WATERLOO, Ontario, Oct. 23, 2015 /PRNewswire/ — Open Text Corporation (NASDAQ: OTEX) (TSX: OTC) today announced that its indirect wholly-owned subsidiary, Company D Merger Sub Inc., has commenced its previously announced tender offer for all outstanding shares of common stock of Daegis Inc. (OTC Pink: DAEG) at a price of U.S. $0.82 per share. The tender offer is being made in connection with the Agreement and Plan of Merger, dated as of October 8, 2015 (the “Merger Agreement”), by and among OpenText, Company D Merger Sub Inc. and Daegis, which OpenText and Daegis announced on October 8, 2015.

The Daegis board of directors has unanimously determined that the offer is advisable, fair to and in the best interests of Daegis’s stockholders and unanimously recommends that the Daegis stockholders accept the offer and tender their shares.

The tender offer is scheduled to expire at 12:01 A.M., New York City time, on Monday, November 23, 2015, unless the offer is extended or earlier terminated.

Consummation of the tender offer is conditioned upon (i) there having been validly tendered in the tender offer and not withdrawn on or before 12:01 A.M., New York City time, on November 23, 2015 (such date, as it may be extended by Company D Merger Sub Inc. from time to time in accordance with the Merger Agreement, the “Expiration Time”), that number of shares that would represent at least a majority of shares then outstanding, but excluding shares that are owned as of the date of commencement of the tender offer by Daegis or any direct or indirect wholly-owned subsidiary of Daegis, and (ii) no Company Material Adverse Effect (as defined in the Merger Agreement) having occurred following the date of the Merger Agreement and (iii) the satisfaction of other customary conditions. Shares that are tendered pursuant to a notice of guaranteed delivery but not actually delivered to the depositary for the tender offer, American Stock Transfer & Trust Company, LLC, prior to the Expiration Time of the tender offer, will not be deemed to be validly tendered into the offer unless and until such shares underlying such notices of guaranteed delivery are delivered. There is no financing condition to the tender offer.

Complete terms and conditions of the tender offer are set forth in the Offer to Purchase, Letter of Transmittal and other related materials, which have been filed by OpenText and Company D Merger Sub Inc. with the SEC today. In addition, Daegis has filed a Solicitation/Recommendation Statement on Schedule 14D-9 with the SEC relating to the tender offer.

Copies of the Offer to Purchase, Letter of Transmittal and other related materials are available free of charge from D.F. King & Co., Inc., the information agent for the tender offer, toll-free at (877) 896-3197 (brokers and bankers call (212) 269-5550) or by e-mail at