News Release
newswire.ca
Attention Business Editors:
Open Text announces proposal to merge with PC DOCS Group International Inc.
WATERLOO, ON, Dec. 1 /CNW/ - Open Text Corporation (NASDAQ:OTEXF,
TSE:OTC), the worldwide leader in Web-based collaborative knowledge management
software, today announced a proposal made to the board of directors of PC
DOCS Group International Inc. (NASDAQ:DOCSF, TSE:DXX) for a merger between the
two companies.
In a stock-for-stock exchange, stockholders of PC DOCS would receive 1
share of Open Text for each 4 shares of PC DOCS common stock held. This
represents a premium greater than 35% of the current market price of PC DOCS
shares based on yesterday's closing prices of the respective company's shares
on the NASDAQ. Open Text anticipates that the transaction would be undertaken
by way of plan of arrangement, which would require court approval and approval
of PC DOCS board of directors and shareholders and Open Text shareholders. The
transaction would also be subject to various conditions, including completion
of due diligence on a basis satisfactory to the parties and regulatory
approvals.
''We believe there is a natural synergy between the document management
customer base of PC DOCS and our Web-based collaborative knowledge management
products,'' said Tom Jenkins, Chief Executive Officer of Open Text
Corporation. ''By joining forces, we believe our combined operations would
achieve increased efficiencies and enhanced support for our existing and new
customers and would result in increased value for the shareholders of both
companies.''
The terms of the proposal were provided in a letter to the board of
directors of PC DOCS on Monday, November 30, 1998, and Open Text requested a
response by Tuesday, December 8, 1998.
Jenkins said, ''We believe PC DOCS customers would benefit by having
access to a wider range of Web technologies for collaborative knowledge
management. Most importantly, PC DOCS users would have the ability to extend
their applications at the enterprise and extranet levels using Livelink.''
ABOUT PC DOCS
More information about PC DOCS can be found at pcdocs.com.
ABOUT OPEN TEXT
Open Text Corporation's software and services enable the world's largest
companies to leverage the global reach and openness of intranets, truly
''Putting the Web to Work''(TM). Open Text has a worldwide installed base of
2.5 million users in 3,500 corporations. Open Text's dramatic growth has been
fuelled by the rapid market acceptance of its innovative collaborative
knowledge management system, Livelink. The company has been named the growth
leader by the Delphi Group and the market share leader by International Data
Corporation. Further information about the company, its products and services,
and its partners and customers can be found at opentext.com.
Note: Open Text and Livelink are trademarks of Open Text Corporation. All
other trademarks are the property of their respective companies.
This news release may contain forward looking statements relating to the
future performance of Open Text Corporation and the anticipated synergies
between Open Text and PC DOCS. Forward looking statements, specifically those
concerning future performance, are subject to certain risks and uncertainties,
and actual results may differ materially. These risks and uncertainties
include risks associated with rapid growth and the need to integrate recent
and future acquisitions into Open Text's business, risks and uncertainties
involving software development, risks related to rapidly evolving technology
and the possible release of competitive products or other actions by
competitors and other risks and uncertainties in the company's filings with
the Securities and Exchange Commission (SEC), including the final prospectus
for the company's initial public offering of common stock in January 1996,
Form 10 K for the years ended June 30, 1997, and June 30, 1998 and Form 10 Q
for the quarters ended, December 31, 1997, March 31, 1998, and September 30,
1998.
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For further information: Media Contacts: Mia Pearson, Director, Public
Relations, Open Text Corporation, (519) 888-7111 ext. 2410,
mpearson@opentext.com; Investor Relations Contact: Susan Proulx, Executive
Assistant, Finance and Investor Relations, Open Text Corporation,
(519) 888-7111 ext. 2278, sproulx@opentext.com |
