X0206 3 2019-12-24 0 0001340127 Carbonite Inc CARB 0001002638 OPEN TEXT CORP 275 FRANK TOMPA DRIVE WATERLOO A6 N2L 0A1 ONTARIO, CANADA 0 0 1 0 Common Stock, par value $0.001 per share 1000 I Through a wholly owned subsidiary On December 24, 2019, Open Text Corporation ("Parent") and Coral Merger Sub Inc. ("Purchaser") completed the transactions contemplated by the Agreement and Plan of Merger, dated as of November 10, 2019, by and among Carbonite, Inc. ("Issuer"), Parent and Purchaser (the "Merger Agreement"). Pursuant to the terms of the Merger Agreement, Purchaser merged with and into Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly-owned subsidiary of Parent (the "Surviving Corporation") and Purchaser ceasing to exist following the Merger. At the effective time of the Merger, the outstanding shares of common stock of Purchaser were converted into and became shares of the Surviving Corporation. Prior to the Merger, Purchaser was a wholly-owned subsidiary of Parent. Subsequent to the Merger, Issuer is a wholly-owned subsidiary of Open Text Holdings, Inc., which is a wholly-owned subsidiary of Parent. /s/ Gordon Davies, EVP, Chief Legal Officer and Corporate Development 2019-12-26