Open Text Corp (OTEX)

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OpenText Enters Into Agreement to Acquire Metastorm
February 2, 2011, 4:05 pm EST

WATERLOO, ON, Feb. 2 /PRNewswire-FirstCall/ - Open Text(TM) Corporation (NASDAQ:OTEX - News) (TSX:OTC.to - News), today announced it has entered into an agreement and plan of merger to acquire Metastorm Inc. through a merger of Metastorm with a subsidiary of OpenText.

Headquartered in Baltimore, Maryland, Metastorm is a provider of Business Process Management (BPM), Business Process Analysis (BPA), and Enterprise Architecture (EA) software for aligning strategy with execution.

Based on the terms of the agreement, Metastorm stockholders will receive $182 million in cash, subject to a customary indemnification holdback. Stockholders representing a majority of the ownership of Metastorm have signed conditional support agreements in support of the transaction.

"Metastorm will add complementary technology and expertise that enhances our ECM solutions portfolio," said John Shackleton, President and Chief Executive Officer of OpenText. "We look forward to welcoming its employees and customers to OpenText."

"We are excited by the opportunity to join the OpenText team," said Robert Farrell, Chairman and Chief Executive Officer of Metastorm. "Combined with OpenText, Metastorm will be able to provide a broader and deeper range of offerings to our customers, while leveraging the strength and stability that comes with being part of a larger global organization."

The transaction is expected to close in OpenText's third quarter ending March 31st, 2011, and is subject to customary approvals and Metastorm stockholder consent.

Oppenheimer & Co. advised Metastorm in the transaction.

Copyright © 2011 by Open Text Corporation. "OPENTEXT", "OPENTEXT EVERYWHERE" and the "OPENTEXT ECM SUITE" are trademarks or registered trademarks of OpenText Corporation in the United States of America, Canada, the European Union and/or other countries. This list of trademarks is not exhaustive. Other trademarks, registered trademarks, product names, company names, brands and service names mentioned herein are property of Open Text Corporation or other respective owners.

About OpenText
Open Text(TM) is the world's largest independent provider of Enterprise Content Management software. The company's solutions manage information for all types of business, compliance and industry requirements in large companies, government agencies and professional service firms. OpenText supports approximately 46,000 customers in 114 countries and 12 languages. For more information about OpenText, visit www.opentext.com.

About Metastorm
With a focus on enterprise visibility, resource optimization, efficiency and agility, Metastorm offers market-leading software for enterprise and business architecture (EA), business process analysis (BPA), and business process management (BPM). As an integrated product portfolio, Metastorm Enterprise allows organizations to improve business results by better aligning strategy with execution. By combining the power of these three disciplines onto a common platform, Metastorm is helping organizations worldwide focus on the right business improvements, instill stronger governance, and accelerate time to value. For more information and success stories on organizations powering strategic advantage with Metastorm Enterprise, visit www.metastorm.com.

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