Waterloo – September 24, 2026 -- Open Text Corporation (NASDAQ: OTEX, TSX: OTEX) has priced $1 billion in senior secured notes, split evenly between $500 million of 6.700% notes due 2031 and $500 million of 7.150% notes due 2033.
OpenText locks in $1 billion in fresh secured debt across two maturities
The offering, structured under Rule 144A and Regulation S, is expected to close October 1, 2026, subject to customary conditions. The Notes will carry guarantees from OpenText's existing subsidiary guarantors and co-obligors, secured on the same basis as the company's senior secured credit facilities, term loan credit agreement and its 6.900% Senior Secured Notes due 2027.
Proceeds target redemption of $1.0 billion 2027 Notes and partial 2028 tender
OpenText will combine the new proceeds with cash on hand to redeem in full the outstanding $1.0 billion principal amount of its 2027 Notes, covering the redemption premium, accrued interest and related costs. The company will also use funds to settle any 3.875% Senior Notes due 2028 tendered under a concurrent offer, capped at $450 million in aggregate principal, plus accrued interest, though this cap is subject to adjustment by the company.
Redemption and tender remain conditional on financing terms
The press release explicitly states it does not constitute a notice of redemption for the 2027 Notes nor an offer to purchase the 2028 Notes; both actions depend on conditions, including financing contingencies, set out in the applicable redemption notice and the September 23, 2026 Offer to Purchase. Global Bondholder Services Corporation is acting as tender and information agent for the 2028 Notes offer. The Notes have not been registered under the U.S. Securities Act and are restricted to qualified institutional buyers and offshore transactions, with no prospectus qualification under Canadian securities law.