Press Release: OpenText Reports Third Quarter Fiscal Year 2025 Financial Results

Dow Jones
01 May

OpenText Reports Third Quarter Fiscal Year 2025 Financial Results

PR Newswire

WATERLOO, ON, April 30, 2025

Announces Expansion and Final Phase of Business Optimization Plan

 
Fiscal 2025 Third Quarter Highlights (in millions(1) ) 
                    Profitability                     EPS                       Cash Flows 
---------    ---------------------------    -----------------------    ---------------------------- 
  Cloud 
Revenues     Net Income       A-EBITDA        GAAP        Non-GAAP     Operating    Free Cash Flows 
---------    -----------    ------------    ---------    ----------    ---------    --------------- 
  $463           $93            $395          $0.35        $0.82         $402            $374 
+1.8% Y/Y    7.4% margin    31.5% margin    -2.8% Y/Y    -12.8% Y/Y    +4.6% Y/Y       +7.4% Y/Y 
 
 
  "On the strength of our operating model, OpenText delivered solid Q3 Cloud 
  revenues, A-EBITDA margin and free cash flows, however, total revenues fell 
  short of our expectations given demand volatility," said Mark J. Barrenechea, 
  OpenText CEO & CTO. "While every organization is managing significant 
  uncertainty, we continue to prove the criticality of OpenText products and the 
  resiliency of our business model, as we support customers in all industries 
  across this dynamic environment." 
 
  "We are incredibly proud to have expanded many customer relationships during the 
  quarter, and we launched with great anticipation our new Titanium X platform (CE 
  25.2) that will allow customers to work in SaaS and hybrid environments, while 
  making smarter decisions with OpenText Aviator AI," said Barrenechea. "In 
  addition, we announced the significant final phase of our Business Optimization 
  Plan that commenced last summer. This work is important in continuously improve 
  our A-EBITDA margin, and allow us to reinvest for the long-term in our Aviator 
  AI platform, Content, Security and Cloud growth products." 
                                                         Mark J. Barrenechea, OpenText CEO & CTO 
 
  "I am excited to have joined such an extraordinary Canadian company. There is no 
  other Canadian software company with the breadth, depth and clear winning 
  position particularly in AI, Content, Security and Cloud, as OpenText. We have 
  the operational focus to generate strong long-term margin and earnings growth, 
  while leveraging our significant cash flow generation capability to reinvest in 
  top priority products and investor returns. The bottom line results this quarter 
  are a great example of our resilience and consistency. It's an exceptional time 
  for investors to participate in the earnings growth engine we're building at 
  OpenText." 
                                                            Chadwick Westlake, OpenText EVP, CFO 
 
 

WATERLOO, ON, April 30, 2025 /PRNewswire/ -- Open Text Corporation (NASDAQ: OTEX), (TSX: OTEX), today announced its financial results for the third quarter ended March 31, 2025.

Third Quarter Financial Highlights Y/Y

   -- Total revenues: $1.254 billion, -13.3% Y/Y or -4.5% when adjusted for the 
      AMC divestiture 
 
   -- Annual recurring revenues $(ARR)$: $1.030 billion, -10.1% Y/Y or -2.8% when 
      adjusted for the AMC divestiture 
 
   -- Cloud revenues: $463 million, +1.8% Y/Y, 17 consecutive quarters of cloud 
      organic growth 
 
   -- Quarterly enterprise cloud bookings(2):$151 million, -8.4% Y/Y 
 
   -- Cash flows: Operating $402 million and free cash flows(3) $374 million 
 
   -- Net income: GAAP $93 million, -5.6% Y/Y, Non-GAAP(3) $216 million, -16.0% 
      Y/Y 
 
   -- Adjusted EBITDA(3) of $395 million, margin of 31.5% 
 
   -- Diluted earnings per share (EPS): GAAP $0.35, Non-GAAP(3) $0.82 
 
   -- Returned $183 million of capital to shareholders 
 
   -- Paid $68 million to shareholders through dividends 
 
   -- Repurchased $115 million of common shares for cancellation 
 
(1)  Numbers represented are in millions of US dollars, except for per share 
     or percentage metrics. 
(2)  Enterprise cloud bookings is defined as the total value from cloud 
     services and subscription contracts, entered into in the period that are 
     new, committed and incremental to our existing contracts, entered into 
     with our enterprise based customers. 
(3)  Please see Note 2 "Use of Non-GAAP Financial Measures" to the condensed 
     consolidated financial statements below. 
 

Financial Highlights for Q3 Fiscal 2025 with Year Over Year Comparisons

 
Summary of 
Quarterly 
Results 
----------------- 
(In millions, 
except per share                                             Q3 FY'25   % Change 
data)              Q3 FY'25   Q3 FY'24   $ Change  % Change    in CC*    in CC* 
Revenues: 
   Cloud services 
    and 
    subscriptions       $463       $455        $8     1.8 %       $468     3.0 % 
   Customer 
    support             $567       $691    ($124)  (17.9) %       $578  (16.4) % 
   Total annual 
    recurring 
    revenues**        $1,030     $1,146    ($116)  (10.1) %     $1,046   (8.7) % 
   License              $138       $200     ($62)  (30.9) %       $141  (29.6) % 
   Professional 
    service and 
    other                $86       $101     ($15)  (14.7) %        $88  (12.6) % 
Total revenues        $1,254     $1,447    ($193)  (13.3) %     $1,275  (11.9) % 
GAAP-based 
 operating 
 income                 $209       $227     ($18)   (7.9) %        N/A       N/A 
Non-GAAP-based 
 operating income 
 (1)                    $363       $432     ($69)  (15.9) %       $366  (15.3) % 
GAAP-based net 
 income 
 attributable to 
 OpenText                $93        $98      ($5)   (5.6) %        N/A       N/A 
Non-GAAP-based 
 net income 
 attributable to 
 OpenText (1)           $216       $257     ($41)  (16.0) %       $218  (15.1) % 
GAAP-based EPS, 
 diluted               $0.35      $0.36   ($0.01)   (2.8) %        N/A       N/A 
Non-GAAP-based 
 EPS, diluted 
 (1)(2)                $0.82      $0.94   ($0.12)  (12.8) %      $0.83  (11.7) % 
Adjusted 
 EBITDA (1)             $395       $464     ($68)  (14.8) %       $398  (14.2) % 
Operating cash 
 flows                  $402       $385       $18     4.6 %        N/A       N/A 
Free cash flows 
 (1)                    $374       $348       $26     7.4 %        N/A       N/A 
-----------------  ---------  ---------  --------  --------  ---------  -------- 
 
Summary of YTD 
Results 
----------------- 
(In millions, 
except per share                                             FY'25 YTD  % Change 
data)              FY'25 YTD  FY'24 YTD  $ Change  % Change    in CC*    in CC* 
Revenues: 
   Cloud services 
    and 
    subscriptions     $1,382     $1,356       $26     1.9 %     $1,387     2.3 % 
   Customer 
    support           $1,753     $2,085    ($331)  (15.9) %     $1,761  (15.5) % 
   Total annual 
    recurring 
    revenues**        $3,135     $3,441    ($305)   (8.9) %     $3,148   (8.5) % 
   License              $453       $663    ($210)  (31.6) %       $455  (31.3) % 
   Professional 
    service and 
    other               $269       $304     ($35)  (11.5) %       $270  (11.3) % 
Total revenues        $3,858     $4,407    ($550)  (12.5) %     $3,873  (12.1) % 
GAAP-based 
 operating 
 income                 $711       $694       $17     2.5 %        N/A       N/A 
Non-GAAP-based 
 operating income 
 (1)                  $1,244     $1,425    ($181)  (12.7) %     $1,241  (13.0) % 
GAAP-based net 
 income 
 attributable to 
 OpenText               $407       $217      $190    87.7 %        N/A       N/A 
Non-GAAP-based 
 net income 
 attributable to 
 OpenText (1)           $758       $870    ($112)  (12.9) %       $756  (13.1) % 
GAAP-based EPS, 
 diluted               $1.53      $0.80     $0.73    91.3 %        N/A       N/A 
Non-GAAP-based 
 EPS, diluted 
 (1)(2)                $2.85      $3.19   ($0.34)  (10.7) %      $2.85  (10.8) % 
Adjusted 
 EBITDA (1)           $1,341     $1,525    ($184)  (12.1) %     $1,337  (12.3) % 
Operating cash 
 flows                  $672       $782    ($110)  (14.1) %        N/A       N/A 
Free cash flows 
 (1)                    $563       $663    ($100)  (15.0) %        N/A       N/A 
-----------------  ---------  ---------  --------  --------  ---------  -------- 
 
 
 
(1)  Please see Note 2 "Use of Non-GAAP Financial Measures" to the condensed 
     consolidated financial statements below. 
(2)  For periods prior to Fiscal 2025, this is reflective of the amount of net 
     tax benefit arising from the internal reorganization assumed to be 
     allocable to the period based on the forecasted utilization period. 
     Please also see Note 14 to the Company's Fiscal 2018 Consolidated 
     Financial Statements on Form 10-K. 
 
Note: Items in tables may not add due to rounding. Percentages presented are 
calculated based on the underlying amounts. 
 
*CC: Constant currency for this purpose is defined as the current period 
reported revenues/expenses/earnings represented at the prior comparative 
period's foreign exchange rate. 
 
**Annual recurring revenue is defined as the sum of Cloud services and 
subscriptions revenue and Customer support revenue. 
 

Expansion of the Business Optimization Plan

On April 29, 2025, the Board approved an expansion of our previously announced Business Optimization Plan to complete strategic initiatives, integration and simplification following the Micro Focus acquisition, AMC divestiture and other growth and innovation plans including the deployment of AI and automation. We expect up to approximately $200 million of additional costs to be incurred to complete this final phase of the Business Optimization Plan, bringing the combined plan up to approximately $260 million. This expansion includes costs associated with workforce reduction due to automation, centralization and simplification, and corresponding facility costs related to a reduction of our real estate footprint globally. On an overall basis, the expansion is expected to result in a total net reduction of approximately 2,000 positions, an increase of approximately 1,600 positions from the previously announced plan. The expanded Business Optimization Plan along with other savings initiatives, when fully implemented, is expected to generate total annualized savings of approximately $490 million to $550 million, an increase of $340 million to $400 million on an annualized basis. Of this, approximately 50% will be realized in Fiscal 2026, with the remaining annualized benefit to be realized in Fiscal 2027.

Dividend

As part of our quarterly, non-cumulative cash dividend program, the Board declared on April 29, 2025, a cash dividend of $0.2625 per common share. The record date for this dividend is June 6, 2025 and the payment date is June 20, 2025. OpenText believes strongly in returning value to its shareholders and intends to maintain its dividend program. Any future declarations of dividends and the establishment of future record and payment dates are all subject to the final determination and discretion of the Board of Directors.

Share Repurchase

OpenText announced that in the third quarter of Fiscal 2025, it repurchased $115 million of common shares for cancellation under its share repurchase plan (the Fiscal 2025 Repurchase Plan). As of the end of the third quarter of Fiscal 2025, $266 million of common shares have been repurchased for cancellation under the Fiscal 2025 Repurchase Plan. During the fiscal quarter, OpenText also announced that it increased the authorized limit of the Fiscal 2025 Repurchase Plan by $150 million to $450 million and established an automatic share purchase plan (ASPP) with its broker to facilitate repurchases of common shares. Under the Fiscal 2025 Repurchase Plan, for the period commencing August 7, 2024 until August 6, 2025, OpenText intends to purchase for cancellation in open market transactions, from time to time, up to $450 million of its issued and outstanding common shares, subject to a maximum of 21,179,064 common shares.

Quarterly Business Highlights

   -- Key customer wins in the quarter include: ABN AMRO Bank, Alps Alpine 
      North America, Avatel Telecom, Converge ICT Solutions, Criteo Technology, 
      Fidelity National Financial, Froneri International, Japan Tobacco 
      International (Spain), Kubus IT GbR, Leonardo UK, Pikeville Medical 
      Center, Quantum Health, Sky Italia, SMA Solar Technology, United States 
      Air Force. 
 
   -- OpenText announced availability of Cloud Editions 25.2, formerly known as 
      Titanium X, which brings together a comprehensive set of enterprise 
      capabilities for process automation, data, security and AI. 
 
   -- OpenText held customer summits in London and Munich, empowering 
      businesses with the latest breakthroughs in information management and AI 
      that are driving massive growth and productivity enhancements for the 
      world's largest organizations. 
 
   -- OpenText launched next generation OpenText Cybersecurity Cloud with 
      AI-powered threat detection and response capabilities. 
 
   -- OpenText strengthened consumer Cybersecurity portfolio delivering 
      multiple layers of security in a single, unified platform. 
 
Summary of 
Quarterly 
Results 
--------------- 
                                           % Change          % Change (Q3 
                   Q3      Q2      Q3     (Q3 FY'25 vs       FY'25 vs Q3 
                 FY'25   FY'25    FY'24    Q2 FY'25)            FY'24) 
Revenue 
 (millions)      $1,254  $1,335   $1,447       (6.0) %           (13.3) % 
GAAP-based 
 gross margin    71.6 %  73.3 %   73.0 %         (170)  bps         (140)  bps 
Non-GAAP-based 
 gross margin 
 (1)             75.7 %  77.2 %   76.7 %         (150)  bps         (100)  bps 
GAAP-based EPS, 
 diluted          $0.35   $0.87    $0.36      (59.8) %            (2.8) % 
Non-GAAP-based 
 EPS, diluted 
 (1)(2)           $0.82   $1.11    $0.94      (26.1) %           (12.8) % 
---------------  ------  ------  -------  ------------  ---  ------------  --- 
 
 
 
(1)  Please see Note 2 "Use of Non-GAAP Financial Measures" to the condensed 
     consolidated financial statements below. 
(2)  Please also see Note 14 to the Company's Fiscal 2018 Consolidated 
     Financial Statements on Form 10-K. Reflective of the amount of net tax 
     benefit arising from the internal reorganization assumed to be allocable 
     to the current period based on the forecasted utilization period. 
 

Conference Call Information

OpenText posted an investor presentation on its Investor Relations website and invites the public to listen to the earnings conference call webcast tomorrow on Thursday, May 1, 2025 at 8:30 a.m. ET (5:30 a.m. PT) from the Investor Relations section of the Company's website at https://investors.opentext.com. To join the webcast instantly, use this webcast link. A webcast replay will be available shortly following completion of the live call.

Please see below note (2) for a reconciliation of U.S. GAAP-based financial measures used in this press release to Non-GAAP-based financial measures.

Copyright (c)2025 Open Text. OpenText is a trademark or registered trademark of Open Text. The list of trademarks is not exhaustive of other trademarks. Registered trademarks, product names, company names, brands and service names mentioned herein are property of Open Text. All rights reserved. For more information, visit: https://www.opentext.com/about/copyright-information.

About OpenText

OpenText is the leading Information Management software and services company in the world. We help organizations solve complex global problems with a comprehensive suite of Business Clouds, Business AI, and Business Technology. For more information about OpenText (NASDAQ/TSX: OTEX), please visit us at https://www.opentext.com.

OTEX-F

Cautionary Statement Regarding Forward-Looking Statements

Certain statements in this press release, including statements about Open Text Corporation ("OpenText" or "the Company") on growth, profitability and future of Information Management, including delivering long term margin and earnings growth, reinvestment in growth products, margin improvement and efficiency; achieving total revenue growth, competitive advantage through innovation, and operational excellence through delivering upper quartile margins, free cash flow, earnings and capital return; customer benefits from products; A-EBITDA expansion; executing the Company's capital allocation strategy, including expected return to shareholders; level of performance through the fiscal year; new bookings, demand, scale and revenue growth; expansion and execution of Business Optimization Plan and other savings initiatives, including timing, costs, savings, associated benefits thereof and potential adjustments of amounts thereto; innovation fueled by cloud, AI and security technologies; executing on targets and aspirations; future acquisitions or divestitures and associated strategy; future revenues, operating expenses, margins, free cash flows, interest expense and capital expenditures; net leverage and savings targets and timing thereof; market share of our products; innovation road map; intention to maintain a dividend program, including any targeted annualized dividend; expected size and timing of the Fiscal 2025 Repurchase Plan, including execution thereof; future tax rates; renewal rates; new platform and product offerings, including reinvestment therein and associated benefits to customers; internal automation and AI leverage, including our AI strategy, vision and growth; strategy to build shareholder value; and other matters, which may contain words such as "anticipates", "expects", "intends", "plans", "believes", "seeks", "estimates", "may", "could", "would", "might", "will" and variations of these words or similar expressions are intended to identify forward-looking statements or information under applicable securities laws (forward-looking statements). In addition, any statements or information that refer to expectations, beliefs, plans, projections, objectives, performance or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements, and are based on our current expectations, forecasts and projections about the operating environment, economies and markets in which we operate. Forward-looking statements reflect our current estimates, beliefs and assumptions, which are based on management's perception of historic trends, current conditions and expected future developments, as well as other factors it believes are appropriate in the circumstances, such as certain assumptions about the economy, as well as market, financial and operational assumptions. Management's estimates, beliefs and assumptions, including statements regarding future targets and aspirations, are inherently subject to significant business, economic, competitive and other uncertainties and contingencies regarding future events and, as such, are subject to change and are not considered guidance. We can give no assurance that such estimates, beliefs and assumptions will prove to be correct. Future declarations of dividends are also subject to the final determination and discretion of the Board of Directors, and an

annualized dividend has not been approved or declared by the Board. Forward-looking statements involve known and unknown risks and uncertainties such as those relating to: all statements regarding the expected future financial position, results of operations, revenues, expenses, margins, cash flows, dividends, share buybacks, financing plans, business strategy, budgets, capital expenditures, competitive positions, growth opportunities, plans and objectives of management, including any anticipated synergy benefits; incurring unanticipated costs, delays or difficulties; and our ability to develop, protect and maintain our intellectual property and proprietary technology and to operate without infringing on the proprietary rights of others. We rely on a combination of copyright, patent, trademark and trade secret laws, non-disclosure agreements and other contractual provisions to establish and maintain our proprietary rights, which are important to our success. From time to time, we may also enforce our intellectual property rights through litigation in line with our strategic and business objectives. The actual results that OpenText achieves may differ materially from any forward-looking statements. For additional information with respect to risks and other factors which could occur, see the Company's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other securities filings with the Securities and Exchange Commission $(SEC.UK)$ and other securities regulators. Readers are cautioned not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. Unless otherwise required by applicable securities laws, the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Further, readers should note that we may announce information using our website, press releases, securities law filings, public conference calls, webcasts and the social media channels identified on the Investors section of our website . Such social media channels may include the Company's or our CEO's blog, X, formerly known as Twitter, account or LinkedIn account. The information posted through such channels may be material. Accordingly, readers should monitor such channels in addition to our other forms of communication.

 
                           OPEN TEXT CORPORATION 
                   CONDENSED CONSOLIDATED BALANCE SHEETS 
             (In thousands of U.S. dollars, except share data) 
 
                                March 31, 2025            June 30, 2024 
                            -----------------------  ----------------------- 
          ASSETS                  (unaudited) 
Cash and cash equivalents    $            1,277,950   $            1,280,662 
Accounts receivable trade, 
 net of allowance for 
 credit losses of $13,379 
 as of March 31, 2025 and 
 $12,108 as of June 30, 
 2024                                       593,069                  626,189 
Contract assets                              70,878                   66,450 
Income taxes recoverable                     18,767                   61,113 
Prepaid expenses and other 
 current assets                             200,969                  242,911 
      Total current assets                2,161,633                2,277,325 
Property and equipment, 
 net of accumulated 
 depreciation of $806,609 
 as of March 31, 2025 and 
 $751,174 as of June 30, 
 2024                                       367,741                  367,740 
Operating lease right of 
 use assets                                 209,121                  219,774 
Long-term contract assets                    47,961                   38,684 
Goodwill                                  7,493,952                7,488,367 
Acquired intangible assets                2,102,476                2,486,264 
Deferred tax assets                       1,004,429                  932,657 
Other assets                                303,124                  298,281 
Long-term income taxes 
 recoverable                                 64,389                   96,615 
      Total assets             $         13,754,826     $         14,205,707 
                            =======================  ======================= 
     LIABILITIES AND 
   SHAREHOLDERS' EQUITY 
Current liabilities: 
   Accounts payable and 
    accrued liabilities     $               847,735  $               931,116 
   Current portion of 
    long-term debt                           35,850                   35,850 
   Operating lease 
    liabilities                              75,538                   76,446 
   Deferred revenues                      1,526,829                1,521,416 
   Income taxes payable                      37,231                  235,666 
      Total current 
       liabilities                        2,523,183                2,800,494 
Long-term liabilities: 
   Accrued liabilities                       42,555                   46,483 
   Pension liability, net                   132,066                  127,255 
   Long-term debt                         6,345,390                6,356,943 
   Long-term operating 
    lease liabilities                       195,394                  218,174 
   Long-term deferred 
    revenues                                171,890                  162,401 
   Long-term income taxes 
    payable                                  84,294                  145,644 
   Deferred tax 
    liabilities                             129,646                  148,632 
      Total long-term 
       liabilities                        7,101,235                7,205,532 
Shareholders' equity: 
   Share capital and 
   additional paid-in 
   capital 
   259,649,857 and 
    267,800,517 Common 
    Shares issued and 
    outstanding at 
    March 31, 2025 and 
    June 30, 2024, 
    respectively; 
    authorized Common 
    Shares: unlimited                     2,200,012                2,271,886 
   Accumulated other 
    comprehensive income 
    (loss)                                 (75,847)                 (69,619) 
   Retained earnings                      2,082,247                2,119,159 
Treasury stock, at cost 
 (2,512,726 and 3,135,980 
 shares at March 31, 2025 
 and June 30, 2024, 
 respectively)                             (77,674)                (123,268) 
                            -----------------------  ----------------------- 
      Total OpenText 
       shareholders' 
       equity                             4,128,738                4,198,158 
   Non-controlling 
    interests                                 1,670                    1,523 
                            -----------------------  ----------------------- 
      Total shareholders' 
       equity                             4,130,408                4,199,681 
                            -----------------------  ----------------------- 
      Total liabilities 
       and shareholders' 
       equity                  $         13,754,826     $         14,205,707 
                            =======================  ======================= 
 
 
                                        OPEN TEXT CORPORATION 
                             CONDENSED CONSOLIDATED STATEMENTS OF INCOME 
                   (In thousands of U.S. dollars, except share and per share data) 
                                             (unaudited) 
 
                                 Three Months Ended                      Nine Months Ended 
                                      March 31,                               March 31, 
                       --------------------------------------  -------------------------------------- 
                              2025                2024                2025                2024 
                       ------------------  ------------------  ------------------  ------------------ 
Revenues: 
   Cloud services and 
    subscriptions          $      462,614      $      454,528       $   1,381,944       $   1,355,633 
   Customer support               567,379             691,441           1,753,464           2,084,916 
   License                        138,363             200,363             453,099             662,627 
   Professional 
    service and 
    other                          86,007             100,799             269,361             304,252 
                       ------------------  ------------------  ------------------  ------------------ 
      Total revenues            1,254,363           1,447,131           3,857,868           4,407,428 
                       ------------------  ------------------  ------------------  ------------------ 
Cost of revenues: 
   Cloud services and 
    subscriptions                 174,186             186,400             521,731             537,960 
   Customer support                61,733              74,639             186,963             223,027 
   License                          7,504               6,769              20,497              16,591 
   Professional 
    service and 
    other                          65,487              75,455             200,443             230,836 
   Amortization of 
    acquired 
    technology-based 
    intangible 
    assets                         47,199              48,094             141,646             195,702 
                       ------------------  ------------------  ------------------  ------------------ 
      Total cost of 
       revenues                   356,109             391,357           1,071,280           1,204,116 
                       ------------------  ------------------  ------------------  ------------------ 
Gross profit                      898,254           1,055,774           2,786,588           3,203,312 
                       ------------------  ------------------  ------------------  ------------------ 
Operating expenses: 
   Research and 
    development                   197,333             226,521             568,753             665,608 
   Sales and 
    marketing                     260,102             303,750             779,913             871,384 
   General and 
    administrative                115,718             145,924             321,804             450,399 
   Depreciation                    32,474              32,109              96,524              99,615 
   Amortization of 
    acquired 
    customer-based 
    intangible 
    assets                         79,683             100,841             242,235             334,958 
   Special charges 
    (recoveries)                    3,854              19,561              66,228              87,521 
                       ------------------  ------------------  ------------------  ------------------ 
      Total operating 
       expenses                   689,164             828,706           2,075,457           2,509,485 
                       ------------------  ------------------  ------------------  ------------------ 
Income from 
 operations                       209,090             227,068             711,131             693,827 
                       ------------------  ------------------  ------------------  ------------------ 
Other income 
 (expense), net                  (26,578)               9,950               6,382            (38,664) 
Interest and other 
 related expense, 
 net                             (78,816)           (132,663)           (246,713)           (413,719) 
                       ------------------  ------------------  ------------------  ------------------ 
Income before income 
 taxes                            103,696             104,355             470,800             241,444 
Provision for income 
 taxes                             10,842               6,028              63,618              24,434 
                       ------------------  ------------------  ------------------  ------------------ 
Net income for the 
 period                   $        92,854     $        98,327      $      407,182      $      217,010 
                       ------------------  ------------------  ------------------  ------------------ 
Net (income) 
 attributable to 
 non-controlling 
 interests                           (49)                (42)               (147)               (149) 
                       ------------------  ------------------  ------------------  ------------------ 
Net income 
 attributable to 
 OpenText                 $        92,805     $        98,285      $      407,035      $      216,861 
                       ==================  ==================  ==================  ================== 
Earnings per 
 share--basic 
 attributable to 
 OpenText              $             0.35  $             0.36  $             1.54  $             0.80 
                       ==================  ==================  ==================  ================== 
Earnings per 
 share--diluted 
 attributable to 
 OpenText              $             0.35  $             0.36  $             1.53  $             0.80 
                       ==================  ==================  ==================  ================== 
Weighted average 
 number of Common 
 Shares 
 outstanding--basic 
 (in '000's)                      262,841             272,272             265,132             271,671 
                       ==================  ==================  ==================  ================== 
Weighted average 
 number of Common 
 Shares 
 outstanding--diluted 
 (in '000's)                      263,834             273,033             265,610             272,349 
                       ==================  ==================  ==================  ================== 
 
 
                                 OPEN TEXT CORPORATION 
               CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME 
                             (In thousands of U.S. dollars) 
                                      (unaudited) 
 
                               Three Months Ended               Nine Months Ended 
                                    March 31,                        March 31, 
                             2025             2024             2025            2024 
                        ---------------  ---------------  --------------  -------------- 
Net income for the 
 period                 $        92,854  $        98,327  $      407,182  $      217,010 
Other comprehensive 
income (loss)--net of 
tax: 
   Net foreign 
    currency 
    translation 
    adjustments                 (1,511)           11,765         (5,534)        (18,614) 
   Unrealized gain 
   (loss) on cash flow 
   hedges: 
      Unrealized gain 
       (loss)--net of 
       tax (1)                     (46)          (1,634)         (3,580)         (1,953) 
      (Gain) loss 
       reclassified 
       into net 
       income--net of 
       tax (2)                    1,371              118           2,643             455 
   Unrealized gain 
   (loss) on 
   available-for-sale 
   financial assets: 
      Unrealized gain 
       (loss)--net of 
       tax (3)                    (395)               90             289             319 
   Actuarial gain 
   (loss) relating to 
   defined benefit 
   pension plans: 
      Actuarial gain 
       (loss)--net of 
       tax (4)                       --               --         (1,045)           (110) 
      Amortization of 
       actuarial 
       (gain) loss 
       into net 
       income--net of 
       tax (5)                      513              115             999             417 
                        ---------------  ---------------  --------------  -------------- 
Total other 
 comprehensive income 
 (loss), net for the 
 period                            (68)           10,454         (6,228)        (19,486) 
                        ---------------  ---------------  --------------  -------------- 
Total comprehensive 
 income                          92,786          108,781         400,954         197,524 
Comprehensive income 
 attributable to 
 non-controlling 
 interests                         (49)             (42)           (147)           (149) 
                        ---------------  ---------------  --------------  -------------- 
Total comprehensive 
 income attributable 
 to OpenText            $        92,737   $      108,739  $      400,807  $      197,375 
                        ===============  ===============  ==============  ============== 
 

(______________________________)

 
(1)  Net of tax expense (recovery) of $(17) and $(589) for the three months 
     ended March 31, 2025 and 2024, respectively; $(1,291) and $(704) for the 
     nine months ended March 31, 2025 and 2024, respectively. 
(2)  Net of tax expense (recovery) of $494 and $42 for the three months ended 
     March 31, 2025 and 2024, respectively; $952 and $163 for the nine months 
     ended March 31, 2025 and 2024, respectively. 
(3)  Net of tax expense (recovery) of $91 and $24 for the three months ended 
     March 31, 2025 and 2024, respectively; $316 and $84 for the nine months 
     ended March 31, 2025 and 2024, respectively. 
(4)  Net of tax expense (recovery) of $-- and $-- for the three months ended 
     March 31, 2025 and 2024, respectively; $(43) and $110 for the nine months 
     ended March 31, 2025 and 2024, respectively. 
(5)  Net of tax expense (recovery) of $83 and $50 for the three months ended 
     March 31, 2025 and 2024, respectively; $267 and $175 for the nine months 
     ended March 31, 2025 and 2024, respectively. 
 
 
                                                  OPEN TEXT CORPORATION 
                                CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY 
                                        (In thousands of U.S. dollars and shares) 
                                                       (unaudited) 
 
                                                       Three Months Ended March 31, 2025 
                      --------------------------------------------------------------------------------------------------- 
                       Common Shares and 
                       Additional Paid in 
                            Capital            Treasury Stock 
                      --------------------  --------------------  -----------  ----------------  -----------  ----------- 
                                                                                 Accumulated 
                                                                                     Other          Non- 
                                                                   Retained      Comprehensive   Controlling 
                      Shares     Amount     Shares     Amount       Earnings        Income        Interests      Total 
                      -------  -----------  -------  -----------  -----------  ----------------  -----------  ----------- 
Balance as of 
 December 31, 2024    263,728  $ 2,275,583  (4,226)  $ (144,432)  $ 2,174,514  $       (75,779)  $     1,621  $ 4,231,507 
Issuance of Common 
Shares 
 Under employee 
  stock option 
  plans                    --            3       --           --           --                --           --            3 
 Under employee 
  stock purchase 
  plans                   273        6,551       --           --           --                --           --        6,551 
Share-based 
 compensation              --       23,000       --           --           --                --           --       23,000 
Purchase of treasury 
 stock                     --           --    (297)      (7,564)           --                --           --      (7,564) 
Issuance of treasury 
 stock                     --     (73,720)    2,010       74,322        (425)                --           --          177 
Repurchase of Common 
 Shares               (4,351)     (31,405)       --           --    (115,412)                --           --    (146,817) 
Dividends declared 
 ($0.2625 per Common 
 Share)                    --           --       --           --     (69,235)                --           --     (69,235) 
Other comprehensive 
 income (loss) - 
 net                       --           --       --           --           --              (68)           --         (68) 
Net income for the 
 period                    --           --       --           --       92,805                --           49       92,854 
                      -------  -----------  -------  -----------  -----------  ----------------  -----------  ----------- 
Balance as of 
 March 31, 2025       259,650  $ 2,200,012  (2,513)   $ (77,674)  $ 2,082,247  $       (75,847)  $     1,670  $ 4,130,408 
                      =======  ===========  =======  ===========  ===========  ================  ===========  =========== 
 
                                                       Three Months Ended March 31, 2024 
                      --------------------------------------------------------------------------------------------------- 
                       Common Shares and 
                       Additional Paid in 
                            Capital            Treasury Stock 
                      --------------------  --------------------  -----------  ----------------  -----------  ----------- 
                                                                                 Accumulated 
                                                                                     Other          Non- 
                                                                   Retained      Comprehensive   Controlling 
                      Shares     Amount     Shares     Amount       Earnings        Income        Interests      Total 
                      -------  -----------  -------  -----------  -----------  ----------------  -----------  ----------- 
Balance as of 
 December 31, 2023    271,855  $ 2,261,856  (4,400)  $ (179,089)  $ 2,029,643  $       (83,499)  $     1,436  $ 4,030,347 
Issuance of Common 
Shares 
 Under employee 
  stock option 
  plans                   517       17,315       --           --           --                --           --       17,315 
 Under employee 
  stock purchase 
  plans                   190        6,698       --           --           --                --           --        6,698 
Share-based 
 compensation              --       35,947       --           --           --                --           --       35,947 
Issuance of treasury 
 stock                     --     (45,058)    1,023       45,483        (425)                --           --           -- 
Dividends declared 
 ($0.25 per Common 
 Share)                    --           --       --           --     (68,443)                --           --     (68,443) 
Other comprehensive 
 income (loss) - 
 net                       --           --       --           --           --            10,454           --       10,454 
Net income for the 
 period                    --           --       --           --       98,285                --           42       98,327 
                      -------  -----------  -------  -----------  -----------  ----------------  -----------  ----------- 
Balance as of 
 March 31, 2024       272,562  $ 2,276,758  (3,377)  $ (133,606)  $ 2,059,060  $       (73,045)  $     1,478  $ 4,130,645 
                      =======  ===========  =======  ===========  ===========  ================  ===========  =========== 
 
 
                                                  OPEN TEXT CORPORATION 
                                CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY 
                                        (In thousands of U.S. dollars and shares) 
                                                       (unaudited) 
 
                                                       Nine Months Ended March 31, 2025 
                      --------------------------------------------------------------------------------------------------- 
                       Common Shares and 
                       Additional Paid in 
                            Capital            Treasury Stock 
                      --------------------  --------------------  -----------  ----------------  -----------  ----------- 
                                                                                 Accumulated 
                                                                                     Other          Non- 
                                                                   Retained      Comprehensive   Controlling 
                      Shares     Amount     Shares     Amount       Earnings        Income        Interests      Total 
                      -------  -----------  -------  -----------  -----------  ----------------  -----------  ----------- 
Balance as of June 
 30, 2024             267,801  $ 2,271,886  (3,136)  $ (123,268)  $ 2,119,159  $       (69,619)  $     1,523  $ 4,199,681 
Issuance of Common 
Shares 
 Under employee 
  stock option 
  plans                    70        1,883       --           --           --                --           --        1,883 
 Under employee 
  stock purchase 
  plans                   992       25,722       --           --           --                --           --       25,722 
Share-based 
 compensation              --       82,801       --           --           --                --           --       82,801 
Purchase of treasury 
 stock                     --           --  (2,484)     (72,587)           --                --           --     (72,587) 
Issuance of treasury 
 stock                     --    (115,556)    3,107      118,181      (1,127)                --           --        1,498 
Repurchase of Common 
 Shares               (9,213)     (66,724)       --           --    (233,668)                --           --    (300,392) 
Dividends declared 
 ($0.7875 per Common 
 Share)                    --           --       --           --    (209,152)                --           --    (209,152) 
Other comprehensive 
 income (loss) - 
 net                       --           --       --           --           --           (6,228)           --      (6,228) 
Net income for the 
 period                    --           --       --           --      407,035                --          147      407,182 
                      -------  -----------  -------  -----------  -----------  ----------------  -----------  ----------- 
Balance as of 
 March 31, 2025       259,650  $ 2,200,012  (2,513)   $ (77,674)  $ 2,082,247  $       (75,847)  $     1,670  $ 4,130,408 
                      =======  ===========  =======  ===========  ===========  ================  ===========  =========== 
 
                                                       Nine Months Ended March 31, 2024 
                      --------------------------------------------------------------------------------------------------- 
                       Common Shares and 
                       Additional Paid in 
                            Capital            Treasury Stock 
                      --------------------  --------------------  -----------  ----------------  -----------  ----------- 
                                                                                 Accumulated 
                                                                                     Other          Non- 
                                                                   Retained      Comprehensive   Controlling 
                      Shares     Amount     Shares     Amount       Earnings        Income        Interests      Total 
                      -------  -----------  -------  -----------  -----------  ----------------  -----------  ----------- 
Balance as of 
 June 30, 2023        270,903  $ 2,176,947  (3,536)  $ (151,597)  $ 2,048,984  $       (53,559)  $     1,329  $ 4,022,104 
Issuance of Common 
Shares 
 Under employee 
  stock option 
  plans                   942       31,318       --           --           --                --           --       31,318 
 Under employee 
  stock purchase 
  plans                   717       23,709       --           --           --                --           --       23,709 
Share-based 
 compensation              --      112,944       --           --           --                --           --      112,944 
Purchase of treasury 
 stock                     --           --  (1,400)     (53,085)           --                --           --     (53,085) 
Issuance of treasury 
 stock                     --     (68,160)    1,559       71,076      (2,916)                --           --           -- 
Dividends declared 
 ($0.75 per Common 
 Share)                    --           --       --           --    (203,869)                --           --    (203,869) 
Other comprehensive 
 income (loss) - 
 net                       --           --       --           --           --          (19,486)           --     (19,486) 
Net income for the 
 period                    --           --       --           --      216,861                --          149      217,010 
                      -------  -----------  -------  -----------  -----------  ----------------  -----------  ----------- 
Balance as of 
 March 31, 2024       272,562  $ 2,276,758  (3,377)  $ (133,606)  $ 2,059,060  $       (73,045)  $     1,478  $ 4,130,645 
                      =======  ===========  =======  ===========  ===========  ================  ===========  =========== 
 
 
                                  OPEN TEXT CORPORATION 
                     CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS 
                              (In thousands of U.S. dollars) 
                                       (unaudited) 
 
                           Three Months Ended                   Nine Months Ended 
                                March 31,                            March 31, 
                  ------------------------------------  ---------------------------------- 
                        2025               2024               2025              2024 
                  -----------------  -----------------  ----------------  ---------------- 
Cash flows from 
operating 
activities: 
Net income for 
 the period       $          92,854  $          98,327  $        407,182  $        217,010 
Adjustments to 
reconcile net 
income to net 
cash provided by 
operating 
activities: 
 Depreciation 
  and 
  amortization 
  of intangible 
  assets                    159,356            181,044           480,405           630,275 
 Share-based 
  compensation 
  expense                    23,000             36,042            82,919           113,312 
 Pension expense              3,381              3,196            10,194             9,579 
 Amortization of 
  debt discount 
  and issuance 
  costs                       5,539              6,766            16,334            19,587 
 Write-off of 
  right of use 
  assets                         46              4,278             1,431            15,241 
 Adjustment to 
 gain on AMC 
 Divestiture                     --                 --             4,175                -- 
 Loss on 
  extinguishment 
  of debt                        --             10,803                --            10,803 
 Loss on sale 
  and write down 
  of property 
  and equipment, 
  net                           289              (162)               728             1,715 
 Deferred taxes            (38,794)           (72,144)          (91,771)         (249,174) 
 Share in net 
  (income) loss 
  of equity 
  investees                 (1,644)                835           (3,637)            19,013 
 Changes in 
  derivative 
  instruments                 9,836           (16,671)          (10,778)             3,551 
Changes in 
operating assets 
and 
liabilities: 
 Accounts 
  receivable                 70,030            111,772           111,909            51,487 
 Contract assets           (36,155)           (24,859)          (96,101)          (71,486) 
 Prepaid 
  expenses and 
  other current 
  assets                   (17,401)                728            37,177             4,717 
 Income taxes                12,578             16,943         (184,149)            75,676 
 Accounts 
  payable and 
  accrued 
  liabilities                46,802           (24,731)          (81,308)          (72,887) 
 Deferred 
  revenue                    82,367             56,840            10,960            14,338 
 Other assets               (6,146)                650           (7,582)             5,868 
 Operating lease 
  assets and 
  liabilities, 
  net                       (3,697)            (4,960)          (15,661)          (16,154) 
                  -----------------  -----------------  ----------------  ---------------- 
Net cash 
 provided by 
 operating 
 activities                 402,241            384,697           672,427           782,471 
                  -----------------  -----------------  ----------------  ---------------- 
Cash flows from 
investing 
activities: 
 Additions of 
  property and 
  equipment                (28,412)           (36,537)         (108,997)         (119,316) 
 Purchase of 
  Micro Focus, 
  net of cash 
  acquired                       --                 --                --           (9,272) 
 Settlement of 
  derivative 
  instruments              (10,380)                 --          (10,380)                -- 
 Adjustment to 
 proceeds from 
 AMC 
 Divestiture                     --                 --          (11,686)                -- 
 Proceeds from 
  interest on 
  derivative 
  instruments                 2,647              2,490             5,166             4,456 
 Other investing 
  activities                    582              6,315             6,474             (468) 
                  -----------------  -----------------  ----------------  ---------------- 
Net cash used in 
 investing 
 activities                (35,563)           (27,732)         (119,423)         (124,600) 
                  -----------------  -----------------  ----------------  ---------------- 
Cash flows from 
financing 
activities: 
 Proceeds from 
  issuance of 
  Common Shares 
  from exercise 
  of stock 
  options and 
  ESPP                        8,185             27,770            25,925            57,027 
 Repayment of 
  long-term debt 
  and Revolver              (8,962)          (186,463)          (26,888)         (559,389) 
 Net change in 
  transition 
  services 
  agreement 
  obligation               (37,215)                 --          (15,277)                -- 
 Debt issuance 
  costs                          --                 --           (1,066)           (2,792) 
 Repurchase of 
  Common Shares           (114,563)                 --         (267,969)                -- 
 Purchase of 
  treasury 
  stock                     (5,136)                 --          (70,159)          (53,085) 
 Payments of 
  dividends to 
  shareholders             (67,961)           (67,293)         (205,335)         (200,672) 
 Other financing 
  activities                     --            (1,447)                --           (1,447) 
                  -----------------  -----------------  ----------------  ---------------- 
Net cash used in 
 financing 
 activities               (225,652)          (227,433)         (560,769)         (760,358) 
                  -----------------  -----------------  ----------------  ---------------- 
Foreign exchange 
 gain (loss) on 
 cash held in 
 foreign 
 currencies                  14,660            (7,521)             4,866           (3,982) 
                  -----------------  -----------------  ----------------  ---------------- 
Increase 
 (decrease) in 
 cash, cash 
 equivalents and 
 restricted cash 
 during the 
 period                     155,686            122,011           (2,899)         (106,469) 
Cash, cash 
 equivalents and 
 restricted cash 
 at beginning of 
 the period               1,124,208          1,005,472         1,282,793         1,233,952 
                  -----------------  -----------------  ----------------  ---------------- 
Cash, cash 
 equivalents and 
 restricted cash 
 at end of the 
 period             $     1,279,894    $     1,127,483   $     1,279,894   $     1,127,483 
                  =================  =================  ================  ================ 
 
 
                           OPEN TEXT CORPORATION 
              CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS 
                       (In thousands of U.S. dollars) 
                                (unaudited) 
 
Reconciliation of cash, 
cash equivalents and 
restricted cash:               March 31, 2025            March 31, 2024 
                          ------------------------  ------------------------ 
Cash and cash 
 equivalents              $              1,277,950  $              1,125,323 
Restricted cash (1)                          1,944                     2,160 
                          ------------------------  ------------------------ 
Total cash, cash 
 equivalents and 
 restricted cash          $              1,279,894  $              1,127,483 
                          ========================  ======================== 
 
 
 
(1) Restricted cash is classified under the Prepaid expenses and other current 
assets and Other assets line items on the Condensed Consolidated Balance 
Sheets. 
 

Notes

(1) All dollar amounts in this press release are in U.S. Dollars unless otherwise indicated.

(2) Use of Non-GAAP Financial Measures: In addition to reporting financial results in accordance with U.S. GAAP, the Company provides certain financial measures that are not in accordance with U.S. GAAP (Non-GAAP). These Non-GAAP financial measures have certain limitations in that they do not have a standardized meaning and thus the Company's definition may be different from similar Non-GAAP financial measures used by other companies and/or analysts and may differ from period to period. Thus it may be more difficult to compare the Company's financial performance to that of other companies. However, the Company's management compensates for these limitations by providing the relevant disclosure of the items excluded in the calculation of these Non-GAAP financial measures both in its reconciliation to the U.S. GAAP financial measures and its condensed consolidated financial statements, all of which should be considered when evaluating the Company's results.

The Company uses these Non-GAAP financial measures to supplement the information provided in its condensed consolidated financial statements, which are presented in accordance with U.S. GAAP. The presentation of Non-GAAP financial measures is not meant to be a substitute for financial measures presented in accordance with U.S. GAAP, but rather should be evaluated in conjunction with and as a supplement to such U.S. GAAP measures. OpenText strongly encourages investors to review its financial information in its entirety and not to rely on a single financial measure. The Company therefore believes that despite these limitations, it is appropriate to supplement the disclosure of the U.S. GAAP measures with certain Non-GAAP measures defined below.

Non-GAAP-based net income and Non-GAAP-based EPS, attributable to OpenText, are consistently calculated as GAAP-based net income (loss) or earnings (loss) per share, attributable to OpenText, on a diluted basis, excluding the effects of the amortization of acquired intangible assets, other income (expense), share-based compensation, and special charges (recoveries), all net of tax and any tax benefits/expense items unrelated to current period income, as further described in the tables below. Non-GAAP-based gross profit is the arithmetical sum of GAAP-based gross profit and the amortization of acquired technology-based intangible assets and share-based compensation within cost of sales. Non-GAAP-based gross margin is calculated as Non-GAAP-based gross profit expressed as a percentage of total revenue. Non-GAAP-based income from operations is calculated as GAAP-based income from operations, excluding the amortization of acquired intangible assets, special charges (recoveries), and share-based compensation expense.

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