Exhibit 99.1
Actuates Take-over Bid for Xenos Closed; Actuate Acquires 95.2% of Xenos Outstanding Shares
San Mateo, Calif. And Toronto, Ontario February 1, 2010 Actuate Corporation (Actuate)
(NASDAQ: ACTU), the people behind BIRT, and Xenos Group Inc. (Xenos) (TSX:XNS), are pleased to
announce that as of 5:00 p.m. (Eastern Time) on February 1, 2010, approximately 9.5 million common
shares of Xenos had been validly deposited (and not withdrawn) to the previously announced offer
(the Offer) by Actuate, through its wholly-owned subsidiary Actuate Canada International
Corporation, to acquire all of the outstanding common shares of Xenos for CAD$3.50 in cash per
share. Actuate has taken up and accepted for payment all such shares, which represent over 95.2%
of the common shares of Xenos and, accordingly, the Offer is now concluded. Actuate did not own
any shares prior to the acquisition of shares under the Offer.
The shares taken up under the Offer are sufficient to permit Actuate to acquire all remaining
common shares of Xenos by way of a compulsory acquisition under the Business Corporations Act
(Ontario). Actuate intends to send a notice of compulsory acquisition to each Xenos shareholder
who has not accepted the Offer as soon as practicable. Actuate and Xenos intend to apply to the
Ontario Securities Commission to request an exemption from certain continuous disclosure
obligations pending the
completion of the compulsory acquisition, including the requirement to file and mail to Xenos
shareholders Xenos first quarter financial statements and related materials.
In connection with the Offer, Stuart John Butts, Calvin Galatiuk, Chungsen Leung, Edmund F.
Merringer, Kent Petzold, John Peter Williams and Frank W. Smith have resigned as Directors of
Xenos.
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Concurrent with their resignations, Xenos is pleased to announce the appointment of Kenneth
E. Marshall, Arthur C. Patterson, Steven D. Whiteman and Jeff D. Perkins to its Board of Directors.
Actuate the people behind BIRT
Actuate founded and continues to co-lead the Eclipse BIRT open source project. BIRT is the
premier development environment for Rich Information Applications that present data in compelling
and interactive ways via the web on any device. Actuate and its people are dedicated to making BIRT
the best environment for our customers to develop Web 2.0 applications that drive revenue through
higher customer satisfaction/loyalty and improve operational performance. The people of Actuate
continually participate in and provide resources for the vibrant open source community that has
emerged around BIRT. Anybody can participate in the BIRT movement by visiting
www.birt-exchange.com.
Actuate offers value-add BIRT products and services that speed the development process and bring
additional functionality, interactivity and enterprise scalability to BIRT-based Rich Information
Applications. Actuate has over 4,400 customers globally in a diverse range of business areas
including financial services and the public sector. Founded in 1993, Actuate is headquartered in
San Mateo, California, with offices worldwide. Actuate is listed on NASDAQ under the symbol ACTU.
For more information, visit the companys web site at www.actuate.com.
Contact Information:
Actuate Corporation, 2207 Bridgepointe Parkway, Suite 500, San Mateo, CA, 94404, USA
Actuate Canada International Corporation, 1 First Canadian Place, 100 King Street
West, Suite 4400, Box 63, Toronto, ON M5X 1B1, Canada.
About Xenos Group Inc.
Xenos (TSX:XNS) is the market-leading provider of high-performance software solutions that
deliver a superior Return on Information by Streamlining Enterprise Information Supply Chains.
The companys solutions, based on the scalable Xenos Enterprise Serverand its components, process,
extract, transform, repurpose and personalize high volumes of data
and documents for storage, real-time access, ePresentment, printing and delivery in numerous
formats across multiple channels. By readily repurposing, integrating with and extending the
business value of existing technology, infrastructure and business applications, Xenos solutions
empower organizations to adapt to changing market demands. They also improve operational
efficiency, enhance business processes, reduce risk for compliance management and increase employee
productivity with lowered total cost of ownership both for the enterprise and for its customers.
Xenos supports Green IT initiatives by empowering organizations to Reduce Reuse Recycle
information resources.
Xenos customers are among the largest organizations worldwide, spanning numerous industries
including
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financial services and insurance. Xenos has offices in Canada, the United States, the
United Kingdom and France and a global partner network. For more information, visit www.xenos.com.
Cautionary Note Regarding Forward Looking Statements: The statements contained in this press
release relating to Actuate and the Offer that are not purely historical are forward looking
statements within the meaning of Section 21E of the Securities Exchange Act of 1934. These include
statements regarding Actuates expectations, beliefs, hopes, intentions or strategies regarding the
future, including the timing, financing and performance of the acquisition. All such
forward-looking statements are based upon information available to Actuate as of the date hereof,
and Actuate disclaims any obligation to update or revise any such forward-looking statements based
on changes in expectations or the circumstances or conditions on which such expectations may be
based. Actual results could differ materially from Actuates current expectations. Factors that
could cause or contribute to such differences include, but are not limited to, the timing of and/or
the satisfaction of closing conditions, quarterly fluctuations in revenues, other operating results
and cash flows, our ability to successfully integrate the acquisition, general economic and
geopolitical uncertainties and other risk factors that are discussed in Actuates Securities and
Exchange Commission filings, specifically Actuate 2008 Annual Report on Form 10-K filed on March
12, 2009.
Certain statements made in this press release relating to Xenos and the Offer are forward-looking
within the meaning of certain securities laws. Such forward-looking statements are based on a
number of assumptions and involve known and unknown risks, uncertainties and other factors that may
cause the actual results, performance or achievements of Xenos or developments in Xenos business
or its industry to differ materially from the anticipated results, performance, achievements or
developments expressed or implied by such forward-looking statements. Xenos urges you not to place
undue reliance on these estimates, opinions and projections. Xenos assumes no obligation to update
forward-looking statements if assumptions or these plans, estimates, opinions or projections should
change.
Copyright © 2010 Actuate Corporation. All rights reserved. Actuate and the Actuate logo are
registered trademarks of Actuate Corporation and/or its affiliates in the U.S. and certain other
countries. All other brands, names or trademarks mentioned may be trademarks of their respective
owners.
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