Mr. James McGourlay reports

OPENTEXT TO DIVEST VERTICA FOR US$150 MILLION

Open Text Corp. has reached a definitive agreement to divest Vertica, a part of its non-core analytics portfolio, to Rocket Software Inc., a Bain Capital portfolio company, for $150-million (U.S.) in cash, before taxes, fees and other adjustments.

"We are executing on our strategic plan, focusing on our core product offerings, our expertise in secure data for enterprise AI, and cloud solutions that provide strategic choice and flexibility for our customers," said P. Thomas Jenkins, Open Text executive chairman of the board and chief strategy officer. "By rationalizing non-core assets, we are strengthening the portfolio, reinforcing our capital allocation framework and positioning Open Text to accelerate long-term growth and shareholder value."

Vertica is part of Open Text's analytics product group. In Open Text's fiscal year ended June 30, 2025, Vertica contributed approximately $80-million (U.S.) in annual revenue. Open Text intends to use the proceeds from the sale of Vertica to reduce its outstanding debt.

"I want to recognize the dedication of our teams and thank our customers and partners for their continued trust," said James McGourlay, Open Text interim chief executive officer. "We believe this transaction places the Vertica solution with a strong, committed steward and we look forward to working closely with Rocket Software to support customers and ensure a smooth, thoughtful transition."

Under the terms of the agreement, the software, customer contracts, and associated services and employees will be transferred to Rocket Software. The transaction is expected to close during fiscal year 2026, subject to customary approvals and closing conditions.

Goldman Sachs & Co. LLC is serving as financial adviser to Open Text.

About Open Text Corp.

Open Text is a global leader in secure information management for AI, helping organizations protect, govern and activate their data with confidence. The company's technologies turn data into information with context to form the knowledge base for AI.

We seek Safe Harbor.