FY'24 Medium-Term Aspirations

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#1Investor Presentation NASDAQ: OTEX | TSX: OTEX May 4, 2022 opentext™#2Safe Harbor and IP Statement This presentation contains forward-looking statements. These forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other applicable securities laws of the United States and Canada. All statements other than statements of historical facts are statements that could be deemed forward-looking statements. When we use words such as "anticipates," "expects," "intends,” “plans,” “believes," "seeks," "estimates,” “may,” “could,” “would,” “might,” “will” and variations of these words or similar expressions, we do so to identify forward-looking statements or information under applicable securities laws. 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 estimates, beliefs and assumptions, including management's perception of historical trends, current conditions and expected future developments, as well as its expectations, forecasts and projections about the operating environment, economies and markets in which we operate. Management's estimates, beliefs and assumptions are inherently subject to significant business, economic, competitive and other uncertainties and contingencies regarding future events and, as such, are subject to change. We can give no assurance that such estimates, beliefs and assumptions will prove to be correct. These forward-looking statements involve known and unknown risks and uncertainties, such as those relating to the duration and severity of the COVID-19 pandemic, including any new strains or resurgences, as well as 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 we achieve may differ materially from any forward-looking statements, which speak only as of the date made. We undertake no obligation to revise or publicly release the results of any revisions to these forward-looking statements. For additional information with respect to risks and other factors which could materially affect our business, financial condition, operating results and prospects, including these forward- looking statements, see our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other securities filings we make with the Securities and Exchange Commission and other securities regulators. For these reasons, we caution you not to place undue reliance upon any forward- looking statements. opentext™ OpenText ©2022 All rights reserved 2#3Q3 Fiscal 2022 Financial Results opentext™ OpenText ©2022 All rights reserved 3#4Q3 Fiscal 2022 Financial Highlights with Y/Y comparisons Reflects continued investments in talent, innovation and go-to-market to drive organic growth Trailing Twelve Months (TTM) Ending Q3 FY'22 Q3 FY'22 ▲ 5.9% Total Revenues $882.3M Total Revenues 8.0% in CC(1) ARR (2) $734.5M 83% ▲ 6.2% ▲ 5.0% $3.48B ▲ 4.2% in CC ▲ 4.3% ARR (2) of total revenues ▲ 8.1% in CC ▲ 13.0% Cloud Revenues $401.9M Cloud Revenues $1.48B 14.3% in CC A-EBITDA (3) $284.5M 32.2% (margin) ▼ (4.3)% A-EBITDA (3) Non-GAAP Earnings Per Share (3) Free Cash Flows (3) ▼ (1.5)% in CC ▼ (6.7)% $1.27B 36.3% (margin) $2.82B 81% of total revenues ▲ 3.6% in CC ▲ 7.5% 7.1% in CC ▼ (3.9)% (3.8)% in CC Non-GAAP Earnings $0.70 $3.22 ▼ (2.7)% in CC Per Share (3) ▼ (5.0)% ▼ (4.4)% in CC (Prior year includes IRS settlement payment of $290.0 million) $306.0M ▲ 508.8% Free Cash Flows (3) $943.7M 17.1% 1. 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. 2. Annual recurring revenue (ARR) is defined as the sum of cloud services and subscriptions revenue and customer support revenue. 3. Please refer to "Use of Non-GAAP Financial Measures" at the end of this presentation and "Reconciliation of selected GAAP-based measures to Non-GAAP-based measures" included within our current and historical filings on Forms 10-Q, 10-K and 8-K. opentext™ OpenText ©2022 All rights reserved 4#5Q3 FY'22 Customer Wins Business Network Booz Allen Hamilton" Content Services ecopeTROL Lids 质 BANQUE DE FRANCE EUROSYSTÈME Booz Allen Hamilton is an American management and information technology consulting firm Products: OpenText PLM Managed Services Business Purpose: To provide client information across more domains and departments Ecopetrol is the leading petroleum company in Colombia and a Fortune Global 500 company Products: OpenText Extended ECM Business Purpose: The company decided to migrate all their content from IBM P8 to OpenText, making OpenText their corporate Content Management provider SINGAPORE CUSTOMS FIFGROUP member of ASTRA Cyber Resilience NBI Digital Experience elephant INSURANCE SCALE Philippine National Service of Investigation is a government agency under the Department of Justice. Products: OpenText™ EnCase™ Forensic and OpenText Tableau Business Purpose: Digital forensic tools that can be used as evidence in courts. Elephant Insurance is a US auto insurance carrier and a subsidiary of UK leading insurer, Admiral Group Products: OpenText Exstream Business Purpose: To generate, personalize and deliver omnichannel communications for their claims, policy and billing opentext™ COMPUTING EneDis L'ELECTRICITE EN RESEAU CareWell Health SOCIETE GENERALE White Vision OpenText ©2022 All rights reserved 5#6Q4 FY'22 Quarterly Factors Externalities Company Specific (1) • Geopolitical (Russia) · Continued pandemic effects (China) • Inflation, supply chain and labor shortages Interest rate hikes Expect Q4 Y/Y: • FX revenue headwind of $25M to $30M • Total revenue constant to slightly up • ARR up low mid single-digit Expect A-EBITDA margin % for Q4 down ~100 bps Y/Y: Continued integration of Zix acquisition • Higher investments in talent for continued support of our growth ambitions Our business is annual, and quarters will vary 1. All comments include FX impact. opentext™ OpenText ©2022 All rights reserved 6#7FY'22 OpenText Total Growth Strategy(1) FY'21 Actual (1) FY'22 Prior (2) FY'22 New (3) $1,407.4 Cloud 8% -10% 8% - 10% $1,334.1 Customer Support Constant Constant $2,741.5 ARR Low mid single-digit Low mid single-digit $384.7 License Constant $259.9 Professional Services Mid single-digit Down low mid single-digit Mid single-digit $3,386.1 Total Revenues 3% -4% 3% -4% (closer to 3%) New M&A opentext™ 1. All dollars in USD million. 2. Projected as of February 3, 2022. 3. Projected as of May 4, 2022. Additive Additive OpenText ©2022 All rights reserved 7#8FY'22 Target Model Fiscal 2021 Actuals Fiscal 2022 Model (3,4) Revenue Type: Cloud Services and Subscriptions Customer Support Annual Recurring Revenue (ARR) License Professional Services and Other 41.6% 42% -44% 39.4% 37% -39% 81.0% 81% - 83% 11.4% 9% - 11% 7.7% 7% -9% Non-GAAP Gross Margin: Cloud Services and Subscriptions 66.0% 65% - 67% Customer Support 90.9% 91% - 92% License 96.4% 96%-98% Professional Services and Other 25.1% 23% -24% Non-GAAP Gross Margin (1) 76.1% 75% - 77% Research & Development Non-GAAP Operating Expenses: Sales & Marketing General & Admin 12.2% 12% - 14% 17.8% 18% - 20% 7.3% 7% -9% Depreciation 2.5% 2% -4% Total Operating Expenses 42% -44% A-EBITDA Margin (1) 38.8% 35.5% 36.5% Interest and Other Related Expense (USD millions) $151.6 $156 - $161 Adjusted Tax Rate(2) 14% Capital Expenditures (USD millions) $63.7 14% $80-$90 1. Please refer to "Use of Non-GAAP Financial Measures" at the end of this presentation and "Reconciliation of selected GAAP-based measures to Non-GAAP-based measures" included within our current and historical filings on Forms 10-Q, 10-K and 8-K. 2. Please refer to historical filings, including our Forms 10-K and 10-Q, regarding the company's adjusted tax rate. opentext™ 3. This model is not guidance. 4. Reflects the acquisition of Zix Corporation. Bricata acquisition impact is immaterial and not included. OpenText ©2022 All rights reserved 8#9FY'24 Medium-Term Aspirations (1) Organic Growth (2) 2% - 4% Strategic GROW with OpenText programs ARR % of Total Revenue 85% Growth in cloud as a percent of total Mid-90s Customer Support renewals and cloud subscriptions A-EBITDA (3) (margin) 38% - 40% Improved margin through growth, scale and automation Free Cash Flows (3) (FCF) $1.2B+ Targeting upper 20%'s FCF as percent of revenue Capital Allocation (4) M&A 33% of FCF 33% dividends and anti-dilutive buybacks 67% for M&A and other corporate purposes M&A is additive to our model 1. Revenue % are year-over-year comparisons. opentext™ 2. Organic revenue growth is calculated by removing the revenue contribution from newly acquired companies for the first year post acquisition. 3. Please refer to "Use of Non-GAAP Financial Measures" at the end of this presentation and "Reconciliation of selected GAAP-based measures to Non-GAAP-based measures" included within our current and historical filings on Forms 10-Q, 10-K and 8-K. 4. Strategy subject to change based on acquisition opportunities or other corporate purposes. Corporate purposes may include acquisitions, debt repayment, share repurchases, or other initiatives. OpenText ©2022 All rights reserved 9#10Our Longer-Term Aspirations In Information Management To be the leading cloud-based Information Management company, enabling intelligent, secure and connected businesses for customers of all sizes #1 in Every Cloud Longer-Term Aspirations Double the Company Up to 4% Organic Growth Plus M&A $6B+ in Free Cash Flows (1) opentext™ 1. Represents estimated cumulative FCF. Please refer to "Use of Non-GAAP Financial Measures" at the end of this presentation and "Reconciliation of selected GAAP-based measures to Non-GAAP-based measures" included within our current and historical filings on Forms 10-Q, 10-K and 8-K OpenText ©2022 All rights reserved 10#11Strong Cash Flows and Balance Sheet Current Liquidity (US$) Total Cash & Committed Liquidity (1) TTM Q3 FY'22 (US$M) Trended Consolidated Net Leverage Ratio (2) $2.38B 2.3x 2.0x 1.8x 1.6x 1.6x 1.5x 1.4x Zix Acquisition Closing 2.0x 1.9x Operating Cash Flows $1,026 Less: CapEx $82 Q3 FY'20 Q4 FY'20 Q1 FY'21 Q2 FY'21 Q3 FY'21 Q4 FY'21 Q1 FY'22 Q2 FY'22 Q3 FY'22 Free Cash Flows (3) $944 Debt Maturity Profile (6) Less: Principal(4) $10 933 Less: Dividends Less: Share Buyback $233 $255 Millions USD Cash Generated for Corporate Purposes (5) $446 1000 800 600 400 200 0 10 CY'21 10 CY'22 10 CY'23 10 CY'24 CY'25 ■Term Loan B CY'26 CY'27 CY'28 CY'29 CY'30 CY'31 Senior Notes 900 850 900 650 1. Excludes restricted cash. Includes Cash and the Undrawn Revolver of $750m as of March 31, 2022 2. Consolidated Net Leverage Ratio (pro forma) is calculated using bank covenant methodology. opentext™ 3. Please refer to "Use of Non-GAAP Financial Measures" at the end of this presentation and "Reconciliation of selected GAAP-based measures to Non-GAAP-based measures" included within our current and historical filings on Forms 10-Q, 10-K and 8-K. 4. Excludes redemption of $850m Snr. Notes 2026 in Q2F22. As of March 31, 2022, we had no outstanding balance under the Revolver. OpenText ©2022 All rights reserved 11 5. Corporate purposes may include acquisitions, debt repayment, share repurchases, or other initiatives. 6. Undrawn Revolving Credit Facility of $750m matures in October 2024#12Strategy opentext™ OpenText ©2022 All rights reserved 12#13OpenText in a Snapshot (NASDAQ/TSX:OTEX) Key Stats Leader in Content Management Leader in Business Network $92B Total Addressable Market(1) 40 of top 50 Supply Chains 75K Enterprise Customers. 818K SMB Customers Total Market Coverage opentext™ Direct Distribution Digital 3,000+ field facing professionals 23,000+ MSPS SAP Google Cloud aws OpenText Digital Zone Azure 1. Source: Estimates based on individual market reports from International Data Corporation (IDC). OpenText ©2022 All rights reserved 13#14Information Management Market Segmentation CY'22 Market Size $B CY'22-25 CAGR % Small Business Medium Business Mid-Market Enterprise <100 employees 100-499 employees 500-999 employees Content Services $4.3B 10% $4.1B 11% $2.6B 11% Large Enterprise 1000+ employees $13.0B 11% TAM (1) OpenText Total Revenue $24.0B 11% Business Network $2.6B 7% $4.6B 10% $2.1B 9% $12.8B 9% $22.1B 9% Digital Experience $4.5B 7% $4.2B 7% $2.7B 7% $14.0B 8% $25.4B 7% Security & Protection $8.7B $2.7B 5% 11% $1.4B 11% $7.8 11% $20.6B 9% Total $20.1B 7% $15.6B 10% $8.8B 10% $47.6B 9% $92B 9% 1. Source: Estimates based on individual market reports from International Data Corporation (IDC). opentext™ Market share gains through Total Growth $1.4B to $3.4B FY'13 to FY'21 12% CAGR OpenText ©2022 All rights reserved 14#15The Open Text Cloud opentext™| Cloud Experience opentext™| Cloud Business Network opentext™| Cloud Content opentext Cloud Security & Protection opentext TM Cloud Editions opentext™| Cloud Developer Run Anywhere | Off-Cloud | Private-Cloud | Public Cloud | API-Cloud aws opentext | Cloud Public cloud Private-cloud 11 million subscribers 3,000+ customers opentext™ Azure Google Cloud Off-cloud 75,000+ customers API-cloud 1 Trillion calls/year OpenText ©2022 All rights reserved 15#16OpenText Cloud is Leading the Market opentext Cloud Content Master Modern Work Market Leader Forrester Wave™: Content Platforms, Q2 2021 opentext™| Cloud Experience Power Modern Experiences Market Leader IDC MarketScape: Worldwide Customer Communications Management, 2020 opentext Cloud Developer opentext™ Market Innovator Newgen Software Technologies- BM ° Na O Laserliche CMF GAM Information Management Maragn NuDocuments Software OpenText Paran opentext Cloud Business Network Digitize the Supply Chain Market Leader IDC MarketScape: Worldwide Multi-Enterprise Supply Chain Commerce Networks, 2021 opentext Cloud Security & Protection Be Cyber Resilient Build the API Economy Information-Led Transformations Banco Res OpenTe TIL TrueCommerce Curan Market Leader PC Editors' Choice PCMag: The Best Antivirus Protection for 2022 PC EDITORS' PCMAG.COM CHOICE 22 TIME WINNER CYBER SECURITY EXCELLENCE AWARDS *WINNER* 2021 SE Labs AAA JAN-MAR 2021 ENDPOINT BUSINESS Customers using APIs Zero to 25 APIs over last two years OpenText ©2022 All rights reserved 16#17The World's Leading Companies Trust OpenText As our top customers accelerate to digital, we accelerate with them Life Sciences Financial Consumer Goods Technology Manufacturing Telecom 10 of top 10 8 of top 10 10 of top 10 10 of 10 of 8 of top 10 top 10 top 10 MERCK citi L'ORÉAL Google W AT&T opentext™ OpenText Summit Program: Our 100 largest customers OpenText ©2022 All rights reserved 17#18How We Create Value Profitability Total Revenue Growth Model . Organic growth Total Revenue Growth • Acquired growth • Profitability Value Capital Efficiency Capital Efficiency • Value Creation 12% Total Revenue CAGR (FY'13 to FY'21) High recurring revenues Upper quartile A-EBITDA margin Growing free cash flows Free cash flows return greater than cost of capital 33% of TTM FCF towards dividends and anti-dilutive share buyback 39% A-EBITDA margin (FY'21)(1) 10.8% FCF/Avg Invested Capital(1).(2) opentext™ 1. Please refer to "Use of Non-GAAP Financial Measures" at the end of this presentation and "Reconciliation of selected GAAP-based measures to Non-GAAP-based measures" included within our current and historical filings on Forms 10-Q, 10-K and 8-K. OpenText ©2022 All rights reserved 2. For the year ended June 30, 2021. Includes IRS settlement payment of $299.6M. FCF/Average Invested Capital is calculated as FCF expressed as percent of average invested capital for the two most recent comparative fiscal year ends. Invested Capital is defined by and sourced by Bloomberg. Please refer to Bloomberg definition code RX215. 18#19Total Growth Strategy · Growing sales breadth and depth • Product innovation Grow • Drives organic growth Gain market share High free cash flow returns 1. ARR as a percentage of Total Revenues for the quarter ended March 31, 2022. 2. For the quarter ended March 31, 2022. Excludes Carbonite and Zix. opentext™ Information Management Acquire Retain 83% ARR(1) • 94% Customer support renewals (2) • 93% Cloud renewals(2) OpenText ©2022 All rights reserved 19#20Our Strategic Priorities are Clear GROW top customers and top supply chain accounts Full Global 10K coverage by end of CY'23 Cross-sell/upsell across product portfolios Technology investments (internal) & automation Ultimate Cloud: 4 ways to consume cloud by companies of all sizes Best-in-class operational support to accelerate organic growth Strong capital deployment strategy - M&A, dividends & buyback World-class integration of acquisitions - growth synergies, ROIC, FCF returns Optimal debt structure opentext™ OpenText ©2022 All rights reserved 20#21$ in millions $ in millions Investing For Organic Growth Non-GAAP R&D (1,2) - Investing in Innovation $450 $400 12.2% 12.2% $350 11.7% $300 11.3% 11.0% $250 12.0% $200 $412 $426 $365 $150 $100 $317 $317 $274 $50 $- FY'17 FY'18 FY'19 FY'20 FY'21 TTM Q3 FY'22 FY'22 Model: 12%-14% Research & Development ($ and in % of Total Revenues) (1),(2) R&D % of Total Revenues R&D US$ 12-14% 12.2% Future -80% of our investments will be in cloud technologies Non-GAAP Sales & Marketing (1,2) - Investing in Sales Coverage $700 10.5% ᏗᎨ FY'22 Model: 18% - 20% $600 18.8% $194 M $426 M 17.8% 18.5% $500 18.5% 17.8% FY'15 TTM Q3 FY'22 FY'22 $400 19.0% $654 $300 $576 $604 $520 $510 $200 $435 Anticipated $2.2B+ investment in R&D over the next 5 years $100 $- FY'17 FY'18 FY'19 FY'20 FY'21 TTM Q3 FY'22 opentext™ 1. Please refer to "Use of Non-GAAP Financial Measures" at the end of this presentation and "Reconciliation of selected GAAP-based measures to Non-GAAP-based measures" included within our current and historical filings on Forms 10-Q, 10-K and 8-K. 2. Represents % of Total Revenues. OpenText ©2022 All rights reserved 21#22How We Go-to-Market and Our Progress $92B TAM(1) Target Organizations $56B Go-to-Market Motions Large Enterprise 1000+ employees OpenText Direct Sales Global Accounts Enterprise Accounts Corporate Accounts Mid-Market Enterprise 500-999 employees Strategic Partners G SAP amazon salesforce Top Growth Programs & Investments . • • New cloud platform & innovations across 5 clouds Full G10K covered by end of CY'23 Summit program growth: top customers & ecosystems • Competitive replacements . • 2x international sales growth Dedicated, centralized services & renewals servicenow • Channel Partners . International expansion New markets: API's, MDR as a service • Multi-cloud: Microsoft, Google, AWS, Oracle • Partners: Large tech ecosystems through GSIS New cloud platforms & innovations SMB/C • Expand our 23,000 MSP base $36B MSPs RMMs Distributors VARS • <499 employees The Digital Zone for partner enablement • Retail eCommerce Microsoft go-to-market on end-point opentext™ 1. Source: Estimates based on individual market reports from International Data Corporation (IDC). OpenText ©2022 All rights reserved 22#23Partners: A Force Multiplier SAP Google opentext™ Microsoft Top cloud & off-cloud partner Highest growth cloud Public cloud partnership Joint GTM with Workspace Leading partnership with SMB/C aws salesforce New Partnerships OpenText's largest cloud platform Deepen relationship with joint GTM planning ServiceNow Infor AT&T Cerner OpenText ©2022 All rights reserved 23#24SMB At Scale: Positioned for Faster Growth Scaled SMB Presence in 2 Years Major Partnerships Microsoft Scale and Growth OpenText is a Top 5 CSP in North America Engagement & Conversion 88,000 M365 Contracts Enhanced consumer Cross-sell/ Upsell Secure Email Cloud Backup Endpoint Backup Secure File Share SAT DNS New Commerce $36B TAM (1) ~8% CAGR Major Product Enhanced End-point Stronger anti- protection Releases efficacy ransomware protection M&A 2019 experience- Experience common console (NCE) More Products, Partners and Acquisitions CARBONITEO® BrightCloud® WEBROOT® CLOUD ALLY 23,000 MSPS Zix appriver Enhanced Security Platform For MSPs 2022 Future 1. Source: Estimates based on individual market reports from International Data Corporation (IDC). opentext™ OpenText ©2022 All rights reserved 24#25Foundation for Growth - SMB Powerhouse Carbonite (including Webroot & Brightcloud), Zix (including App River) 23,000 1,881 MSPs +26% this FY VARS +38% this FY 818K Businesses Supported +12% this FY 147 OEMS 17 New last FY +14% Products & Solutions Cyber Resilience Backup Security Awareness Training Threat Protection Email Security Threat Intelligence Recovery Ecosystem • 23,000 MSPS • 13 RMMs • 1,881 VARS Microsoft . Partners . Distributors Retail Talent 17 Countries with our security experts • 2,000+ Focused on SMB 500+ Product and engineering experts opentext™ OpenText ©2022 All rights reserved 25#26Powerful Renewal Engine Acceleration Into the Cloud Enables an Expansion Focus Centralized & Highly-Focused Information Mgmt. Renewals Organization $2.7B 125K Increase in ARR(1) Over Past 10 years FY'21 Annual Recurring Revenue (1) Agreements 425 90%+' Renewal Professionals FY'21 Customer Support Margins (2) opentext™ 318% $657M FY'12 $2.7B FY'21 1. Annual Recurring Revenue is defined as the sum of Cloud services and subscriptions revenue and Customer support revenue. 2. Please refer to "Use of Non-GAAP Financial Measures" at the end of this presentation and "Reconciliation of selected GAAP-based measures to Non-GAAP-based measures" included within our current and historical filings on Forms 10-Q, 10-K and 8-K. OpenText ©2022 All rights reserved 26#27Sustainable Growth Through Retention and Upgrades Annual Recurring Revenue (ARR) (US$M) Renewal Rate (1) 105% $1,337 FY'15 1. For the quarter ended March 31, 2022. Excludes Carbonite and Zix. opentext™ $2,742 FY'21 0000 0 0 0 0 Cloud Customer Support 93% Customer satisfaction is a foundation for growth 94% OpenText ©2022 All rights reserved 27#28Growth Through M&A M&A Strategy High adjacency within Information Management Expands market presence, customer base, technology position Contributes to organic growth On operating model in 12 months Free Cash Flows, returns-based, 5-7 year payback opentext™ Key Drivers ✓ ✓ ✓ ✓ ✓ OpenText ©2022 All rights reserved 28#29M&A Aligned with TAM Segmentation TAM (1) CY'22 Market Size ($B) CY'22-'25 CAGR % Potential M&A Targets Acquirable Revenue Content $24B >200 >$5B Services 11% Large fragmented markets with no scarcity of assets Business $22B >400 >$3B Network 9% > $20B Leading with market Digital $25B segmentation >200 >$5B Experience 7% of M&A Opportunity Cash and committed Security & $21B liquidity of $2.3B with significant cash flow aspirations >200 >$5B Protection 9% $92B Total 9% >1,200 companies >$20B opentext™ 1. Source: Estimates based on individual market reports from International Data Corporation (IDC). OpenText ©2022 All rights reserved 29#30Scalable, High-Velocity, Frictionless Business Model Cloud Products Built For: • Self-service • Upsell • • Cross-sell Renew New Customer Engagement Model: • Pre-sales – demand creation automation • Self-sell - upsell, cross-sell • Post-sales renewal automation - Digitization and Automation: • Automate DevOps • Automate routine R&D Digitization & Automation opentext™ Cloud Product Design Digital Zone Removing friction from all company processes OpenText ©2022 All rights reserved 30#31Strong Track Record of Financial Performance Annual Recurring Total Revenues (US$M) Revenue Cloud Revenue (US$M) A-EBITDA (1) (US$M) 83% $1,852 $3,386 (US$M) 105% $2,742 133% $1,337 $605 $1,407 $1,315 111% $624 Free Cash Flows (1) (US$M) 82% $445 $812 FY'15 FY'21 FY'15 FY'21 FY'15 FY'21 FY'15 FY'21 FY'15 FY'21 Upper Quartile A-EBITDA Margin 1. Please refer to "Use of Non-GAAP Financial Measures" at the end of this presentation and "Reconciliation of selected GAAP-based measures to Non-GAAP-based measures" included within our current and historical filings on Forms 10-Q, 10-K and 8-K. opentext™ OpenText ©2022 All rights reserved 31#32Proven Track Record of Growth Total Revenue Growth in CC (US$M) (1) $2,922 $2,743 $2,318 $1,936 $1,904 $3,305 $3.147 19.2% 2.8% 27.0% 19.7% 3.8% 9.7% 6.3% FY'15 FY'16 FY '17 FY'18 FY'19 FY'20 FY'21 7 Consecutive Years of Y/Y Growth in CC(1) 1. 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. opentext™ OpenText ©2022 All rights reserved 32#33Proven Durable Business Model Growing ARR and Upper Quartile Margin (1), (2) ARR % of Total Revenues (1) A-EBITDA 54.4% Margin 29.1% License 24.3% % of Total Revenues 81.0% FY'22 Model: 81% -83% 38.8% FY'22 Model: 35.5% 36.5% - 11.4% FY'22 Model: 9% -11% FY'12 FY'13 FY'14 FY'15 FY'16 FY'17 FY'18 FY'19 FY'20 FY'21 1. Please refer to "Use of Non-GAAP Financial Measures" at the end of this presentation and "Reconciliation of selected GAAP-based measures to Non-GAAP-based measures" included within our current and historical filings on Forms 10-Q, 10-K and 8-K. 2. Refer to note 1 of our Fiscal 2019 10-K for details on the impact of recently adopted accounting standards on prior period results. opentext™ OpenText ©2022 All rights reserved 33#34Proven Track Record of Value Creation We run a disciplined Free Cash Flows (1) return business FY'19 FY'20 FY'21 A-EBITDA and FCF Trends (1) $1,350 FCF/Revenue (2) 28.3% 28.4% 24.0% $1,250 $1,150 FCF/Avg Total Assets (3) 10.4% 9.7% 8.2% FCF/Avg Invested Capital (4) 14.8% 13.2% 10.8% WACC (5) 6.5% 6.0% USD in millions $1,050 $950 $850 $750 7.4% $650 $550 We measure our Free Cash Flows returns annually $450 $350 FY'17 FY'18 FY'19 FY'20 FY'21 A-EBITDA FCF FY'21 FCF includes $299.6M IRS settlement 1. Please refer to "Use of Non-GAAP Financial Measures" at the end of this presentation and "Reconciliation of selected GAAP-based measures to Non-GAAP-based measures" included within our current and historical filings on Forms 10-Q, 10-K and 8-K. 2. FCF/Revenue is calculated as FCF expressed as percentage of total revenue. 3. FCF/Average Total Assets is calculated as FCF expressed as percent of average assets for the two most recent comparative fiscal year ends. 4. FCF/Average Invested Capital is calculated as FCF expressed as percent of average invested capital for the two most recent comparative fiscal year ends. Invested Capital is defined by and sourced by Bloomberg. Please refer to Bloomberg definition code RX215. 5. Weighted Average Cost of Capital (WACC) is defined by and sourced from Bloomberg. Please refer to Bloomberg definition code VM011. opentext™ OpenText ©2022 All rights reserved 34#35Strong Track Record of Shareholder Returns Dividends Paid and Shares Repurchased (US$M) ■Shares Repurchased ■Dividends Target Capital Allocation Strategy (1) Available for corporate purposes Dividends and anti-dilutive share buyback $119.1 Dividends Paid (7-year CAGR (²)): 16% $65.5 $210.7 $188.7 $168.9 TTM Free Cash Flows $145.6 $120.6 ~67% $74.7 $87.6 $99.3 $17.7 FY'13 FY'14 FY'15 FY'16 FY'17 FY'18 FY'19 FY'20 FY'21 Approx. $1.3 billion returned to shareholders since FY'13 1. Strategy subject to change based on acquisition opportunities or other corporate purposes. Corporate purposes may include acquisitions, debt repayment, share repurchases, or other initiatives. 2. 7-year CAGR from FY'14 to FY'21. opentext™ ~33% OpenText ©2022 All rights reserved 35#36Sustainability is an OpenText Core Value The OpenText Zero Initiatives by 2030 We are committing to zero waste from operations Zero Waste Zero Barriers Zero Emissions Advancing Equality, Diversity and Inclusion: Majority diverse company, parity in key roles, and 40% female in leadership positions 2030 Sustainability Pledges from the Global 10,000 (G10K) L'ORÉAL PARIS Nestle Bank of America. "We are empowering our business ecosystem, helping them transition to be more sustainable" "We will halve our greenhouse gas emissions by and reach net zero by 2050" "Dedicating $1 Trillion to aid sustainability and low carbon activities" H "100% electrification" HONDA We are committing to a science-based emissions reduction target of 50% and Net- Zero by 2040 opentext™ Shell "Carbon neutral by 2050" Source: Sustainability Magazine OpenText ©2022 All rights reserved 36#37Corporate Citizenship Reflects our Culture Progress We've Made: • Adopted GRI sustainability reporting standards • New ED&I department, mandate and initiatives • Enhanced Human Rights Statement • Expanded Supplier Code of Conduct Where We're Going: Continue to implement reporting best 2nd Corporate Citizenship Report published opentext™ Corporate Citizenship Report FY21 Waterstone CANADA'S MOST ADMIRED CORPORATE CULTURES 2021 OP EMPLOYERS CANADA'S 2022 FOR YOUNG PEOPLE Canada's Most Admired Corporate Cultures Canada's Top Employers for Young People practices . Invest in initiatives to increase disclosures 29% • Establish additional goals and targets 25% 33% of OpenText's board members OpenText Global Gender Profile (1) Women make up: of OpenText's global workforce of Open Text's management roles OpenText's WATERLOO AREA'S TOP EMPLOYERS 2022 THE CAREER DIRECTORY 2022 CANADA'S BEST EMPLOYERS FOR RECENT GRADUATES Waterloo Area's Top Employers Canada's Best Employers for Recent Graduates opentext™ 1. As of June 30, 2021. OpenText ©2022 All rights reserved 37#38We Strive To Do The Right Thing opentext™ Corporate Citizenship Report FY21 opene COVID-19 SE SUPP OVID opentext opentext™ opentext Dhottest flovesRufet Our Customers Rapid Radiology and OpenText Accelerate Diagnostic Results to Help Improve Patient Care Jun 25, 2020 AITHORITY AL TECHNOLOGY INSIGHTS Our Communities OpenText Donates US $1M to Global Food Banks Dec 11, 2020 OpenText Provides 4 Million Meals for 58 Communities in 21 Countries Worldwide Dec 11, 2020 OpenText Enters Agreement to Serve as the Platform of Choice for EIM for the U.S. NIH Aug 6, 2020 NIH National Institute of Mental Health CBC TORONTO STAR Improving Accessibility for Individuals with Visual Impairments Nov 18, 2020 Our Beliefs OpenText CEO Issues Call for Corporate Social Responsibility Jul 15, 2019 Southern Alberta Internet Child Exploitation Unit Customer Reference Our Employees Open Text rolls out Covid-19 vaccination drive for 3,000 employees and their dependents in India June 19, 2021 opentext OVID COMMUNITECH NEWS rt Braille Works ALERT ET HRWorld OpenText ©2022 All rights reserved 38#39OpenText Products Enhance Global Sustainability Paperless Workflows Ethical Supply Chain Data Privacy and Protection opentext™ opentext™| Cloud Content opentext Cloud Business Network opentext Cloud Experience opentext™ | Cloud Security & Protection Digitizes 26 billion. transactions per year opentext | Trading Grid™ Paper reduction saves 5.1 million trees Paper reduction saves GHG emissions of 725,000 tonnes of CO2e OpenText ©2022 All rights reserved 39#40Deeply Talented and Experienced Leadership Team CEO & CTO Menlo Park, CA Mark J. Barrenechea Madhu Ranganathan EVP, CFO Muhi Majzoub Ted Harrison James McGourlay Prentiss Donohue EVP, Menlo Park, CA Chief Product Officer Menlo Park, CA EVP, Enterprise Sales Menlo Park, CA EVP, International Sales Waterloo, ON EVP, SMB/C Sales Boulder, CO Kristina Lengyel EVP, Boston, MA Customer Solutions opentext™ Paul Duggan EVP, Renewals Menlo Park, CA Sandy Ono EVP, CMO Menlo Park, CA Doug Parker EVP, Corporate Development Richmond Hill, ON Brian Sweeney EVP, CHRO Menlo Park, CA Renee McKenzie SVP, CIO Waterloo, ON Michael Acedo SVP, CLO & Corporate Secretary Richmond Hill, ON OpenText ©2022 All rights reserved 40#41opentext TM Thank you twitter.com/opentext in linkedin.com/company/opentext opentext.com#42Appendix opentext™ OpenText ©2022 All rights reserved 42#43Appendix A 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 consolidated financial statements, all of which should be considered when evaluating the Company's results. Reconciliations of Non-GAAP financial measures for future periods are not provided as the Company does not currently have sufficient data to accurately estimate the variables and individual adjustments for such reconciliations. The Company uses these Non-GAAP financial measures to supplement the information provided in its 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 or earnings 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. Adjusted earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA) is consistently calculated as GAAP-based net income, attributable to OpenText, excluding interest income (expense), provision for income taxes, depreciation and amortization of acquired intangible assets, other income (expense), share-based compensation and special charges (recoveries). Adjusted EBITDA margin is calculated as adjusted EBITDA expressed as a percentage of total revenue. The Company's management believes that the presentation of the above defined Non-GAAP financial measures provides useful information to investors because they portray the financial results of the Company before the impact of certain non- operational charges. The use of the term "non-operational charge" is defined for this purpose as an expense that does not impact the ongoing operating decisions taken by the Company's management. These items are excluded based upon the way the Company's management evaluates the performance of the Company's business for use in the Company's internal reports and are not excluded in the sense that they may be used under U.S. GAAP. The Company does not acquire businesses on a predictable cycle, and therefore believes that the presentation of Non-GAAP measures, which in certain cases adjust for the impact of amortization of intangible assets and the related tax effects that are primarily related to acquisitions, will provide readers of financial statements with a more consistent basis for comparison across accounting periods and be more useful in helping readers understand the Company's operating results and underlying operational trends. Additionally, the Company has engaged in various restructuring activities over the past several years, primarily due to acquisitions and most recently in response to our return to office planning, that have resulted in costs associated with reductions in headcount, consolidation of leased facilities and related costs, all which are recorded under the Company's "Special charges (recoveries)" caption on the Consolidated Statements of Income. Each restructuring activity is a discrete event based on a unique set of business objectives or circumstances, and each differs in terms of its operational implementation, business impact and scope, and the size of each restructuring plan can vary significantly from period to period. Therefore, the Company believes that the exclusion of these special charges (recoveries) will also better aid readers of financial statements in the understanding and comparability of the Company's operating results and underlying operational trends. In summary, the Company believes the provision of supplemental Non-GAAP measures allow investors to evaluate the operational and financial performance of the Company's core business using the same evaluation measures that management uses, and is therefore a useful indication of OpenText's performance or expected performance of future operations and facilitates period-to-period comparison of operating performance (although prior performance is not necessarily indicative of future performance). As a result, the Company considers it appropriate and reasonable to provide, in addition to U.S. GAAP measures, supplementary Non-GAAP financial measures that exclude certain items from the presentation of its financial results. See historical filings, including the Company's Annual Reports on Form 10-K, for reconciliations of certain Non-GAAP measures to GAAP measures. The following charts provide unaudited reconciliations of U.S. GAAP-based financial measures to Non-GAAP-based financial measures for the following periods presented. opentext™ OpenText ©2022 All rights reserved 43#44Summary of Quarterly Results with Constant Currency Q3 FY'22 in CC⭑* (In millions U.S. dollars, except per share data) Revenues: Q3 FY'22 Q3 FY'21 $ Change % Change Cloud services and subscriptions % Change in CC* $401.9 $355.8 $46.1 13.0 % $406.6 14.3 % Customer support Total annual recurring revenues** License Professional service and other 332.5 335.9 (3.4) (1.0) % 341.1 1.5 % $734.5 $691.8 $42.7 6.2 % $747.7 8.1 % 80.6 76.3 4.3 5.7 % 82.7 8.4 % 67.2 64.9 2.3 3.6 % 69.0 6.4 % Total revenues $882.3 $832.9 $49.4 5.9 % $899.4 8.0 % GAAP-based operating income $131.6 $152.4 ($20.8) (13.6) % N/A N/A Non-GAAP-based operating income (1) $262.2 $275.2 ($13.0) (4.7) % $270.1 (1.9) % GAAP-based net income, attributable to OpenText $74.7 $91.5 ($16.8) (18.4) % N/A N/A GAAP-based EPS, diluted $0.28 $0.33 ($0.05) (15.2) % N/A N/A Non-GAAP-based EPS, diluted (1)(2) $0.70 $0.75 ($0.05) (6.7) % $0.73 (2.7) % Adjusted EBITDA (1) $284.5 $297.1 ($12.6) (4.3) % $292.5 (1.5) % Operating cash flows $323.6 $63.6 $260.0 409.0 % N/A N/A Free cash flows (1) $306.0 $50.3 $255.7 508.8 % N/A N/A (1) See reconciliation of GAAP-based measures to Non-GAAP-based measures at the end of this presentation. (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. Note: Individual line items in table may be adjusted by non-material amounts to enable totals to align to published financial statements. *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. opentext™ OpenText ©2022 All rights reserved 44#45Summary of Year to Date Results with Constant Currency FY'22 YTD in (In millions U.S. dollars, except per share data) FY'22 YTD FY'21 YTD $ Change % Change CC* % Change in CC* Revenues: Cloud services and subscriptions Customer support Total annual recurring revenues** License Professional service and other $1,123.4 1,002.6 $1,047.3 $76.1 7.3 % $1,124.8 7.4 % 999.8 2.8 0.3 % 1,005.0 0.5 % $2,126.0 $2,047.1 $79.0 3.9 % $2,129.8 4.0 % 263.7 252.2 11.5 4.6 % 265.8 5.4 % 201.7 193.3 $8.4 4.3 % 202.5 4.7 % Total revenues $2,591.4 $2,492.6 $98.8 4.0 % $2,598.0 4.2 % GAAP-based operating income $507.2 $569.2 ($62.0) (10.9) % N/A N/A Non-GAAP-based operating income (1) $886.0 $936.1 ($50.1) (5.4) % $896.0 (4.3) % GAAP-based net income, attributable to OpenText $294.9 $129.4 $165.5 127.9 % N/A N/A GAAP-based EPS, diluted $1.08 $0.47 $0.61 129.8 % N/A N/A Non-GAAP-based EPS, diluted (1)(2) $2.43 $2.59 ($0.16) (6.2) % $2.46 (5.0) % Adjusted EBITDA (1) $951.4 $1,000.2 ($48.9) (4.9) % $961.4 (3.9) % Operating cash flows Free cash flows (1) $729.9 $674.9 $579.9 $149.9 25.9 % N/A N/A $543.7 $131.3 24.1 % N/A N/A (1) See reconciliation of GAAP-based measures to Non-GAAP-based measures at the end of this presentation. (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. Note: Individual line items in table may be adjusted by non-material amounts to enable totals to align to published financial statements. *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. opentext™ OpenText ©2022 All rights reserved 45#46Reconciliation of Selected Non-GAAP Measures | Q3 FY'22 Three Months Ended March 31, 2022 (In '000's U.S. dollars, except per share data) COST OF REVENUES Cloud services and subscriptions Customer support Professional service and other Amortization of acquired technology-based intangible assets GAAP-based gross profit and gross margin (%) / Non-GAAP-based gross profit and gross margin (%) GAAP % of GAAP Total Revenue Adjustments FN Non-GAAP Non-GAAP % of Total Revenue $ 136,020 (1,268) (1) $ 134,752 31,763 (501) (1) 31,262 56,693 (907) (1) 55,786 46,564 (46,564) (2) 608,047 68.9% 49,240 (3) 657,287 74.5% Operating expenses Research and development Sales and marketing 117,730 (4,350) (1) 113,380 180,955 (5,761) (1) 175,194 General and administrative 88,137 (3,961) (1) 84,176 Amortization of acquired customer-based intangible assets 56,215 (56,215) (2) Special charges (recoveries) 11,031 (11,031) (4) GAAP-based income from operations / Non-GAAP-based income from operations 131,609 130,558 (5) 262,167 Other income (expense), net 24,392 (24,392) (6) Provision for income taxes 41,041 (9,971) (7) 31,070 GAAP-based net income / Non-GAAP-based net income, attributable to OpenText 74,681 116,137 (8) 190,818 GAAP-based earnings per share / Non-GAAP-based earnings per share- diluted, attributable to OpenText 0.28 0.42 (8) 0.70 opentext™ OpenText ©2022 All rights reserved 46#47Reconciliation of Selected Non-GAAP Measures | Q3 FY'22 FOOTNOTES 1 Adjustment relates to the exclusion of share-based compensation expense from our Non-GAAP-based operating expenses as this expense is excluded from our internal analysis of operating results. Adjustment relates to the exclusion of amortization expense from our Non-GAAP-based operating expenses as the timing and frequency of amortization expense is dependent on our acquisitions and is hence excluded from our internal analysis of operating results. 2 3 4 GAAP-based and Non-GAAP-based gross profit stated in dollars and gross margin stated as a percentage of total revenue. Adjustment relates to the exclusion of special charges (recoveries) from our Non-GAAP-based operating expenses as special charges (recoveries) are generally incurred in the periods relevant to an acquisition and include certain charges or recoveries that are not indicative or related to continuing operations, and are therefore excluded from our internal analysis of operating results. 5 GAAP-based and Non-GAAP-based income from operations stated in dollars. 6 7 8 Adjustment relates to the exclusion of other income (expense) from our Non-GAAP-based operating expenses as other income (expense) generally relates to the transactional impact of foreign exchange and is generally not indicative or related to continuing operations and is therefore excluded from our internal analysis of operating results. Other income (expense) also includes our share of income (losses) from our holdings in investments as a limited partner. We do not actively trade equity securities in these privately held companies nor do we plan our ongoing operations based around any anticipated fundings or distributions from these investments. We exclude gains and losses on these investments as we do not believe they are reflective of our ongoing business and operating results. Adjustment relates to differences between the GAAP-based tax provision rate of approximately 35% and a Non-GAAP-based tax rate of approximately 14%; these rate differences are due to the income tax effects of items that are excluded for the purpose of calculating Non-GAAP-based adjusted net income. Such excluded items include amortization, share-based compensation, special charges (recoveries) and other income (expense), net. Also excluded are tax benefits/expense items unrelated to current period income such as changes in reserves for tax uncertainties and valuation allowance reserves, and "book to return" adjustments for tax return filings and tax assessments. Included is the amount of net tax benefits arising from the internal reorganization that occurred in Fiscal 2017 assumed to be allocable to the current period based on the forecasted utilization period. In arriving at our Non-GAAP-based tax rate of approximately 14%, we analyzed the individual adjusted expenses and took into consideration the impact of statutory tax rates from local jurisdictions incurring the expense. Reconciliation of GAAP-based net income to Non-GAAP-based net income: Three Months Ended March 31, 2022 Per share diluted 74,681 0.28 GAAP-based net income, attributable to OpenText Add: Amortization Share-based compensation Special charges (recoveries) EA 102,779 0.38 16,748 0.06 11,031 0.04 Other (income) expense, net (24,392) (0.09) GAAP-based provision for income taxes 41,041 Non-GAAP-based provision for income taxes (31,070) 0.15 (0.12) Non-GAAP-based net income, attributable to OpenText $ 190,818 SA $ 0.70 opentext™ OpenText ©2022 All rights reserved 47#48Reconciliation of Selected Non-GAAP Measures | FY'22 YTD Nine months ended March 31, 2022 (In '000's U.S. dollars, except per share data) COST OF REVENUES Cloud services and subscriptions Customer support Professional service and other Amortization of acquired technology-based intangible assets GAAP % of GAAP Total Revenue Adjustments FN Non-GAAP Non-GAAP % of Total Revenue $ 377,928 (3,072) (1) 374,856 90,914 (1,631) (1) 161,459 152,333 (2,275) (1) (152,333) 89,283 159,184 (2) 1,797,850 69.4% 159,311 (3) 1,957,161 75.5% GAAP-based gross profit and gross margin (%) / Non-GAAP-based gross profit and gross margin (%) Operating expenses Research and development 321,517 (9,936) (1) 311,581 Sales and marketing 491,133 (15,377) (1) 475,756 General and administrative 231,127 (12,800) (1) 218,327 Amortization of acquired customer-based intangible assets 160,764 (160,764) (2) Special charges (recoveries) 20,592 (20,592) (4) GAAP-based income from operations / Non-GAAP-based income from 507,182 378,780 (5) 885,962 operations Other income (expense), net 29,137 (29,137) (6) Provision for income taxes 123,757 (16,178) (7) 107,579 GAAP-based net income / Non-GAAP-based net income, attributable to OpenText 294,894 365,821 (8) 660,715 GAAP-based earnings per share / Non-GAAP-based earnings per share- diluted, attributable to OpenText 1.08 SA 1.35 (8) 2.43 opentext™ OpenText ©2022 All rights reserved 48#49Reconciliation of Selected Non-GAAP Measures | FY'22 YTD FOOTNOTES 1 Adjustment relates to the exclusion of share-based compensation expense from our Non-GAAP-based operating expenses as this expense is excluded from our internal analysis of operating results. Adjustment relates to the exclusion of amortization expense from our Non-GAAP-based operating expenses as the timing and frequency of amortization expense is dependent on our acquisitions and is hence excluded from our internal analysis of operating results. GAAP-based and Non-GAAP-based gross profit stated in dollars and gross margin stated as a percentage of total revenue. 2 3 4 LO 5 6 7 Adjustment relates to the exclusion of special charges (recoveries) from our Non-GAAP-based operating expenses as special charges (recoveries) are generally incurred in the periods relevant to an acquisition and include certain charges or recoveries that are not indicative or related to continuing operations, and are therefore excluded from our internal analysis of operating results. GAAP-based and Non-GAAP-based income from operations stated in dollars. Adjustment relates to the exclusion of other income (expense) from our Non-GAAP-based operating expenses as other income (expense) generally relates to the transactional impact of foreign exchange and is generally not indicative or related to continuing operations and is therefore excluded from our internal analysis of operating results. Other income (expense) also includes our share of income (losses) from our holdings in investments as a limited partner. We do not actively trade equity securities in these privately held companies nor do we plan our ongoing operations based around any anticipated fundings or distributions from these investments. We exclude gains and losses on these investments as we do not believe they are reflective of our ongoing business and operating results. Adjustment relates to differences between the GAAP-based tax provision rate of approximately 30% and a Non-GAAP-based tax rate of approximately 14%; these rate differences are due to the income tax effects of items that are excluded for the purpose of calculating Non-GAAP-based adjusted net income. Such excluded items include amortization, share-based compensation, special charges (recoveries) and other income (expense), net. Also excluded are tax benefits/expense items unrelated to current period income such as changes in reserves for tax uncertainties and valuation allowance reserves, and "book to return" adjustments for tax return filings and tax assessments. Included is the amount of net tax benefits arising from the internal reorganization that occurred in Fiscal 2017 assumed to be allocable to the current period based on the forecasted utilization period. In arriving at our Non-GAAP-based tax rate of approximately 14%, we analyzed the individual adjusted expenses and took into consideration the impact of statutory tax rates from local jurisdictions incurring the expense. 8 Reconciliation of GAAP-based net income to Non-GAAP-based net income: GAAP-based net income, attributable to OpenText SA $ Nine months ended March 31, 2022 Per share diluted 294,894 $ 1.08 Add: Amortization Share-based compensation 313,097 45,091 1.15 0.17 Special charges (recoveries) 20,592 0.08 Other (income) expense, net (29,137) (0.11) GAAP-based provision for income taxes 123,757 0.45 Non-GAAP-based provision for income taxes (107,579) (0.39) Non-GAAP-based net income, attributable to OpenText 660,715 $ 2.43 opentext™ OpenText ©2022 All rights reserved 49#50Reconciliation of Selected Non-GAAP Measures | Q3 FY'21 (In '000's U.S. dollars, except per share data) Three Months Ended March 31, 2021 GAAP % of GAAP Adjustments FN Non-GAAP Total Revenue Non-GAAP % of Total Revenue COST OF REVENUES Cloud services and subscriptions 123,729 (505) (1) 123,224 Customer support 30,953 (464) (1) 30,489 Professional service and other 50,321 (684) (1) 49,637 Amortization of acquired technology-based intangible assets 53,453 (53,453) (2) GAAP-based gross profit and gross margin (%) / 571,665 68.6% Non-GAAP-based gross profit and gross margin (%) 55,106 (3) 626,771 75.2% Operating expenses Research and development 110,071 (2,146) (1) 107,925 Sales and marketing 158,687 (4,580) (1) 154,107 General and administrative 71,548 (3,978) (1) 67,570 Amortization of acquired customer-based intangible assets 54,156 (54,156) (2) Special charges (recoveries) 2,846 (2,846) (4) GAAP-based income from operations / Non-GAAP-based income from operations 152,396 122,812 (5) 275,208 Other income (expense), net 8,283 (8,283) (6) Provision for income taxes 31,818 1,485 (7) 33,303 GAAP-based net income / Non-GAAP-based net income, attributable to OpenText 91,490 113,044 (8) 204,534 GAAP-based earnings per share / Non-GAAP-based earnings per share- diluted, attributable to OpenText 0.33 0.42 (8) 0.75 opentext™ OpenText ©2022 All rights reserved 50#51Reconciliation of Selected Non-GAAP Measures | Q3 FY'21 FOOTNOTES 1 Adjustment relates to the exclusion of share-based compensation expense from our Non-GAAP-based operating expenses as this expense is excluded from our internal analysis of operating results. Adjustment relates to the exclusion of amortization expense from our Non-GAAP-based operating expenses as the timing and frequency of amortization expense is dependent on our acquisitions and is hence excluded from our internal analysis of operating results. 2 3 GAAP-based and Non-GAAP-based gross profit stated in dollars and gross margin stated as a percentage of total revenue. 4 5 6 7 8 Adjustment relates to the exclusion of special charges (recoveries) from our Non-GAAP-based operating expenses as special charges (recoveries) are generally incurred in the periods relevant to an acquisition and include certain charges or recoveries that are not indicative or related to continuing operations, and are therefore excluded from our internal analysis of operating results. GAAP-based and Non-GAAP-based income from operations stated in dollars. Adjustment relates to the exclusion of other income (expense) from our Non-GAAP-based operating expenses as other income (expense) generally relates to the transactional impact of foreign exchange and is generally not indicative or related to continuing operations and is therefore excluded from our internal analysis of operating results. Other income (expense) also includes our share of income (losses) from our holdings in investments as a limited partner. We do not actively trade equity securities in these privately held companies nor do we plan our ongoing operations based around any anticipated fundings or distributions from these investments. We exclude gains and losses on these investments as we do not believe they are reflective of our ongoing business and operating results. Adjustment relates to differences between the GAAP-based tax provision rate of approximately 26% and a Non-GAAP-based tax rate of approximately 14%; these rate differences are due to the income tax effects of items that are excluded for the purpose of calculating Non-GAAP-based adjusted net income. Such excluded items include amortization, share-based compensation, special charges (recoveries) and other income (expense), net. Also excluded are tax benefits/expense items unrelated to current period income such as changes in reserves for tax uncertainties and valuation allowance reserves, and "book to return" adjustments for tax return filings and tax assessments. Included is the amount of net tax benefits arising from the internal reorganization that occurred in Fiscal 2017 assumed to be allocable to the current period based on the forecasted utilization period. In arriving at our Non-GAAP-based tax rate of approximately 14%, we analyzed the individual adjusted expenses and took into consideration the impact of statutory tax rates from local jurisdictions incurring the expense. Reconciliation of GAAP-based net income to Non-GAAP-based net income: GAAP-based net income, attributable to OpenText Add: Amortization Share-based compensation Special charges (recoveries) Other (income) expense, net GAAP-based provision for income taxes Non-GAAP-based provision for income taxes Non-GAAP-based net income, attributable to OpenText opentext™ Three Months Ended March 31, 2021 SA $ 107,609 12,357 2,846 91,490 $ Per share diluted 0.33 0.39 0.05 0.01 (8,283) (0.03) 31,818 0.12 (33,303) (0.12) EA $ 204,534 $ 0.75 OpenText ©2022 All rights reserved 51#52Reconciliation of Selected Non-GAAP Measures | FY'21 YTD Nine Months Ended March 31, 2021 (In '000's U.S. dollars, except per share data) GAAP % of GAAP Total Revenue Adjustments FN Non-GAAP Non-GAAP % of Total Revenue COST OF REVENUES Cloud services and subscriptions 354,235 (2,484) (1) 351,751 Customer support 89,815 (1,405) (1) Professional service and other 143,521 Amortization of acquired technology-based intangible assets 165,581 (1,867) (1) (165,581) (2) 88,410 141,654 GAAP-based gross profit and gross margin (%) / 1,729,835 69.4% Non-GAAP-based gross profit and gross margin (%) 171,337 (3) 1,901,172 76.3% Operating expenses Research and development 304,212 (7,195) (1) 297,017 Sales and marketing 438,984 (13,594) (1) 425,390 General and administrative 190,502 (12,074) (1) 178,428 Amortization of acquired customer-based intangible assets 164,075 (164,075) (2) Special charges (recoveries) (1,404) 1,404 (4) GAAP-based income from operations / Non-GAAP-based income from operations 569,222 366,871 (5) 936,093 Other income (expense), net 16,417 (16,417) (6) Provision for income taxes 342,121 (227,030) (7) 115,091 GAAP-based net income / Non-GAAP-based net income, attributable to OpenText 129,389 577,484 (8) 706,873 GAAP-based earnings per share / Non-GAAP-based earnings per share-diluted, attributable to OpenText $ 0.47 2.12 (8) 2.59 opentext™ OpenText ©2022 All rights reserved 52#53Reconciliation of Selected Non-GAAP Measures | FY'21 YTD FOOTNOTES 1 Adjustment relates to the exclusion of share-based compensation expense from our Non-GAAP-based operating expenses as this expense is excluded from our internal analysis of operating results. Adjustment relates to the exclusion of amortization expense from our Non-GAAP-based operating expenses as the timing and frequency of amortization expense is dependent on our acquisitions and is hence excluded from our internal analysis of operating results. 2 3 4 GAAP-based and Non-GAAP-based gross profit stated in dollars and gross margin stated as a percentage of total revenue. Adjustment relates to the exclusion of special charges (recoveries) from our Non-GAAP-based operating expenses as special charges (recoveries) are generally incurred in the periods relevant to an acquisition and include certain charges or recoveries that are not indicative or related to continuing operations, and are therefore excluded from our internal analysis of operating results. 5 GAAP-based and Non-GAAP-based income from operations stated in dollars. 6 7 8 Adjustment relates to the exclusion of other income (expense) from our Non-GAAP-based operating expenses as other income (expense) generally relates to the transactional impact of foreign exchange and is generally not indicative or related to continuing operations and is therefore excluded from our internal analysis of operating results. Other income (expense) also includes our share of income (losses) from our holdings in investments as a limited partner. We do not actively trade equity securities in these privately held companies nor do we plan our ongoing operations based around any anticipated fundings or distributions from these investments. We exclude gains and losses on these investments as we do not believe they are reflective of our ongoing business and operating results. Adjustment relates to differences between the GAAP-based tax provision rate of approximately 73% and a Non-GAAP-based tax rate of approximately 14%; these rate differences are due to the income tax effects of items that are excluded for the purpose of calculating Non-GAAP-based adjusted net income. Such excluded items include amortization, share-based compensation, special charges (recoveries) and other income (expense), net. Also excluded are tax benefits/expense items unrelated to current period income such as changes in reserves for tax uncertainties and valuation allowance reserves, and "book to return" adjustments for tax return filings and tax assessments. Included is the amount of net tax benefits arising from the internal reorganization that occurred in Fiscal 2017 assumed to be allocable to the current period based on the forecasted utilization period. In arriving at our Non-GAAP-based tax rate of approximately 14%, we analyzed the individual adjusted expenses and took into consideration the impact of statutory tax rates from local jurisdictions incurring the expense. The GAAP-based tax provision rate for the nine months ended March 31, 2021 includes an income tax provision charge from IRS settlements partially offset by a tax benefit from the release of unrecognized tax benefits due to the conclusion of relevant tax audits that was recognized during the three months ended December 31, 2020. Reconciliation of GAAP-based net income to Non-GAAP-based net income: Nine Months Ended March 31, 2021 GAAP-based net income, attributable to OpenText $ Add: Amortization Share-based compensation Special charges (recoveries) 129,389 $ Per share diluted 0.47 329,656 1.21 38,619 0.14 (1,404) (0.01) Other (income) expense, net (16,417) (0.06) GAAP-based provision for income taxes 342,121 1.26 Non-GAAP-based provision for income taxes (115,091) (0.42) Non-GAAP-based net income, attributable to OpenText $ 706,873 2.59 opentext™ OpenText ©2022 All rights reserved 53#54Reconciliation of Adjusted EBITDA and Free Cash Flows (In '000's U.S. dollars) GAAP-based net income, attributable to OpenText Add: Provision for income taxes Interest and other related expense, net Amortization of acquired technology-based intangible assets Amortization of acquired customer-based intangible assets Depreciation Share-based compensation Special charges (recoveries) Other (income) expense, net Adjusted EBITDA Total revenue GAAP-based net income margin Adjusted EBITDA margin (% of total revenue) (In '000's U.S. dollars) GAAP-based cash flows provided by operating activities Add: Q3 FY'22 Q3 FY'21 FY'22 YTD FY'21 YTD $ 74,681 $ 91,490 $ 294,894 $ 129,389 41,041 31,818 123,757 342,121 40,238 37,333 117,538 114,017 46,564 53,453 152,333 165,581 56,215 54,156 160,764 164,075 22,370 21,961 65,535 64,244 16,748 12,357 45,091 38,619 11,031 2,846 20,592 (1,404) (24,392) (8,283) (29,137) (16,417) $ 284,496 $ 297,131 $ 951,367 $ 1,000,225 882,283 832,931 $ 2,591,390 $ 2,492,588 8.5% 32.2% 11.0% 35.7% 11.4% 36.7% 5.2% 40.1% Q3 FY'22 Q3 FY'21 FY'22 YTD FY'21 YTD $ 323,557 $ 63,572 $ 729,870 $ 579,931 Capital expenditures (1) (17,590) (13,311) (54,937) (36,267) Free cash flows $ 305,967 $ 50,261 $ 674,933 $ 543,664 (1) Defined as "Additions of property and equipment" in the Condensed Consolidated Statements of Cash Flows. opentext™ OpenText ©2022 All rights reserved 54#55Reconciliation of Adjusted EBITDA and Free Cash Flows FY'12 FY'13 FY'14 FY'15 FY'16 FY'17 FY'18 FY'19 FY'20 (In '000's U.S. dollars) FY'21 Adjusted EBITDA GAAP-based net income, attributable to OpenText $ 125,174 $ 148,520 $ 218,125 $ 234,327 $ 284,477 $ 1,025,659 $ 242,224 $ 285,501 $ 234,225 $ 310,672 Add: Provision for (recovery of) income taxes 12,171 29,690 58,461 31,638 6,282 (776,364) 143,826 154,937 110,837 339,906 Interest and other related expense, net 15,564 16,982 27,934 54,620 76,363 120,892 138,540 136,592 146,378 151,567 Amortization of acquired technology-based intangible assets 84,572 93,610 69,917 81,002 74,238 130,556 185,868 183,385 205,717 218,796 Amortization of acquired customer-based intangible assets 53,326 68,745 81,023 108,239 113,201 150,842 184,118 189,827 219,559 216,544 Depreciation 21,587 24,496 35,237 50,906 54,929 64,318 86,943 97,716 89,458 85,265 Share-based compensation 18,097 15,575 19,906 22,047 25,978 30,507 27,594 26,770 29,532 51,969 Special charges (recoveries) 24,523 24,034 31,314 12,823 34,846 63,618 29,211 35,719 100,428 1,748 Other (income) expense, net (3,549) 2,473 (3,941) 28,047 1,423 (15,743) (17,973) (10,156) 11,946 Adjusted EBITDA $ 351,465 $ 424,125 $ 537,976 $ 623,649 $ 671,737 $ 794,285 $ 1,020,351 $ 1,100,291 $ 1,148,080 (61,434) $ 1,315,033 Total revenue GAAP-based net income margin Adjusted EBITDA margin (% of total revenue) $ 1,207,473 $ 1,363,336 $ 1,624,699 $ 1,851,917 10.4% 29.1% 10.9% 31.1% 13.4% 33.1% 12.7% 33.7% $ 1,824,228 15.6% 36.8% $ 2,291,057 44.8% 34.7% $ 2,815,241 8.6% 36.2% $ 2,868,755 10.0% 38.4% $ 3,109,736 7.5% 36.9% $ 3,386,115 9.2% 38.8% Free Cash Flows GAAP-based cash flows provided by operating activities (1) $ 266,490 $ 318,502 $ 417,096 $ 522,055 $ 523,663 $ 440,353 $ 708,081 $ 876,278 $ 954,536 $ 876,120 Add: Capital expenditures (2) Free cash flows (72,709) $ 881,827 (63,675) $ 812,445 (1) Effective July 1, 2018, we adopted ASU No. 2016-18 using the retrospective method. Fiscal years 2014-2020 have been adjusted retrospectively to conform to current period presentation while fiscal years 2012-2013 are presented prior to adoption of ASU 2016-18. (25,828) (23,107) (42,268) (77,046) (70,009) (79,592) (105,318) (63,837) $ 240,662 $ 295,395 $ 374,828 $ 445,009 $ 453,654 $ 360,761 $ 602,763 $ 812,441 (2) Defined as "Additions of property & equipment" in the Consolidated Statements of Cash Flows opentext™ OpenText ©2022 All rights reserved 55

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