Open Text Corporation, a leading provider of enterprise content management ECM) software, announced that it has entered into a definitive agreement with Hummingbird Ltd. ("Hummingbird") under which Open Text will acquire through a wholly owned subsidiary, all of Hummingbird's outstanding shares in an all-cash transaction valued at U.S. $27.85 per share, or approximately U.S. $489 million.

The transaction is to be carried out by way of a statutory plan of arrangement and will be subject to the approval of two-thirds of the votes cast by Hummingbird's shareholders at a meeting of shareholders, currently expected to be held in late-September as well as court approval. The transaction is also subject to certain other customary conditions, includingthe receipt of regulatory approvals. The proposed transaction is expected to close in early-October, shortly after receipt of shareholder and court approvals.

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