We are investigating possible breaches of fiduciary duty and other violations of law by the board of directors of Zix Corporation (“Zix” or the “Company”) (NASDAQ:ZIXI), in connection with the proposed acquisition of the Company by Open Text Corporation (“OpenText”) (NASDAQ: OTEX) via a tender offer. Under the terms of the merger agreement, the Company’s shareholders will receive $8.50 per share in cash for each share of Zix common stock that they hold.  The transaction is valued at approximately $860 million.

WeissLaw LLP is investigating whether (i) Zix’s board of directors acted in the best interests of Company shareholders in agreeing to the proposed transaction, (ii) the $8.50 per-share offer price adequately compensates Zix’s shareholders, and (iii) all information regarding the sales process and valuation of the transaction will be fully and fairly disclosed.  Notably, the offer price is $2.50 below the $11.00 median price target set by analysts following the Company.  Indeed, at least one analyst set a price target for the Company of $12 per share, $3.50 above the per-share offer price.