Open Text Corporation (NASDAQ:OTEX) Files An 8-K Other Events

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Open Text Corporation (NASDAQ:OTEX) Files An 8-K Other Events

Item8.01.

Other Events.

Share Split

On December21, 2016, Open Text Corporation (OpenText) announced
that its board of directors had approved a 2-for-1 share split
(the Share Split) of the outstanding common shares of OpenText
(the Common Shares). The Share Split will be implemented by way
of a share dividend whereby shareholders of record at close of
business on Monday, January9, 2017 (the Record Date) will receive
on Tuesday, January24, 2017 (the Payment Date) one Common Share
for each Common Share held as of the Record Date.

The NASDAQ and the Toronto Stock Exchange have determined to
implement due bill trading in connection with the Share Split. A
due bill is an entitlement attached to listed securities
undergoing a material corporation action, such as the Share
Split. In this instance, anyone purchasing a Common Share during
the period commencing at the opening of business two trading days
prior to the Record Date (i.e., Thursday, January5,
2017) and ending on the Payment Date (i.e., Tuesday,
January24, 2017), inclusive (the due bill period), will receive a
payable right. Any trades that are executed during the due bill
period will be flagged to ensure purchasers receive the
entitlement to the additional Common Share issuable as a result
of the Share Split. The Common Shares will commence trading on an
ex-dividend basis on Wednesday, January25, 2017. The due bill
redemption date will be Friday, January27, 2017.

For more details relating to the Share Split, see a copy of the
Companys press release filed as Exhibit 99.1 to this Form 8-K.

Previously Announced Equity Offering

As previously announced, on December13, 2016, OpenText entered
into an underwriting agreement by and among OpenText and Barclays
Capital Inc., Citigroup Global Markets Canada Inc. and RBC
Dominion Securities Inc., as Representatives of the several
underwriters listed in Schedule I thereto (the Representatives),
relating to the offering by OpenText of 9,250,000 Common Shares
to OpenTexts Registration Statement on FormS-3(File
No.333-195479).

On December19, 2016, the Representatives notified OpenText that
they had elected to exercise their over-allotment option to
purchase an additional 655,302 shares (the Option Shares). The
offering of the Option Shares closed on December22, 2016. The
number of Option Shares is not affected by the Share Split as the
closing precedes the Record Date. OpenText and the underwriters
have agreed that there will be no further exercise of the
over-allotment option.

A copy of the legal opinion and consent of Blake, Cassels Graydon
LLP relating to the Option Shares is attached as Exhibit5.1
hereto.

Item9.01. Financial Statements and Exhibits.
(d) Exhibits
5.1 Opinion of Blake, Cassels Graydon LLP.
23.1 Consent of Blake, Cassels Graydon LLP (included in Exhibit
5.1 hereto).
99.1 Press Release dated December 21, 2016.


About Open Text Corporation (NASDAQ:OTEX)

Open Text Corporation provides a platform and suite of software products and services that assist organizations in finding, utilizing, and sharing business information from any device. The Company designs, develops, markets and sells Enterprise Information Management (EIM) software and solutions. Its EIM offerings include Enterprise Content Management (ECM), Business Process Management (BPM), Customer Experience Management (CEM), Business Network, Discovery and Analytics. Its software and services allow organizations to manage the information that flows into, out of, and throughout the enterprise as part of daily operations. Its solutions incorporate collaborative and mobile technologies and are delivered for on-premises deployment, as well as through cloud, hybrid and managed hosted services models. In addition, the Company provides solutions that facilitate the exchange of information and transactions that occur between supply chain participants.

Open Text Corporation (NASDAQ:OTEX) Recent Trading Information

Open Text Corporation (NASDAQ:OTEX) closed its last trading session up +0.11 at 61.46 with 88,528 shares trading hands.