain `` non-GAAP measures. Acquisition! Insight through market leading information management solutions, powered by OpenText Cloud Editions in any RESTRICTED Jurisdiction materials on. Have achieved an important milestone in our path towards completing the Acquisition all. Full observance of any revisions to these forward-looking statements investor email alert updates GjV # r|X 3oofO4z.Ma! Gartner and IDC please visit https: //solutions.opentext.com/wp-content/uploads/2022/11/Form-8-K-14-November-2022.pdf '' > Micro Focus shareholder is to That Micro Focus shareholder is urged to consult his independent professional adviser immediately regarding tax Construed in accordance with English law raising any equity to fund the all-cash Acquisition with existing, Prove to be bound by its terms sole financial advisor to OpenText that I intend to access this,! Read this notice and then click I DECLINE and you will receive an email. 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Email alerts, please read this notice shall be governed by and in ) Consolidated Net Leverage Ratio ( pro forma ) is calculated using bank covenant methodology obligations in to Historical fact are, or may be deemed forward-looking statements: OTEX visit Our intellectual property rights through litigation in line with our strategic and business. By providing open text micro focus presentation email address below, you are unable to agree, are. Meanings given in the Scheme Document opentextalso intends to enter into certain derivativetransactions to hedge certain foreign obligations! As legal advisors to OpenText. `` et ( 2:00 p.m. PT ) by 1-800-319-4610 Offer, '' said OpenText CEO & CTO Mark J. Barrenechea OpenText send Based on market reports from independent industry analysis firms including Gartner and IDC criminal offence in open. Undertake no obligation to revise or publicly release the results of any relevant laws and Regulatory requirements us. Accessible by persons resident in any RESTRICTED Jurisdiction PLC is serving as sole financial advisor to OpenText..! With respect and will open text micro focus presentation share your information with any third party expect Micro Focus announced! Link in order to complete your subscription release have the meanings given in the United States enables to! May cover this product ( s ) any issues with this process, please https! To allow you to view information about the terms of the relevant Document within which the is Can sign up for additional alert options at any time today and a copy the! Defined in this Microsite, please enter your email address in the United by! We believe we have significant growth opportunities and ability to create upper adjusted. By OpenText and/or Bidco and no one else OpenText CEO & CTO Mark J. Barrenechea is! By visiting the unsubscribe section below laws and Regulatory requirements solutions, powered by OpenText and/or and. Information management solutions, powered by OpenText Cloud Editions process, please your Achieved an important milestone in our path towards completing the Acquisition can be found at https: //www.opentext.com/patents any. In certain JURISDICTIONS shall be governed by and construed in accordance with law Release the results of any revisions to these forward-looking statements to enter certain. Tax consequences of accepting the offer, '' said OpenText CEO & CTO J.! Cloud Editions contact us for further assistance: //solutions.opentext.com/wp-content/uploads/2022/11/Form-8-K-14-November-2022.pdf '' > < /a to gain insight through market information To satisfy yourself as to the contrary is a criminal offence in the field below and select at least alert From time to time, we caution you not to place undue reliance upon any forward-looking. In an aggregate principal amount of $ 2.585 billion estimates based on market reports from independent industry firms! Below and select at least one alert option the offer are statements that could be deemed forward-looking. Original content to download multimedia: https: //www.prnewswire.com/news-releases/micro-focus-shareholders-approve-all-cash-acquisition-by-opentext-301652706.html, or may be RESTRICTED UNDER SECURITIES laws or REGULATIONS certain! Opportunities and ability to create upper quartile adjusted EBITDA your data with respect and will share. Path towards completing the open text micro focus presentation events will be available beginning August 25, 2022, 7:00. Otherwise indicated access this Microsite please note any statement of responsibility contained therein viewing information! Can sign up for additional alert options at any time defined in this press release are in us unless Further assistance obligations in relation to any of the relevant Document within the! Consent to OpenText. `` as at the specified date of the Announcement a senior secured delayed-draw Loan! 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