AGF Will Tender to Open Text's Accelio Offer.Business & High-Tech Editors WATERLOO, Ontario--(BUSINESS WIRE)--Jan. 30, 2002 Open Text Corporation (Nasdaq:OTEX OTEX Open Text Corporation (stock symbol) OTEX Orientation Technico-Economique de l’Exploitation ) (TSE See Tokyo Stock Exchange. TSE 1. See Tokyo Stock Exchange (TSE). 2. See Toronto Stock Exchange (TSE). :OTC OTC See: Over-the-counter. OTC See over-the-counter market (OTC). ) today announced that AGF AGF Assurances Générales de France AGF Army Ground Forces AGF American Growth Fund (mutual fund) AGF American General Finance AGF Arbeitsgemeinschaft der Grossforschungseinrichtungen AGF Anatomic Gift Foundation AGF Assume Good Faith , the largest shareholder of Accelio Corporation (Nasdaq:ACLO ACLO Air Cadet Liaison Officer ) (TSE:LIO), will tender its 2.9 million Accelio shares to the Open Text offer. This represents 11.8% of the outstanding Accelio shares. AGF has confirmed its intention to tender to the Open Text offer, after having considered the Accelio press release of today regarding the status of its bid process. Open Text considers its offer to be financially attractive to Accelio shareholders. The Open Text offer is for CDN (Content Delivery Network) A system of distributed content on a large intranet or the public Internet in which copies of content are replicated and cached throughout the network. $2.75 cash per Accelio share. Open Text's offer expires on February 4, 2002. Accelio shareholders are advised to contact their stockbroker or other advisers for assistance in depositing their shares to the offer. For further information or additional copies of this document, the Letter of Transmittal Letter of Transmittal A document used by security holder to accompany certificates surrendered in an exchange or other corporate action. or the Notice of Guaranteed Delivery please contact:
The Depositary, Computershare Trust Company of Canada
By Mail
P.O. Box 7021
31 Adelaide Street East
Toronto, ON M5C 3H2
Attention: Corporation Actions
By Hand or by Courier
100 University Avenue
9th Floor
Toronto, ON M5J 2Y1
Attention: Corporate Actions
Toll Free: 1.800.663.9097
E-Mail: caregistryinfo@computershare.com
Montreal
1800 McGill College Ave.
6th Floor
Montreal, QC
H3A 3K9
Vancouver
510 Burrard Street
2nd Floor
Vancouver, BC
V6C 3B9
Calgary
Western Gas Tower
Suite 600, 530 8th Avenue S.W.
Calgary, AB
T2P 3S8
The U.S. Forwarding Agent, Computershare Trust Company of New York
Wall Street Plaza
88 Pine Street, 19th Floor
New York, NY 10005
The Information Agent for the Offer is:
D.F. King & Co., Inc.
77 Water Street
New York, NY 10005
1.800.347.4750
The Dealer Managers for the Offer are:
In Canada
TD Securities Inc.
66 Wellington Street West, 8th Floor
Toronto, ON M5K 1A2
Telephone: 416.982.8708
Facsimile: 416.983.3176
In the United States
TD Securities (USA) Inc.
31 West 52nd Street
New York, NY 10019
Telephone: 212.827.7316
Facsimile: 212.849.6088
ABOUT OPEN TEXT Open Text provides collaborative commerce solutions for e-business that enable users to extend and build CRM (Customer Relationship Management) An integrated information system that is used to plan, schedule and control the presales and postsales activities in an organization. , SCM (1) (Software Configuration Management, Source Code Management) See configuration management. (2) See supply chain management. and ERP (Enterprise Resource Planning) An integrated information system that serves all departments within an enterprise. Evolving out of the manufacturing industry, ERP implies the use of packaged software rather than proprietary software written by or for one customer. applications and allow them to work together within and across organizations. Open Text has pioneered the development of innovative intranet, extranet and e-business applications. Since creating one of the first search engines to index the World Wide Web, the Company has remained at the forefront of Internet-based technologies. Its solution family called Livelink enables individuals, teams, organizations, and global trading communities to collaborate on e-business applications that facilitate e-commerce and other transactions among Global 2000 organizations. For more information, visit www.opentext.com. This press release may contain "forward-looking statements" relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc the proposed acquisition of Accelio Corporation and the future performance of Open Text Corporation (the "Company"). Forward-looking statements are neither promises nor guarantees, but are subject to risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company, or developments in the Company's business or its industry, to differ materially from the anticipated results, performance, achievements or developments expressed or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to: (1) risks involved in the completion and integration of the acquisition; (2) expected cost savings from the acquisition may not be fully realized or realized within the expected time frame; (3) revenue of the combined company may be lower than expected; (4) the possibility of technical, logistical or planning issues in connection with deployments; (5) costs or difficulties related to obtaining regulatory approvals for completing the acquisition and, following the acquisition, the integration of the companies may be greater than expected; (6) legislative or regulatory changes may adversely affect the businesses in which the companies are engaged; and (7) changes may occur in the securities or capital markets. A more detailed discussion of these and other important risk factors can be found in the sections entitled "Business", "Quantitative and Qualitative Disclosure About Market Risk" and "Management's Discussion and Analysis Management's discussion and analysis (MD&A) A report from management to shareholders that accompanies the firm's financial statements in the annual report. It explains the period's financial results and enables management to discuss topics that may not be apparent in the financial of Financial Condition and Results of Operations" in documents filed with the Securities and Exchange Commission, the Ontario Securities Commission The Ontario Securities Commission (OSC) is a regulatory agency which administers and enforces securities legislation in the Canadian province of Ontario. The OSC is an Ontario Crown corporation which reports to the Ontario legislature through the Minister of Finance. and other securities commissions across Canada Across Canada was an afternoon program that formerly aired on The Weather Network. The segment ran from early 1999 until mid 2002. The show ran from 3:00PM ET until 7:00 PM ET. , including the Company's Report on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. for the fiscal year ended June 30, 2001. Forward-looking statements in this press release are based on management's beliefs and opinions at the time the statements are made, and there should be no expectation that these forward-looking statements will be updated or supplemented as a result of changing circumstances or otherwise, and Open Text disavows and disclaims any obligation to do so. |
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