Waterloo, ON – September 25, 2026 -- OpenText Corporation (NASDAQ: OTEX; TSX: OTEX) has slashed the ceiling on its cash tender offer for outstanding 3.875% Senior Notes due 2028 to $300 million from $450 million, while pushing back key deadlines by one day.
OpenText lowers aggregate maximum tender amount by $150 million
The amended terms cut the Aggregate Maximum Tender Amount for the Bonds from $450 million to $300 million aggregate principal amount, according to the company's announcement modifying the Offer to Purchase dated September 23, 2026.
Company extends withdrawal, pricing and expiration deadlines to September 30
The Withdrawal Deadline, Price Determination Date and Expiration Date were each moved from September 29, 2026 to 5:00 p.m. New York City time on September 30, 2026, with the Price Determination Date set for 3:00 p.m. that same day. Settlement for Bonds validly tendered and accepted is expected October 2, 2026, two business days after expiration.
Financing condition tied to concurrent secured notes offering remains intact
OpenText confirmed it will fund the tender consideration using cash on hand plus proceeds from a previously announced and priced concurrent senior secured notes offering. All other terms of the Tender Offer, including the Financing Condition, remain unchanged.
RBC and Citigroup retained as dealer managers for the transaction
RBC Capital Markets, LLC and Citigroup Global Markets Inc. are serving as Dealer Managers, while Global Bondholder Services Corporation acts as Tender and Information Agent. The company stated the release does not constitute an offer to purchase or solicit an offer to purchase the Bonds, and neither OpenText nor its agents are making any recommendation on whether holders should tender.