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

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

[email protected]

+1 415-963-0825