Hummingbird Ltd. shareholders approve acquisition by a wholly-owned subsidiary of Open Text Corporation
September 15 2006 - 11:55AM
PR Newswire (US)
TORONTO, Sept. 15 /PRNewswire-FirstCall/ -- Hummingbird Ltd.
(NASDAQ:HUMCNASDAQ: TSX:NASDAQ:HUM) announced today that its
shareholders have overwhelmingly approved Open Text's
(NASDAQ:OTEXNASDAQ:TSX:NASDAQ:OTC) proposed acquisition of
Hummingbird by way of plan of arrangement at a price of US$27.85
per share. At a special meeting of the Company's shareholders held
this morning, shareholders representing more than 56.9 percent of
all shares outstanding and 99.9 percent of all votes cast voted in
favour of the transaction, significantly exceeding the required 66
2/3 percent of the votes cast. The closing of the transaction is
subject to court approval in Canada as well as the satisfaction or
waiver of the other conditions specified in the arrangement
agreement between Hummingbird, Open Text and a subsidiary of Open
Text. Hummingbird will now seek final court approval for the
arrangement on Friday, September 22, 2006. If court approval is
obtained and the other conditions to closing are satisfied or
waived, the transaction is expected to close on or about October 3,
2006. About Hummingbird Hummingbird
(NASDAQ:HUMCNASDAQ:TSX:NASDAQ:HUM) is a leading global provider of
enterprise software solutions. The Company's enterprise software
solutions fall into two principal categories: enterprise content
management (ECM) solutions, and network connectivity solutions.
Hummingbird's ECM solutions enable organizations to manage the
lifecycle of enterprise content from creation to disposition,
thereby enabling organizations to address critical business needs,
such as information management, business continuity, compliance and
risk mitigation. The network connectivity solutions provide a
comprehensive set of core network technologies that enables the
enterprise to connect to any type of legacy system. Founded in
1984, Hummingbird employs over 1,400 people and serves more than
33,000 customers, including 90% of Fortune 100. Hummingbird
solutions are sold directly from 40 offices worldwide and through
an Alliance Network of partners and resellers. For more
information, visit http://www.hummingbird.com/. Forward-Looking
Statements Forward-looking statements in this press release,
including statements relating to the date of court approval and the
closing date for the transaction, are made pursuant to the safe
harbor provisions of the United States Private Securities
Litigation Reform Act of 1995. Forward-looking statements are based
on assumptions made by and information currently available to
Hummingbird. Investors are cautioned that these forward-looking
statements are subject to risks and uncertainties that may cause
future results to differ materially from those expected. Such risks
include, but are not limited to Hummingbird's ability to close the
transaction in the time period anticipated, if at all, which is
dependent upon Hummingbird's ability to receive the requisite
regulatory approvals and to comply with the closing conditions to
the transactions, some of which are beyond Hummingbird's control.
Forward-looking statements are based on management's current plans,
estimates, opinions and projections, and Hummingbird does not
assume any obligation to update forward-looking statements if
assumptions related to these plans, estimates, opinions and
projections should change. DATASOURCE: Hummingbird Ltd. CONTACT:
Inder Duggal, Chief Financial Officer, Hummingbird Ltd., Tel: (416)
496-2200 ext.2205, ; Dan Coombes, Director, Investor Relations,
Hummingbird Ltd., Tel: (416) 496-2200 ext. 6359, ; Michele
Stevenson, Senior Manager, Corporate Communications, Hummingbird
Ltd., Tel: (416) 496-2200 ext. 2623,
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