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Actuate and Xenos Announce Successful Completion of Acquisition

Originally published February 2, 2010

Actuate Corporation (Actuate), the people behind BIRT, and Xenos Group Inc. (Xenos) recently announced approximately 9.5 million common shares of Xenos had been validly deposited to the previously announced 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.  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.

This BeyeNETWORK news item contains information from a recent press release by the company mentioned.