Open Text Announces Status of Tenders Under IXOS Offer; Staffordshire County Council Selects IXOS

Feb 06, 2004

Open Text Corporation, an enterprise content management (ECM) vendor and provider of Livelink collaboration and knowledge management software, has announced that, based on preliminary results, in excess of 15,000,000 shares of IXOS Software AG, representing over 70% of the outstanding IXOS shares, have been tendered during the initial acceptance period under the offer by its wholly-owned subsidiary, 2016091 Ontario Inc. Of the IXOS shares tendered under the offer, over 90% have been tendered for the Alternative Share and Warrant Consideration consisting of Open Text shares and warrants, with the balance tendered for cash.

The initial acceptance period for the tender offer expired as of 12:00 noon (local time Frankfurt/Main, Germany) on Friday, January 30, 2004. Official results of the tenders made in the initial acceptance period will be announced on February 5, 2004. As required by German law, an additional two-week mandatory acceptance period under the offer will begin on February 6, 2004 and will expire at 12:00 noon (local time Frankfurt/Main, Germany) on February 19, 2004. Shareholders that did not accept the offer prior to January 30, 2004 will be able to do so during this period.

The cash consideration of 9 Euro per IXOS share and the Alternative Share and Warrant Consideration under the offer remain unchanged. The Alternative Share and Warrant Consideration consists of 0.5220 of an Open Text common share and 0.1484 of a warrant for each IXOS share, each whole warrant exercisable to purchase one Open Text common share for up to one year from the closing of the offer at a strike price of $20.75 per share. With the acquisition of IXOS shares by 2016091 Ontario, remaining holders of IXOS shares are reminded that, following completion of the offer, there may be a decline in the volume of trading of IXOS shares and an increase in the volatility of the IXOS share price, as discussed in the offer. IXOS shareholders that wish to accept the offer during the mandatory acceptance period should consult their bank or financial adviser through which they hold their shares.

IXOS has announced that Staffordshire County Council has selected IXOS Software to help improve its operational efficiency and introduce up to date work practices by enabling the archiving, management, and retrieval of the 500,000 invoices it receives yearly, as well as its six million HR documents. The IXOS financial and human resources solutions for SAP electronically manage these records meaning that the Council can streamline business and reduce the costs associated with labor-intensive manual processes. The software is also expected to allow the Council to meet the requirements of the Freedom of Information Act (2005) and improve customer service through faster response and easier information access to its citizens.

The IXOS solution will be rolled out in conjunction with the Council's SAP infrastructure. The first stage of the project started on 19 January 2004, and will allow the Council to scan invoices and credit notes, linking them directly to a central SAP system. This will help the Council achieve greater operational efficiency, as well as significantly reducing storage costs associated with paper-based systems. The first team to use the new solution will be the creditor payments section, which currently receives over 1,000 invoices a day. Work on scanning the volume of HR files will follow in March 2004. Currently Staffordshire County Council has 40,000 files with an average of 150 pages per file containing everything from contracts and claims to timesheets. Staffordshire County Council hopes to have the full six million documents scanned by the end of 2004.

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