Open Text Denied Access To PC DOCS Data and Withdraws Bid
WATERLOO, ONTARIO (May 13) BUSINESS WIRE -May 13, 1999--Open Text
Corporation (NASDAQ:OTEX)(TSE:OTC) announced today that despite signing
a confidentiality agreement with PC DOCS (NASDAQ:DOCS)(TSE:DXX), it was
unable to obtain access to any of the non-public information of PC DOCS
that has already been provided to Hummingbird Communications Ltd
(NASDAQ:HUMC)(TSE:HUM).
As part of its agreement with Hummingbird, PC DOCS must enter into a
confidentiality agreement with any competing bidder before providing
that bidder with access to the non-public information provided to
Hummingbird. On May 9, 1999, Open Text entered into a confidentiality
agreement with PC DOCS, which put PC DOCS and its Board of Directors in
the legal position of being able to provide Open Text with all
non-public information previously provided to Hummingbird. Open Text
has not been allowed access to undertake their due diligence which was
a condition to the Open Text offer.
Tom Jenkins, CEO of Open Text, stated: "Without access to PC DOCS
information we are unable to properly assess the value of PC DOCS to
Open Text Corporation. Therefore we are unable to properly assess PC
DOCS value and we intend to withdraw our bid." About Open Text
Corporation
Open Text Corporation's software and services enable the world's
largest companies to move "Toward HyperInnovation"(tm) by leveraging
the global reach and openness of collaborative intranet, enterprise and
extranet applications. Open Text(tm) has a worldwide installed base of
3 million users in 3,600 corporations. Open Text's dramatic growth has
been fueled by the rapid market acceptance of its innovative
collaborative knowledge management system, Livelink(R). The company has
been named the growth leader by the Delphi Group and the market share
leader by International Data Corporation.
Livelink is a registered trademark and Open Text, HyperInnovation,
Toward HyperInnovation and MyLivelink are trademarks of Open Text
Corporation. All other trademarks are the property of their respective
companies.
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CONTACT: Open Text Corporation
Thomas J. Hearne, (519) 888-7111
Chief Financial Officer
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: Hummingbird bids $305 million cash for PC Docs
TORONTO, May 13, 1999 (The Canadian Press via COMTEX) -- Hummingbird
Communications Ltd. has made a $305-million counter-bid for PC Docs
Group International Inc., topping the offer from Open Text Corp. of
Waterloo, Ont.
The board of Toronto-based PC Docs, a document management company, said
today it will support Hummingbird's bid for all of the common shares of
PC Docs at a price of $11 a share.
The offer tops Open Text's $8.50-a-share bid, made April 29 after
Hummingbird had made an all-shares offer of one Hummingbird share for
each parcel of three PC Docs shares.
On the Toronto stock market Wednesday, PC Docs shares closed at $9.25
each. Hummingbird shares closed at $23, Open Text shares at $49.50 .
Open Text initially went after PC Docs last December. Since then there
have been counter-moves by the PC Docs board, Solution 6 Holdings of
Australia and by Hummingbird.
PC Docs said in a release that shareholders with 16 per cent of the
common shares have signed irrevocable agreements to tender their shares
to Hummingbird.
PC Docs would become an operating division of Hummingbird. Rubin Osten
would become vice-chairman of Hummingbird and keep his position as
president of PC Docs.
The bid is conditional upon, among other things, two-thirds of the
outstanding common shares of PC Docs being tendered by May 19.
Hummingbird Communications specializes in the development of enterprise
software solutions, including network connectivity and business
intelligence products. Based in Toronto, it has offices throughout
Canada and the United States, Australia, Switzerland, Germany, France,
Italy, the Netherlands, Sweden, the United Kingdom and Mexico.
PC Docs Group and its subsidiaries, PC Docs/Fulcrum, CMS/Data Corp. and
CompInfo Inc., develop, market and support object-oriented
client-server and Internet document management systems.
Copyright (c) 1999 The Canadian Press (CP), All rights reserved.
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