SPECIAL CHARGES (RECOVERIES)

Special charges include costs that relate to certain restructuring initiatives that we have undertaken from time to time under our various restructuring plans, as well as acquisition-related costs and other similar charges.



	Three Months Ended September 30,
	2015			2014
Fiscal 2015 Restructuring Plan	$	15,474		$	—
OpenText/GXS Restructuring Plan	(152		)	2,806
Restructuring Plans prior to OpenText/GXS Restructuring Plan	—			87
Acquisition-related costs	177			436
Other charges (recoveries)	1,838			840
Total	$	17,337		$	4,169

Fiscal 2015 Restructuring Plan

In the third quarter of Fiscal 2015 and in the context of the acquisition of Actuate Corporation (Actuate), we began to implement restructuring activities to streamline our operations (OpenText/Actuate Restructuring Plan). We subsequently announced, on May 20, 2015 that we were initiating a restructuring program in conjunction with organizational changes to support our cloud strategy and drive further operational efficiencies. These charges are combined with the OpenText/Actuate Restructuring Plan (collectively referred to as the Fiscal 2015 Restructuring Plan) and are presented below. The Fiscal 2015 Restructuring Plan charges relate to workforce reductions and facility consolidations. These charges require management to make certain judgments and estimates regarding the amount and timing of restructuring charges or recoveries. Our estimated liability could change subsequent to its recognition, requiring adjustments to the expense and the liability recorded. On a quarterly basis, we conduct an evaluation of the related liabilities and expenses and revise our assumptions and estimates as appropriate.

As of September 30, 2015, we expect total costs to be incurred in conjunction with the Fiscal 2015 Restructuring Plan to be approximately $32.0 to $35.0 million, of which $23.7 million has already been recorded within Special charges to date. We expect the Fiscal 2015 Restructuring Plan to be substantially completed by the end of Fiscal 2016.

A reconciliation of the beginning and ending liability for the three months ended September 30, 2015 is shown below.



Fiscal 2015 Restructuring Plan	Workforce reduction			Facility costs			Total
Balance as of June 30, 2015	$	3,842		$	2,126		$	5,968
Accruals and adjustments	15,084			390			15,474
Cash payments	(7,657		)	(401		)	(8,058		)
Foreign exchange	(470		)	597			127
Balance as of September 30, 2015	$	10,799		$	2,712		$	13,511

OpenText/GXS Restructuring Plan

In the third quarter of Fiscal 2014 and in the context of the acquisition of GXS, we began to implement restructuring activities to streamline our operations (OpenText/GXS Restructuring Plan). These charges relate to workforce reductions, facility consolidations and other miscellaneous direct costs. These charges require management to make certain judgments and estimates regarding the amount and timing of restructuring charges or recoveries. Our estimated liability could change subsequent to its recognition, requiring adjustments to the expense and the liability recorded. On a quarterly basis, we conduct an evaluation of the related liabilities and expenses and revise our assumptions and estimates as appropriate.

Since the inception of the plan $27.3 million has been recorded within Special charges. We do not expect to incur any further significant charges related to this plan.

A reconciliation of the beginning and ending liability for the three months ended September 30, 2015 are shown below.



OpenText/GXS Restructuring Plan	Workforce reduction			Facility costs			Total
Balance as of June 30, 2015	$	2,846		$	4,436		$	7,282
Accruals and adjustments	(156		)	1			(155		)
Cash payments	(328		)	(847		)	(1,175		)
Foreign exchange	128			(23		)	105
Balance as of September 30, 2015	$	2,490		$	3,567		$	6,057

Acquisition-related costs

Included within "Special charges" for the three months ended September 30, 2015 are costs incurred directly in relation to acquisitions in the amount of $0.2 million (September 30, 2014—$0.2 million). We incurred no costs relating to financial advisory, legal, valuation and audit services and other miscellaneous costs necessary to integrate acquired companies into our organization during the three months ended September 30, 2015 (September 30, 2014—$0.2 million).

Other charges (recoveries)

For the three months ended September 30, 2015, "Other charges (recoveries)" primarily includes (i) a recovery of $0.2 million relating to certain pre-acquisition tax liabilities becoming statute barred and (ii) a recovery of $0.2 million relating to interest released on certain pre-acquisition liabilities. These recoveries were offset by charges of $1.9 million relating to a one-time, ERP implementation project in which the Company is currently involved. The remaining amounts relate to miscellaneous other charges.

Included within "Other charges (recoveries)" for the three months ended September 30, 2014 is a charge of $0.8 million relating to certain pre-acquisition tax liabilities, the associated interest accrual, and miscellaneous integration costs.