Open Text has agreed to buy Hummingbird for $489 million in cash, prompting Hummingbird to reject the $465 million offer it accepted in May from Symphony Technology Group.
Hummingbird, a developer of enterprise document management and legacy network connectivity software in Toronto, described the agreement reached with Open Text on Friday as “definitive.”
That’s the term it also used to describe its acceptance of Symphony’s bid on May 26, however. Breaking off that deal cost Hummingbird a cancellation fee of $11.7 million, it said.
A merger between Hummingbird and Open Text, which also makes software for managing corporate documents, would result in a company with more than 3,400 employees around the world. To go ahead, the deal must win the approval of two-thirds of Hummingbird’s shareholders at a meeting in September.
Open Text, of Waterloo, Ontario, reported net income of $20.4 million on sales of $415 million in the fiscal year to June 30, 2005, the last full fiscal year for which figures are available.
Hummingbird, in its fiscal year ending Sept. 30, 2005, reported a net loss of $5.8 million on sales of $236 million. Of that, sales of enterprise software accounted for $169 million, up 12.6% over the previous year. Legacy network connectivity software accounted for $67 million, down 4.3%.
Symphony’s plans to build a software conglomerate through acquisitions will be slowed by Hummingbird’s change of direction. Earlier this year, it was on a buying spree, acquiring price optimization software company Metreo in January and marketing analytics company ImmediateFX in February.
Symphony, based in Palo Alto, Calif., owns part of mid-range ERP vendor Lawson Software. That came about following Lawson’s $480 million all-share bid in June 2005 for Intentia International, a Swedish software company in which Symphony held a significant stake.
