REG-Open Text Corporation: Open Text Corporation - Rule 19.6(c) Announcement

Open TextAnnouncement

31/01/2024 07:15

OPEN TEXT CORPORATION - RULE 19.6(C) CONFIRMATION

THIS ANNOUNCEMENT IS BEING MADE PURSUANT TO RULE 19.6(C)(II) OF THE CITY CODE
ON TAKEOVERS AND MERGERS (THE "CODE")

FOR IMMEDIATE RELEASE

31 January 2024

OPEN TEXT CORPORATION ("OpenText")

through its wholly-owned subsidiary, Open Text UK Holding Limited ("Bidco")

Rule 19.6(c)(ii) confirmation with respect to post-offer intention statements
regarding Micro Focus International plc (now Micro Focus International
Limited) ("Micro Focus")

OpenText announces that, further to the completion of its recommended
acquisition of Micro Focus (the "Acquisition"), which was implemented by means
of a Court-sanctioned scheme of arrangement under Part 26 of the Companies Act
2006, and which became effective on 31 January 2023, it has duly confirmed in
writing to The Panel on Takeovers and Mergers in accordance with the
requirements of Rule 19.6(c) of the Code that it has complied with its
post-offer intention statements made pursuant to Rules 2.7(c)(iv) and 24.2 of
the Code, as originally set out in its announcement of 25 August 2022 and the
scheme document published on 20 September 2022, save for the update announced
on 28 November 2023 relating to the proposed disposal of its Application
Modernisation and Connectivity ("AMC") business.

As announced on 28 November 2023, following completion of the Acquisition, and
considering expressions of interest received after completion, OpenText made
the decision to divest its AMC business to Rocket Software, Inc. for US$2.275
billion in cash in order to, among other benefits, singularly focus on the
powerful Cloud and AI opportunities within Information Management, increase
focus on Cloud growth opportunities and enhance capital flexibility.

For more information, please contact:

Open Text Corporation

Harry E. Blount

Senior Vice President, Investor Relations

investors@opentext.com

+1 415-963-0825



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