Waterloo, ON – September 30, 2026 -- Open Text Corporation (NASDAQ: OTEX; TSX: OTEX) will accept the full $300 million aggregate maximum tender amount of its outstanding 3.875% Senior Notes due 2028, applying a proration factor of 43.047752% to validly tendered bonds after the offer expired at 5:00 p.m. New York time on September 30, 2026.
OpenText confirms full subscription of its $300 million tender cap on 2028 notes
The Tender Offer Consideration was set by reference to a fixed spread over the yield to maturity of a benchmark U.S. Treasury Security, with the reference yield calculated by dealer managers at 3:00 p.m. New York time on the expiration date. Payments will include accrued and unpaid interest from the last interest payment date through, but not including, the settlement date. Settlement for bonds accepted is expected to occur on October 2, 2026, two business days after expiration.
Refinancing ties tender offer to redemption of 2027 secured notes
OpenText expects to close a concurrent senior secured notes offering on October 1, 2026. Net proceeds from that offering, combined with cash on hand, will fund the full redemption of its outstanding 6.900% Senior Secured Notes due 2027, including the applicable redemption premium, accrued interest and related costs, alongside the consideration owed to holders whose 2028 notes were accepted in the tender offer. Both transactions are expected to settle on October 2, 2026.
RBC Capital Markets, LLC and Citigroup Global Markets Inc. served as dealer managers for the tender offer, while Global Bondholder Services Corporation acted as tender and information agent. OpenText noted the press release does not constitute a notice of redemption under the indenture governing the 2027 Notes, and that the redemption remains subject to conditions set out in the applicable notice, including a financing condition.