Open Text Option Exercised - Raises $US 102 Million

Waterloo, ON - 1999-04-28 - Open Text Corporation (NASDAQ:OTEX; TSE:OTC), announced today that a syndicate of investment dealers has agreed to exercise an option to acquire an additional 1,000,000 Special Warrants of the company in addition to the 2,000,000 Special Warrants previously announced. The offering price of the Special Warrants is $US 34.00 per Special Warrant, for gross proceeds of $US 102,000,000. The option was increased from 500,000 to 1,000,000 Special Warrants due to investor demand. The offering is scheduled to close on or about May 3, 1999.

The net proceeds of the offering will be used to fund acquisitions and for working capital.

Each Special Warrant is exercisable to acquire one common share of the company without payment of additional consideration.

The offered securities will not be registered under the U.S. Securities Act of 1933 (the "Securities Act") and may not be offered or sold within the United States or to, or for the benefit of, U.S. persons except in certain transactions exempt from the registration requirements of the Securities Act.

The first trade of the common shares issuable upon exercise of the Special Warrants is required to be made on the Toronto Stock Exchange (or otherwise outside of the United States) in compliance with Regulation S of the Securities Act and, in most cases, subsequent trades can be made on either the TSE or on NASDAQ.

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