Open Text Corporation (NASDAQ: OTEX, TSX: OTEX) announced it has commenced a proposed offering of senior secured notes, with proceeds intended to retire existing debt, according to a press release dated Sept. 23, 2026.

The company plans to use the net proceeds to fully redeem its outstanding $1.0 billion principal amount of 6.900% Senior Secured Notes due 2027, including any applicable redemption premium and accrued interest. OpenText also intends to use proceeds to fund a tender offer for up to $450 million in principal of its 3.875% Senior Notes due 2028, though that amount may be adjusted.

The new notes will be guaranteed on a senior secured basis by OpenText's existing wholly-owned subsidiaries that serve as guarantors or co-obligors under its senior secured credit facilities, term loan credit agreement, and 2027 Notes. Any remaining net proceeds are designated for general corporate purposes.

The offering is being conducted under Rule 144A and Regulation S of the Securities Act of 1933 and will not be registered under that act. The notes may only be offered to qualified institutional buyers in the U.S. and to certain persons in offshore transactions. The notes will not be qualified for public sale by prospectus under Canadian securities laws.

The timing, size, and terms of the offering remain subject to market conditions. OpenText cautioned that there is no assurance the redemption of the 2027 Notes or the tender offer will be completed as described.