Market Expansion and Value Creation

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#1opentext™ OpenText Investor Presentation August 3, 2023 NASDAQ: OTEX | TSX: OTEX#2Safe Harbor and IP Statement This presentation contains forward-looking statements or information (forward-looking statements) within the meaning of the Private Securities Litigation Reform Act of 1995, Section 21E of the U.S. Securities Exchange Act of 1934, as amended (the Exchange Act), Section 27A of the U.S. Securities Act of 1933, as amended, and other applicable securities laws of the United States and Canada, and is subject to the safe harbors created by those provisions. All statements other than statements of historical facts are statements that could be deemed forward-looking statements. Certain statements in this presentation, including statements about F'24, F'25, F'26 and other future time frames regarding revenue and organic growth, cloud bookings growth, A-EBITDA, margins, free cash flows, market share gains, growth initiatives, deployment of capital, total addressable market, renewal rates, annual recurring revenue, net leverage ratio and deleveraging program, debt profile, target models, intention to continue dividend program, including any annualized dividend target, integration and associated benefits of the Micro Focus acquisition, future tax rates, new platform, product offerings and associated benefits to customers, our announcement of opentext.ai and OpenText AviatorTM, including our Al direction, vision and initial Al products, ESG initiatives, scaling OpenText, 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. 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. Our 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. 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. These 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, cash flows, dividends, financing plans, business strategy, budgets, capital expenditures, competitive positions, growth opportunities, plans and objectives of management, including any anticipated synergy benefits; our ability to integrate successfully Micro Focus' operations and programs, including incurring unanticipated costs, delays or difficulties; 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 reflect management's current expectations and projections about future results only as of the date hereof. 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 (SEC) and other securities regulators. For these reasons, we caution you not to place undue reliance upon any forward-looking statements. Further, investors 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 (https://investors.opentext.com). Such social media channels may include the Company's or our CEO's blog, Twitter account or LinkedIn account. The information posted through such channels may be material. Accordingly, investors should monitor such channels in addition to our other forms of communication. opentext™ © 2023 Open Text 2#3OpenText Strategic Overview#4OpenText Snapshot The Global Leader in Information Management Information Management TAM OpenText Cloud ication Cybersecurity Analytics and Al Modernization Content Business Network IT Ops Management Management opentext INFORMATION CORE twork Experience Data | Operational Data\ Learning Data Information Management Total Addressable Market(1) Content Management $47B Cybersecurity $68B Platform for Application Automation $22B operational $24B data IT Operations Management (ITOM) $38B Al & Analytics Business Network Total $10B $208B opentext.ai Proven technology innovation Key Process Automation Targets & Aspirations In Constant Currency(2) F'24 Targets F'26 Aspirations Enterprise Cloud Bookings (3) 15%+ 15%+ Large Al categories Organic Growth (4) (% Y/Y) 1% to 2% 2% to 4% The Internet changed everything... with Al, everything must change Who We Are Total Revenue $5.85B to $5.95B $6.2B to $6.4B A-EBITDA Margin (5) 36% to 38% 38% to 40% Free Cash Flows (5).(6) $0.8B to $0.9B $1.5B+ 98 of Top 100 Companies are Customers opentext™ 120k+ 150M Enterprise Customers End Users ~24k Employees (1), (2), (3), (4), (5), (6) See Slide Notes >33% Employees Dedicated to R&D 180 Countries we operate in © 2023 Open Text 4#5History of Value Creation Market Expansion and Value Creation Value Creation 2023 2023 opentext.ai Micro Focus 2021 Zix: a top Microsoft SMB/C partner 2022 Titanium 2019 Carbonite: new SMB/C market 2020 2005 2014 GXS: Cloud and Business Network Content Services 2017 Documentum: now #1 in Content 1991 Foundation out of University of Waterloo Market 1996 IPO on Nasdaq 2005 IXOS: top SAP partnership 30+ Year History opentext™ Services Our Mission: We power and protect information Our Purpose: To elevate every person and every organization to gain the information advantage Cloud Editions: Modern Cloud Platform Our Passion: Deliver compelling innovations that provide our Customers a competitive advantage An inclusive environment where passionate, skilled, and diverse Employees thrive Deliver Shareholder value through growth, profits and capital efficiency improvements © 2023 Open Text LO#6OpenText Business System Our Competitive Advantage: It's Who We Are and How We Do What We Do Our Shared Purpose To elevate every person and every organization to gain the information advantage Our System Customers talk, we listen Growth is inclusive and sustainable People OpenText Fundamentals • • Market leadership Innovation • • Learning organization Problem solvers Customer success • Operational excellence Frictionless business Make long-term decisions • Owners' mindset Economic value add Innovation defines our future We are Information experts Performance Trust Innovation Delivery Process The best team wins opentext™ Planning We compete for capital Zero-based Budgeting & Economic Value Add is our way of life Core Value Drivers Shareholders . • • • Total revenue growth Upper quartile A-EBITDA and FCF Return on Invested Capital (ROIC) L.O.V.E.TM model Customers • Trust and Delivery • Al & Automation • Performance Employees • . Advancement Learning © 2023 Open Text CO 6#7Core Value Drivers Expanded: Running the OpenText Playbook Total Revenue Growth Organic Acquisitions Total Revenue Growth Cloud Growth + Gross Margin R&D Reinvest for Growth R&D + S&M S&M G&A Improve Cost Structure Automation A-EBITDA ΑΙ opentext™ (1), (2) See Slide Notes Margin Expansion + Strong Free Cash Flows Capital Allocation Acquisitions Value Creation Innovation Debt < 3x (1) Dividend (2) (~20% of TTM FCF) © 2023 Open Text 7#8Track Record of Total Revenue Growth Expected Rapid Growth and Increased Predictability Total and Estimated Revenue Growth In $Billions 13% F'11 to F'23 CAGR $3.5 $3.4 $3.1 $2.8 $2.9 $2.3 $1.9 $1.8 $1.6 $1.4 $1.2 $1.0 F'11A F'12A F'13A F'14A F'15A F'16A F'17A opentext™ $4.5 81% ARR(1) $5.85 $6.2 to to $5.95 $6.4 F'18A F'19A F'20A F'21A F'22A F'23A F'24E(2) F'26E(3) (1), (2), (3) See Slide Notes Revenue Growth Track record of double-digit total revenue growth Accelerate cloud growth Market share gains through information automation transformations, cloud adoption and Al Strategic M&A © 2023 Open Text 8#9Track Record of A-EBITDA Expansion Upper Quartile A-EBITDA Margins (1) A-EBITDA Dollars and Estimated Margins In $Billions 14% F'11 to F'23 CAGR 36% to 38% 38% to 40% $1.5 $1.3 $1.3 $1.1 $1.1 $1.0 $0.8 $0.6 $0.7 $0.5 $0.4 $0.4 $0.3 F'11A F'12A F'13A F'14A F'15A F'16A F'17A F'18A F'19A F'20A F'21A (2) F'22A F'23A F'24E F'26E (2) opentext™ (1), (2) See Slide Notes A-EBITDA Growth Targeting Upper-quartile A-EBITDA profitability A proven OpenText Business System for Value Creation Innovation and automation Investing in Al and productivity © 2023 Open Text 9#10Track Record of Strong Free Cash Flows Expected Acceleration in Free Cash Flows In $ Millions (1) Estimated Free Cash Flows 11% F'11 to F'23 CAGR Cloud Acquisition $603 $446 $454 $375 $361 $295 $241 $187 Investment integration $800 to $882 $889 $900 $812 $812 $655 $1.5B+ Aspiration F'11A F'12A F'13A F'14A F'15A F'16A F'17A F'18A F'19A F'20A (2) F'21A F'22A F'23A F'24E F26E (2) opentext™ 20%+ FCF as % of Revenue (1), (2) See Slide Notes FCF Growth Target upper quartile FCF Increase cloud growth rates Bring Micro Focus onto OpenText's Operating Model Lower Interest Costs © 2023 Open Text 10#11Track Record of Shareholder Returns Dividend Program (~20% of TTM Free Cash Flows)(1)(2) Approximately $2.2B returned to shareholders since F'13 (3) Dividends Paid and Shares Repurchased (US$M) ■Shares Repurchased ■Dividends 31% CAGR(4) F'13 to F'23 $177.0 $119.1 $65.5 $259.5 $273.1(5) $237.7 $210.7 $188.7 $168.9 $145.6 $120.6 $74.7 $87.6 $99.3 $17.7 F'13 F'14 F'15 F'16 F'17 F'18 F'19 F'20 F'21 F'22 F'23 F'24E Dividends $0.08 $0.31 $0.36 $0.42 $0.48 $0.55 $0.63 $0.70 $0.78 $0.88 $0.97 $1.00(5) per share opentext™ (1), (2), (3), (4), (5) See Slide Notes © 2023 Open Text 11#12OpenText Q4 and Fiscal 2023 Highlights#13Q4 F'23 Total Revenues $1.49B $1.50B in CC (2) 65.2% 66.5% in CC Q4 and Fiscal 2023 Financial Highlights (with Y/Y comparisons) (1) Q4 Enterprise Cloud Bookings of $164M; F'23 of $528M For full year F'23 $4.48B $4.62B in CC 28.4% Total Revenues ARR (3) 78% of Total Revenues $1.16B $1.17B in CC 56.4% 57.7% in CC ARR 81% of Total Revenues $3.62B $3.72B in CC Cloud Revenues $452M $455M in CC 9.7% Cloud Revenues 10.6% in CC $1.70B $1.74B in CC 32.2% in CC 26.2% 29.7% in CC 10.8% 13.3% in CC A-EBITDA (4) 31.0% margin $463M $453M in CC 47.6% Non-GAAP Earnings Per Share (4) Free Cash Flows (4) 6.1% of Total Revenues $0.91 $0.88 in CC 44.3% in CC 13.8% A-EBITDA (4) 32.8% margin $1.47B $1.50B in CC 16.4% 18.2% in CC Non-GAAP Earnings 10.0% in CC Per Share (4) $3.29 $3.37 in CC 2.2% 4.7% in CC $91M ▼ 57.3% Free Cash Flows (4) $655M 26.3% 14.6% of Revenues opentext™ (5) Q4 Enterprise Renewal Rates: 94% Cloud; 95% Customer Support (1), (2), (3), (4), (5) See Slide Notes © 2023 Open Text 13#14Q4 F'23 Customer Wins U.S. DEPARTMENT HOMELAND SECURITY FEMA Cybersecurity An agency of U.S. Department of Homeland Security. Its mission is to help people before, during, and after disasters. DHL eCommerce Cybersecurity The eCommerce division of DHL in the Benelux. DHL is the world's leading logistics company. CNA Content One of the largest U.S. commercial property and casualty insurance companies. Products: Content services RENESAS Content Renesas (Renaissance Semiconductor for Advanced Solutions) is the world's third- largest automotive semiconductor manufacturer, with headquarters in Tokyo. Extended ECM Fortify Scan Central SAST & DAST NetIQ Identity Governance as a Service Solution: To align with the Zero Trust framework, FEMA needed to consolidate five solutions into a centralized platform where they can automate, manage, and track security vulnerabilities. Improve security by automating the auditing process, provide insight and control of access to all high-risk applications, and produce monthly reports to board members and auditors. OpenText will provide leading-edge content services capabilities. Renesas selected Extended ECM for SAP SuccessFactors on the X2 plan, which they will use to standardize and harmonize HR processes, leveraging the Microsoft Enabler. RS GROUP TECH opentext™ Swedbank mahindra BGC BROOKSHIRE GROCERY COMPANY GREAT LAKES CHEESE Together, for generations to come. lifesecure™ LOTTOMAtica MVERTEX H INVESTORS HERITAGE Employment Security Department WASHINGTON STATE 8 Bezeq © 2023 Open Text 14#15Q4 F'23 Customer Wins BNP PARIBAS Application Automation A European leading provider of banking and financial services, operates in 70 countries and close to 200,000 employees. warta. Analytics & AI A leading Polish insurance group, offering life and non-life insurance in Poland. ▼DAIKIN Business Network Designs and manufactures advanced commercial and industrial HVAC systems for customers around the world. Elevance Health Experience The largest for-profit managed health care company in the Blue Cross Blue Shield Association, with 46.8M U.S. members. ValueEdge platform Vertica Products: Business Network Cloud Enterprise Solution: Exstream Cloud Native BNPP are working with their subsidiaries to join a new SaaS deployment model and at the same time to embrace the new ValueEdge technology in order to support their DevSecOps Automation goals. Warta needed an immediate, real-time solution to deliver tailored offers within seconds. Implementing Vertica led to significant business growth, enabling them to leverage advanced analytics, real-time data processing, scalability, and security features. To onboard trading partners electronically to drive a more seamless process. Exstream Cloud Native will help the company create, deliver, and manage all member communications. Scalability, ease-of-use and multi-channel delivery will transform Elevance Health's communications. RS GROUP opentext™ TECH mahindra Swedbank BGC BROOKSHIRE GROCERY COMPANY GREAT LAKES CHEESE Together, for generations to come. MVERTEX lifesecure™ H INVESTORS HERITAGE LOTTOMAtica Employment Security Department WASHINGTON STATE 8 Bezeq © 2023 Open Text 15#16Cash Flows and Balance Sheet Cash (USD$B) (as of 06/30/2023) Net Leverage Ratio (1) Total Cash $1.2B TTM Q4 F'23 (USD$M) Targeted Net Leverage Ratio (1) Expected quarterly debt reduction of $175M+ 3.5x 3.3x < 3.0 x 2.1x Operating Cash Flows $779 1.9x 2.0x 2.0x Micro Focus Transaction Close Less: CapEx $124 Q3 F'22 Q4 F'22 Q1 F'23 Free Cash Flows (2) $655 Q2 F'23 Q3 F'23 Q4 F'23 By the end of F'25 or sooner Debt Maturity Profile (USD$M) (5) (as of 6/30/23) Less: Principal $203 Term Loan B 900 Less: Dividends $260 Acquisition Term Loan [] Undrawn Revolver Drawn Revolver Reflects $175M debt payment Less: Share Buyback (3) $-- made after Senior Secured Notes Senior Notes 6/30/2023 3,334 100 Cash Generated for Corporate Purposes (4) $192 933 650 1,000 900 850 650 C'23 C'24 C'25 C'26 C'27 C'28 C'29 C'30 C'31 opentext™ (1), (2), (3), (4), (5) See Slide Notes © 2023 Open Text 16#17Introducing: Annual Business Performance Market Leadership and Continued Share Gains Through Organic Growth and M&A High Value Businesses (F'23 Actual) Global Scale and Customer Proximity Information Management % of Total Revenue (1) Content Management ~45% Total Addressable Market(2) $47B Cybersecurity -20% $68B Application Automation -10% $22B Business Network -15% $24B IT Operations Management (ITOM) ~5% $38B Analytics & Al -5% $10B Total $4.48B $208B opentext™ (1), (2) See Slide Notes Open Text leverages a common set of technologies, processes and systems to deliver our complete and integrated portfolio of Information Management solutions at scale. Information Management is comprised of key market areas: Content, Cybersecurity, Application Automation, Business Network, IT Operations Management and Analytics & Al. Information Management is growing and has an approximate TAM of $200B. We have significant opportunity to grow and scale in each of our key markets. © 2023 Open Text 17#18Annual Organic Revenue Growth (1) Y/Y Organic Growth % Increasing Cloud Organic Growth in CC 4% in CC (2) F'21 F'22 F'23 Cloud ARR Total 1.8% 0.5% (2.1%) 1.7% 1.2% F as Reported Cloud ARR Total F'21 3.2% 2.7% F'22 2.9% 1.3% F'23 1.5% (0.8%) 0.5% 0.5% (2.0%) 3.6% 3.9% 2.3% 2.3% Y/Y Organic Growth in CC 3% 2% 1% F'21 F'22 F'23 opentext™ (1), (2) See Slide Notes F'26 Aspiration 7% to 9% Cloud Organic Growth in CC (2) F'26 Aspiration 2% to 4% Total Organic Growth in CC (2) © 2023 Open Text 18#19OpenText Outlook#20F'24 Target Model(¹) F'23 Reported F'24E in CC(2) F'23 Reported $528 1.2% Ent. Cloud Bookings (3) (USD$M) and Growth Y/Y% Organic CC(2) Growth (4) Y/Y% 15%+ USD$M % of Rev % of revenue F'24E in CC(2) Y/Y Growth 1% to 2% $1,700 37.9% Cloud Services and Subscriptions 30% to 32% $4.485 32.8% $655 Total Revenue (USD$B) A-EBITDA Margin (5) Free Cash Flows (USD$M) (5) (6) $5.85 to $5.95 $1,915 42.7% Customer Support 45% to 47% 6% to 8% 40% to 42% 36% to 38% $3,615 80.6% ARR(7) 76% to 78% 24% to 26% $800 to $900 ($132) FX Revenue (headwind)/tailwind (USD$M) $40 to $60 F'23 14% Adj Tax Rate (8) F'24E 14% $539 12.0% $331 7.4% $4.485 76.1% $329 $124 Net Interest Expense and Other (USD$M) Capital Expenditures (USD$M) $580 to $600 14.3% License Revenue Professional Services Total Revenue (USD$B) Non-GAAP Gross Margin (5) Research & Development(5) 15% to 17% 71% to 73% 6% to 8% $5.85 to $5.95 77% to 79% 29% to 31% 14% to 16% $140 to $160 20.2% Sales & Marketing(5) 18% to 20% 8.7% General & Admin (5) 7% to 9% Expect Micro Focus to return to organic growth in F'24 2.4% Depreciation (5) 45.7% Total Operating Expenses (5) 1% to 3% 42% to 44% opentext™ (1), (2), (3), (4), (5), (6), (7), (8) See Slide Notes © 2023 Open Text 20 20#21Q1 F'24 Quarterly Factors Externalities Recession risk Inflation Geopolitical opentext™ Company Specific Reflecting Q1 Seasonality: Expect Q1 Y/Y Revenue in constant currency: Total revenues of $1.36B to $1.41B ARR(1) of $1.09B to $1.13B FX revenue tailwind of approximately $5M to $10M Y/Y Expect Q1 Y/Y A-EBITDA (2) in constant currency: Margin % down 250 bps to 350 bps FXA-EBITDA tailwind of approximately $5M to $10M Y/Y Our business is annual, and quarters will vary (1), (2) See Slide Notes © 2023 Open Text 21 21#22OpenText - Micro Focus Financial Integration Framework Updated Savings 2H F'23 1H F'24 2H F'24 1H F'25 2H F'25 F'26 FCF(2) A-EBITDA (2) opentext™ Cost Savings $400M Amounts represent annualized savings Expense & Charges ~$260M(3) Actioned Integration Expense ~$70M ~$6M Incurred Special Charges ~$420M to $460M ~$146M Incurred Workforce reductions and Facilities Consolidation (~$28M) Vendor consolidation, strategic procurement (~$116M) System alignment and integration expense (~$60M +) Severance, restructuring costs, advisory support and others (~$110M) Global entities simplification, tax structure initiatives, technology footprint optimization (~$200M) Est. total charges and expense ~$150M incurred $180M to $200M (1), (2), (3) See Slide Notes $150M to $190M Adj. EBITDA © 2023 Open Text FCF (1) 22 22#23Rapid Deleveraging Program Total Debt (as of 6/30/23) Consolidated Net Leverage Ratio (¹) • Track Record of Rapid Deleveraging Micro Focus on OpenText Operating Model Full benefit of cost savings and systems integration • Lower interest costs by end of F'25 • Automation and Al productivity investments $9.1B Principal Outstanding 5.7 yrs Weighted Ave Maturity TM opentext 6.6% Weighted Avg. Interest Rate 47% Total Debt Fixed 3.5x As of June 30, 2023 < 3.0x or sooner opentext™ (1), (2) See Slide Notes • Planned Debt Reduction of $175M per quarter²) (2) © 2023 Open Text 23 23#24(1) F'26 Aspirations in Constant Currency Enterprise Cloud Bookings Growth (2) Total Organic Revenue Growth (3) 15%+ Cloud Editions (CE), Cloud Expansion, Industry Expansion, Al, Titanium X 2% to 4% Micro Focus expected to return to organic growth in F'24 Total Revenue ~$6.2B to $6.4B Cloud Organic Revenue Growth (3) 7% to 9% ARR (% of Total Revenue) (4) 77% to 79% A-EBITDA Margin (5) (%) 38% to 40% Free Cash Flows (5) (6) (FCF) $1.5B+ Market share gains through cloud acceleration and opentext.ai Continued Information Management momentum Cloud expansion and improve Micro Focus renewals to Open Text standards Upper quartile profitability while investing in cloud, Al, security and edge Continued high conversion from A-EBITDA and working capital efficiency Capital Allocation to Dividend Program (7) ~20% of TTM FCF Prioritizing capital return and debt reduction Non-GAAP Effective Tax Rate (8) Mid 20%'s Utilization of tax attributes while enhancing current structure opentext™ (1), (2), (3), (4), (5), (6), (7), (8) See Slide Notes © 2023 Open Text 24 24#25(1) We Expect To Double FCF with our F'26 Aspirations $655M 30%+ CAGR%(3) F'23 to F'26 $800M to $900M $1.5B+ F'23A F'24E(2) F'26E (2) opentext™ Key Drivers . Expanding organic growth with cloud growing fastest ● • New demand areas such as Al and new workloads Micro Focus on OpenText Operating Model and full benefit of cost optimizations and systems. integrations Lower interest costs Automation and Al productivity investments (1), (2), (3) See Slide Notes © 2023 Open Text 25#26Our Business#27The Cognitive Era: the Next Era of Computing The Internet changed everything...with Al, everything must change • Information and Al driven • Seamless shifts between physical & digital ("Phygital") • The A levels: automation, algorithms, applications, augmented reality • More human: workforce is fluid and global • Always on, fully connected, instant Automation Calculation " I Client Server Mainframes Monolithic opentext™ Client Server Internet Cloud Webservices Cognitive Digital Microservices © 2023 Open Text ΑΙ 27#28OpenText: We Power and Protect Information The most comprehensive Information Management platform The Open Text Cloud and the Internet of Clouds OpenText addresses strategic business buyers (CEO, CISO, CIO...) Infrastructure Applications Public Internet Standards Off-cloud OpenText Cloud Public Cloud API Cloud Private Cloud | Off Cloud Cybersecurity Analytics and Al IT Ops Management Connectivity Application Conne Content Business Network Management opentext INFORMATION CORE work Experience Data | Operational Data | L Eco-Systems Services Public Internet Mainframes People, Machines, and Things Interconnected and runs over the public internet Intelligent Connected opentext™ Secure Responsible © 2023 Open Text 28#29OpenText: Well-Positioned for the Cognitive Era Decades of Operational Data in the OpenText Information Core Data types: • Fast and slow Human and machine • Structured and unstructured Data from key sources: • Sensors and devices applications infrastructures • . cloud and . • Text mining Magellan BI data visualization Advanced data exploration and ETL Enterprise Al Visualization Data and Exploration 501 opentext TM INFORMATION CORE Analytical ecosystems.... Full customer deployment choice: off-cloud • private cloud public cloud APIs opentext™ • IDOL Unstructured data analytics • Enterprise search • • Text, audio, video, Knowledge discovery d Data Analytics analytics Database Vertica • • High-performance analytics In-database ML Geospatial and time-series analytics Data lake © 2023 Open Text 29#30Strategic Growth Priorities. Win Our Markets Content OpenText: The platform of platforms for Information Management Cybersecurity Application Automation Business Network IT Operations Management Analytics and Al Extend OpenText Private Cloud to Micro Focus Customers Prioritizing largest products first Grow Cloud and Al Leverage Titanium X to Grow Public Cloud/SaaS and API offerings All new products available as APIs Strategic Integrations Integrate Analytics, Al and selected Cybersecurity products across our Key Markets examples IDOL, Vertica, Voltage opentext™ © 2023 Open Text 30 50#31Introducing Open Text Aviator OpenText Content Aviator OpenText Business Network Aviator OpenText IT Operations Management (ITOM) Aviator OpenText DevOps Aviator Embrace the next era of software user experience Revolutionize the internet of clouds via connectivity Refine all Level 1 business support (IT, HR, Sales) Elevate 30 million developers Respond to threats in real time and ensure data is private and secure OpenText Cybersecurity Aviator OpenText Experience Aviator Private LLM running in the OpenText Private Cloud + • Private Language Models • Running in the OpenText Private Cloud • Customers can leverage their private data sets, safely, and securely opentext™ Transform customer communications OpenText Private Cloud Aviator New OpenText Al Practice & Expert Guidance • Data Layers Poly Models • Prompt Engineering • Learning Data Operations || Unleashing the Power of Information Transformative Outcomes © 2023 Open Text 31#32Top Growth Drivers and Leading Products by Business Leverage Products and Capabilities for Continued Growth Business Clouds Content Cybersecurity Application Automation Business Network Smarter Information Smarter Security Smarter Applications Smarter Connections IT Operations Mgmt. Smarter Digital Operations Analytics & AI Smarter Decisions Al, SaaS and LLMs Embed security into other Open Text products Top Growth Opportunities Product to platform, LLMs and Mainframe migrations Mid-market and e-invoicing GreenOps, End-to-End monitoring and Service Mgmt. IDOL, IoT as a Service, LLM Private Cloud Embedded Security, Al and Analytics Top Products Content Enterprise • Extended ECM . Documentum • Core Application Modernization • Catalyst ArcSight Fortify NetIQ & Connectivity (AMC) Enterprise • Foundation NOM Service Manager • GXS • COBOL • Lens IDOL Magellan Operations Bridge • Vertica • SMAX • Experience • Exstream • Voltage • Encase • RightFax • Debricked • TeamSite SMB/Consumer • Rumba Application Delivery & Management (ADM) Liaison • Trading Grid opentext™ • Carbonite Webroot Zix BrightCloud • LoadRunner • UFT One • ALM Octane • Value Edge © 2023 Open Text 32 32#33Titanium X: Next Evolution of Information Management $2.5B Investment in Innovation and Cloud Operations by end of F'25 Titanium X Priorities New Information Management Capabilities • Climate & Sustainability capabilities TM • OpenText Aviator™ and Large Language Model (LLM) Security and Al built with NetIQ, Voltage, IDOL New Information Management Clouds • Developer Cloud • loT Cloud XDR Cloud Micro Focus products offered in all customer deployment options • Off-cloud • Private cloud . Public/SaaS cloud • APIs Titanium X Releases Accelerating Micro Focus to the Cloud Release 23.2 - Now Available! • Fortify • Debricked • SMAX • FinOps uCMDB Release 23.3 - Now Available! • OpsBridge Private Cloud Release 23.4 - Future • uCMBD private Cloud Release 24.1 - Future • • Vertica Private Cloud Release 24.2 - Future • NOM Private Cloud • Full Security Cloud • Micro Focus 100% private cloud enabled and on 90-day release cycle opentext™ Over 9,000 innovation and cloud professionals in more than 20 countries © 2023 Open Text 33#34Our Structured Go To Market Approach Open Text L.O.V.E.TM Model Our Approach to Engaging Customers Strategic Accounts Enterprise Accounts Top 250 G10K Corporate Accounts Mid Market Business Accounts Home Accounts opentext™ SMB Consumer Engaging Through Partners Top 10 Large Sale Partners SAP, Microsoft, AWS, Google, Accenture and more MSP MSSP Strategic Delivery S Support OpenText Partner Network Partners OEM ISV Solution Extension Value Added Resellers through National Distribution © 2023 Open Text 34#35Our 2030 Pledge: Open Text Zero-In opentext™ opentext Zero-In TM Zero Footprint Zero Barriers Zero Compromise • • . • Committed to climate innovation Zero waste from operations by 2030 Science-based emissions reduction target of 50% net reduction by 2030/net-zero by 2040 Advance Equity, Diversity and Inclusion (ED&I): · Majority Diverse 50/50 for key roles • 40% female in leadership positions Center on ICT Education and Training Advance wellness & wellbeing Zero compromise on what matters most Principle-based approach Annual Report + The OpenText Way © 2023 Open Text 35#36We are Committed to Climate Innovation • Report • Information Management: CO2 budget, forecasts CMDB: Automatically collect CO2 actuals for IT / OT assets (UCMDB), using climatiq.io, boavista.com Governance and Green Ledger: Inform and optimize to meet CO2 goals (AMX, ECM) Digitize document stores (ECM) Heineken Digitized e-commerce transactions with EDI to automate supply chain operations TOYOTA Fleet electrification • Reduce • • Digital workflows (AppWorks, SMAX, eSignature) Digitize paper trails (BN) Shell Lubricant recycling and reuse Reuse IT and OT Operations monitoring (OpsBridge) Asset lifecycle tracking (BN, AMX) Preventive Maintenance (SMAX) method Changing how we clean Recycle • Asset recycling (BN, AMX) . Reshape • Modernize apps (Get off the mainframe) Efficient Dev Ops (Value Edge, Optimized QA) . Reshape supply chains (BN) opentext™ Be a Climate Innovator 10,000 pages per tree Information Management can save 1% of the world's trees, over 10 years(1) Saving more than 30 million trees annually(1) Reduce CoE emissions by 10%, would reduce global temperature by 1 Degree Celsius (1) See Slide Notes © 2023 Open Text 36#37Executive Leadership Team Sales & Demand Ted Harrison EVP, Enterprise Sales James McGourlay EVP, International Sales Products & Customers Operations Muhi Majzoub EVP, Chief Product Officer Madhu Ranganathan EVP, CFO Doug Parker EVP, Corporate Development Brian Sweeney EVP, CHRO Sandy Ono EVP, CMO Prentiss Donohue EVP, Cybersecurity Sales Paul Duggan EVP, Chief Customer Officer Paul Rodgers EVP, Sales Operations Michael Acedo EVP, CLO & Corporate Secretary Renee McKenzie EVP, CIO opentext™ Mark J. Barrenechea CEO and CTO © 2023 Open Text 37#38Slide Notes Slide 4 Throughout this presentation, certain numbers may not foot due to rounding (1) Estimates (dollars in US$ billions) based on market reports from independent industry analysis firms including Gartner and IDC.. (2) 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. (3) Enterprise cloud bookings means the total value from cloud services and subscription contracts entered into in the fiscal year that are new, committed and incremental to our existing contracts, entered into with our enterprise-based customers. (4) Organic growth is calculated by removing the revenue contribution from newly acquired companies for the first-year post acquisition. (5) 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. (6) Free Cash Flows on a reported basis. Slide 7 .. (1) Targeting net leverage ratio of < 3x based on bank covenant methodology. (2) Targeting dividends at rate of approximately 20% of TTM Free Cash Flow. Declaration of dividend subject to Board discretion. Slide 8 (1) Annual recurring revenue (ARR) as a % of total revenues and is defined as the sum of cloud services and subscriptions revenue and customer support revenue. (2) F'24 target year-over-year revenue growth percentage in constant currency. (3) F'26 aspirational revenue represents OpenText's estimate of Total Revenues in constant currency. Slide 9 (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. Historical data on a reported basis. (2) Open Text's F'24 target A-EBITDA margin and F'26 aspirational EBITDA margin in constant currency. Slide 10 (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. Historical data on a reported basis. (2) OpenText's F'24 target FCF and F'26 aspirational FCF in constant currency. Slide 11 (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) Targeting dividends at rate of approximately 20% of TTM Free Cash Flow. Declaration of dividend subject to Board discretion. (3) Based on F'13 to F'23 cumulative dividends paid, and common shares repurchased. (4) Compound annual growth in dividends paid from F'13 to F'23. (5) Targeting annualized dividend of $1.00 per share, subject to quarterly Board approval. Assumes weighted average common share count of 273.1 million for F'24. Slide 13 (1) Enterprise cloud bookings as the total value from cloud services and subscription contracts entered into in the fiscal year that are new, committed and incremental to our existing contracts, entered into with our enterprise-based customers. (2) 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. (3) Annual Recurring Revenue (ARR) is defined as the sum of cloud services and subscriptions revenue and customer support revenue. (4) 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. (5) Renewal rate excludes Carbonite, Zix and Micro Focus. Slide 16 (1) Consolidated Net Leverage Ratio (proforma) is calculated using bank covenant methodology. (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. (3) Excludes repurchases of common shares in connection with the settlement of awards under the company's long-term incentive plan or other plans. (4) Corporate purposes may include acquisitions, debt repayment, share repurchases, or other initiatives. (5) Term Loan B and Acquisition Term Loan are net of mandatory debt repayments only. Slide 17 (1) Includes 5 months of Micro Focus revenue for the period ended June 30, 2023. (2) Estimates based on market reports from independent industry analysis firms including Gartner and IDC. Slide 18 (1) Organic revenue growth is calculated by removing the revenue contribution from newly acquired companies for the first year post acquisition. (2) Constant currency is defined as the current period reported revenues represented at the prior comparative period's foreign exchange rate. Slide 20 (1) Projected as of August 3, 2023; this model is not guidance. (2) 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. (3) Enterprise cloud bookings is the total value from cloud services and subscription contracts entered into in the fiscal year that are new, committed and incremental to our existing contracts, entered into with our enterprise-based customers. (4) Organic revenue growth is calculated by removing the revenue contribution from newly acquired companies for the first year post acquisition. (5) 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. (6) FCF on a reported basis. (7) Annual Recurring Revenue (ARR) is defined as the sum of cloud services and subscriptions revenue and customer support revenue. (8) Please refer to historical filings, including our Forms 10-K and 10-Q, regarding the company's adjusted tax rate. Slide 21 (1) Annual Recurring Revenue (ARR) 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. Slide 22 (1) As of August 3, 2023. Estimates represent when savings, expenses and charges are expected to be substantially actioned or incurred. Subject to change. (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. (3) Actioned includes notified. Slide 23 (1) Consolidated Net Leverage Ratio (pro forma) is calculated using bank covenant methodology. (2) Excluding mandatory debt repayments. Slide 24 (1) Revenue and Enterprise Cloud Bookings % are year-over-year comparisons. (2) Enterprise cloud bookings as the total value from cloud services and subscription contracts entered into in the fiscal year that are new, committed and incremental to our existing contracts, entered into with our enterprise-based customers. (3) Organic revenue growth is calculated by removing the revenue contribution from newly acquired companies for the first year post acquisition. (4) Annual Recurring Revenue (ARR) is defined as the sum of cloud services and subscriptions revenue and customer support revenue. (5) 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. (6) FCF is on a reported basis. (7) Declaration of dividend subject to board discretion. Strategy subject to change based on acquisition opportunities or other corporate purposes. Corporate purposes may include acquisitions, debt repayment, share repurchases, or other initiatives.. (8) Please refer to historical filings, including our Forms 10-K and 10-Q, regarding the company's adjusted tax rate. Slide 25 (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) F'24 Target and F'26 Aspirations as of August 3, 2023. Subject to change. (3) Compound annual growth in free cash flows from F'23 to F'26. Slide 36 (1) Based on internal OpenText estimates. opentext™ © 2023 Open Text 38#39opentext™#40Appendix 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 (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. Adjusted earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA) is consistently calculated as GAAP-based net income (loss), attributable to OpenText, excluding interest income (expense), provision for (recovery of) 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 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. Information reconciling certain forward-looking GAAP measures to non-GAAP measures related to F'24 targets and F'26 aspirations, including A-EBITDA, is not available without unreasonable effort due to high variability, complexity and uncertainty with respect to forecasting and quantifying certain amounts that are necessary for such reconciliations. opentext™ © 2023 Open Text 40#41Summary of Quarterly Results with Constant Currency (In millions U.S. dollars, except per share data) Q4 FY'23 Q4 FY'22 $ Change % Change Q4 FY'23 in CC* % Change in CC* Revenues: Cloud services and subscriptions Customer support Total annual recurring revenues $451.7 $411.6 $40.1 9.7 % $455.4 10.6 % 705.3 328.3 376.9 114.8 % ** $1,156.9 $739.9 $417.0 56.4 % 711.4 $1,166.8 116.7 % 57.7 % License 228.8 94.7 134.1 141.6 % 229.2 142.0 % Professional service and other 105.1 67.8 37.3 54.9 % 106.3 56.7 % Total revenues $1,490.8 $902.5 $588.4 65.2 % $1,502.3 66.5 % GAAP-based operating income $121.3 $137.6 ($16.3) (11.8) % N/A N/A Non-GAAP-based operating income (1) $431.7 $291.0 $140.8 48.4 % $421.5 44.9 % GAAP-based net income (loss), attributable to OpenText ($48.7) $102.2 ($150.9) (147.7) % N/A N/A GAAP-based EPS, diluted ($0.18) $0.38 ($0.56) (147.4) % N/A N/A Non-GAAP-based EPS, diluted (1)(2) $0.91 $0.80 $0.11 13.8 % $0.88 10.0 % Adjusted EBITDA (1) $462.8 $313.6 $149.2 Operating cash flows $115.3 $251.9 ($136.6) 47.6 % (54.2) % $452.7 44.3 % N/A N/A Free cash flows (1) $91.2 $213.8 ($122.5) (57.3) % 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™ © 2023 Open Text 41#42Summary of Year to Date Results with Constant Currency % Change in CC* $1,700.4 1,915.0 (In millions U.S. dollars, except per share data) FY'23 FY'22 $ Change % Change FY'23 in CC* Revenues: Cloud services and subscriptions Customer support $1,535.0 $165.4 10.8 % $1,739.1 13.3 % 1,331.0 584.1 43.9 % 1,978.8 48.7 % Total annual recurring revenues ** $3,615.4 $2,866.0 $749.5 26.2 % $3,717.9 29.7 % License 539.0 358.4 180.7 50.4 % 555.4 55.0 % Professional service and other 330.5 269.5 61.0 22.6 % 344.1 27.7 % Total revenues $4,485.0 $3,493.8 $991.1 GAAP-based operating income $516.3 $644.8 ($128.5) 28.4 % (19.9) % $4,617.4 32.2 % N/A N/A Non-GAAP-based operating income (1) $1,365.3 $1,176.9 $188.4 16.0 % $1,387.5 17.9 % GAAP-based net income, attributable to OpenText $150.4 $397.1 ($246.7) (62.1) % N/A N/A GAAP-based EPS, diluted $0.56 $1.46 ($0.90) (61.6) % N/A N/A Non-GAAP-based EPS, diluted (1)(2) $3.29 $3.22 $0.07 2.2 % $3.37 4.7 % Adjusted EBITDA (1) $1,472.9 $1,265.0 $207.9 Operating cash flows $779.2 $981.8 ($202.6) Free cash flows (1) $655.4 $888.7 ($233.3) 16.4 % (20.6) % (26.3) % $1,495.8 18.2 % N/A N/A 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™ © 2023 Open Text 42#43Reconciliation of Selected Non-GAAP Measures | Q4 FY'23 Three Months Ended June 30, 2023 (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 (%) Operating expenses Research and development 69 GAAP % of GAAP Total Revenue Adjustments FN Non-GAAP Non-GAAP % of Total Revenue 166,394 (2,876) (1) 163,518 86,695 (1,213) (1) 85,482 90,498 (1,826) (1) 88,672 77,045 (77,045) (2) 1,064,014 71.4% 82,960 (3) 1,146,974 76.9% 249,958 (13,584) (1) Sales and marketing 333,244 (13,467) (1) 236,374 319,777 General and administrative 136,866 (8,938) (1) 127,928 Amortization of acquired customer-based intangible assets 121,285 (121,285) (2) Special charges (recoveries) 70,222 (70,222) (4) GAAP-based income from operations / Non-GAAP-based income from operations 121,287 310,456 (5) 431,743 Other income (expense), net (25,355) 25,355 (6) Provision for (recovery of) income taxes (1,212) 41,240 (7) 40,028 GAAP-based net loss / Non-GAAP-based net income, attributable to OpenText (48,734) 294,571 (8) 245,837 GAAP-based earnings per share / Non-GAAP-based earnings per share-diluted, attributable to OpenText (0.18) GA 1.09 (8) EA 0.91 opentext™ © 2023 Open Text 43#44Reconciliation of Selected Non-GAAP Measures | Q4 FY'23 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. 2 3 4 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. 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. Other income (expense) also includes unrealized and realized gains (losses) on our derivatives which are not designated as hedges. We exclude gains and losses on these derivatives as we do not believe they are reflective on our ongoing business and operating results. Adjustment relates to differences between the GAAP-based tax provision rate of approximately 2% 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 (loss). 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 loss to Non-GAAP-based net income: Three Months Ended June 30, 2023 Per share diluted GAAP-based net loss, attributable to OpenText Add: Amortization Share-based compensation Special charges (recoveries) (48,734) $ (0.18) 198,330 0.73 41,904 0.15 70,222 0.26 Other (income) expense, net 25,355 0.10 GAAP-based recovery of income taxes (1,212) Non-GAAP-based recovery of income taxes (40,028) (0.15) Non-GAAP-based net income, attributable to OpenText $ 245,837 $ 0.91 opentext™ © 2023 Open Text 44#45Reconciliation of Selected Non-GAAP Measures | FY'23 Year ended June 30, 2023 GAAP % of (In '000's U.S. dollars, except per share data) COST OF REVENUES Cloud services and subscriptions GAAP Total Revenue Adjustments FN Non-GAAP Non-GAAP % of Total Revenue 590,165 (10,664) (1) 579,501 Customer support 209,705 (3,627) (1) 206,078 Professional service and other 276,888 (6,998) (1) 269,890 Amortization of acquired technology-based intangible assets 223,184 (223,184) (2) GAAP-based gross profit and gross margin (%) / Non-GAAP-based gross profit and gross margin (%) 3,168,393 70.6% 244,473 (3) 3,412,866 76.1% Operating expenses Research and development 680,587 (39,065) (1) Sales and marketing 948,598 (41,710) (1) General and administrative 419,590 (28,238) (1) 641,522 906,888 391,352 Amortization of acquired customer-based intangible assets 326,406 (326,406) (2) Special charges (recoveries) 169,159 (169,159) (4) GAAP-based income from operations / Non-GAAP-based income from operations 516,292 Other income (expense), net 34,469 Provision for income taxes 70,767 849,051 5 (34,469) (6) 74,261 (7) 1,365,343 145,028 GAAP-based net income / Non-GAAP-based net income, attributable to OpenText 150,379 740,321 (8) 890,700 GAAP-based earnings per share / Non-GAAP-based earnings per share-diluted, attributable to OpenText 0.56 $ 2.73 (8) $ 3.29 opentext™ © 2023 Open Text 45#46Reconciliation of Selected Non-GAAP Measures | FY'23 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 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. Other income (expense) also includes unrealized and realized gains (losses) on our derivatives which are not designated as hedges. We exclude gains and losses on these derivatives as we do not believe they are reflective on our ongoing business and operating results. Adjustment relates to differences between the GAAP-based tax provision rate of approximately 32% 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: Year ended June 30, 2023 Per share diluted 0.56 GAAP-based net income, attributable to OpenText Add: Amortization Share-based compensation Special charges (recoveries) 150,379 Other (income) expense, net GAAP-based provision for income taxes Non-GAAP-based recovery of income taxes (145,028) 549,590 2.03 130,302 0.48 169,159 0.63 (34,469) (0.13) 70,767 0.26 (0.54) Non-GAAP-based net income, attributable to OpenText 890,700 $ 3.29 opentext™ © 2023 Open Text 46#47Reconciliation of Selected Non-GAAP Measures | Q4 FY'22 Three Months Ended June 30, 2022 GAAP % of (In '000's U.S. dollars, except per share data) GAAP Total Revenue Adjustments FN Non-GAAP Non-GAAP % of Total Revenue COST OF REVENUES Cloud services and subscriptions 133,785 (2,213) (1) 131,572 Customer support 30,571 (768) (1) 29,803 Professional service and other 55,436 (1,465) (1) 53,971 Amortization of acquired technology-based intangible assets 46,274 (46,274) (2) GAAP-based gross profit and gross margin (%) / Non-GAAP-based gross profit and gross margin (%) 633,793 70.2% 50,720 (3) 684,513 75.9% Operating expenses Research and development 118,931 (7,186) Sales and marketing General and administrative 185,985 (7,251) 85,958 (5,582) Amortization of acquired customer-based intangible assets 56,341 (56,341) Special charges (recoveries) 26,281 (26,281) GAAP-based income from operations / Non-GAAP-based income from operations 137,591 153,361 Other income (expense), net (19) 19 Provision for (recovery of) income taxes (5,005) 40,090 3 O G £ 0 3 3 3 (1) 111,745 (1) 178,734 (1) 80,376 (2) (4) (5) 290,952 (6) (7) 35,085 GAAP-based net income / Non-GAAP-based net income, attributable to OpenText 102,196 113,290 (8) 215,486 GAAP-based earnings per share / Non-GAAP-based earnings per share-diluted, attributable to OpenText 0.38 0.42 (8) 0.80 opentext™ © 2023 Open Text 47#48Reconciliation of Selected Non-GAAP Measures | Q4 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. 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 6 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. 7 8 Adjustment relates to differences between the GAAP-based tax provision rate of approximately 5% and a Non-GAAP-based tax rate of approximately 26%; 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 June 30, 2022 Per share diluted GAAP-based net income, attributable to OpenText 102,196 $ 0.38 Add: Amortization 102,615 0.38 Share-based compensation 24,465 0.09 Special charges (recoveries) 26,281 0.10 Other (income) expense, net 19 GAAP-based recovery of income taxes (5,005) (0.02) Non-GAAP-based recovery of income taxes (35,085) (0.13) Non-GAAP-based net income, attributable to OpenText $ 215,486 $ 0.80 opentext™ © 2023 Open Text 48 48#49Reconciliation of Selected Non-GAAP Measures | FY'22 Year Ended June 30, 2022 GAAP % of (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 (%) Operating expenses Research and development GAAP Total Revenue Adjustments FN Non-GAAP Non-GAAP % of Total Revenue EA 511,713 69 (5,285) (1) 506,428 121,485 (2,399) (1) 216,895 (3,740) (1) 119,086 213,155 198,607 (198,607) (2) 2,431,643 69.6% 210,031 (3) 2,641,674 75.6% 440,448 (17,122) (1) 423,326 Sales and marketing 677,118 (22,628) (1) 654,490 General and administrative 317,085 (18,382) (1) 298,703 Amortization of acquired customer-based intangible assets 217,105 (217,105) (2) Special charges (recoveries) 46,873 (46,873) (4) GAAP-based income from operations / Non-GAAP-based income from operations 644,773 532,141 (5) 1,176,914 Other income (expense), net 29,118 (29,118) (6) Provision for income taxes 118,752 23,913 (7) 142,665 GAAP-based net income / Non-GAAP-based net income, attributable to OpenText 397,090 479,110 (8) 876,200 GAAP-based earnings per share / Non-GAAP-based earnings per share-diluted, attributable to OpenText 1.46 1.76 (8) 3.22 opentext™ © 2023 Open Text 49 49#50Reconciliation of Selected Non-GAAP Measures | 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 GAAP-based and Non-GAAP-based gross profit stated in dollars and gross margin stated as a percentage of total revenue. 4 LO 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 23% 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: Year Ended June 30, 2022 397,090 $ Per share diluted 1.46 GAAP-based net income, attributable to OpenText Add: Amortization 415,712 1.52 Share-based compensation 69,556 0.26 Special charges (recoveries) 46,873 0.17 Other (income) expense, net (29,118) (0.11) GAAP-based provision for income taxes 118,752 Non-GAAP-based recovery of income taxes (142,665) 0.44 (0.52) Non-GAAP-based net income, attributable to OpenText $ 876,200 $ 3.22 opentext™ © 2023 Open Text 50 50#51Reconciliation of Adjusted EBITDA and Free Cash Flows (In '000's U.S. dollars) Q4 FY'23 (48,734) $ Q4 FY'22 FY'23 FY'22 102,196 $ 150,379 397,090 GAAP-based net income (loss), attributable to OpenText Add: Provision for (recovery of) income taxes (1,212) (5,005) 70,767 118,752 Interest and other related expense, net 145,829 40,342 329,428 157,880 Amortization of acquired technology-based intangible assets 77,045 46,274 223,184 198,607 Amortization of acquired customer-based intangible assets 121,285 56,341 326,406 217,105 Depreciation Share-based compensation Special charges (recoveries) Other (income) expense, net Adjusted EBITDA 31,152 22,706 107,761 88,241 41,904 24,465 130,302 69,556 70,222 26,281 169,159 46,873 25,355 19 (34,469) (29,118) 462,846 $ 313,619 $ 1,472,917 $ 1,264,986 Total revenue GAAP-based net income (loss) margin Adjusted EBITDA margin (% of total revenue) (In '000's U.S. dollars) GAAP-based cash flows provided by operating activities Add: GA 1,490,830 (3.3)% 31.0 % 902,454 11.3 % 34.8 % 4,484,980 3,493,844 3.4 % 32.8 % 11.4 % 36.2 % Q4 FY'23 Q4 FY'22 FY'23 FY'22 115,301 $ 251,940 $ 779,205 $ 981,810 Capital expenditures (1) Free cash flows (24,060) 91,241 $ (38,172) 213,768 $ (123,832) 655,373 $ (93,109) 888,701 (1) Defined as "Additions of property and equipment" in the Consolidated Statements of Cash Flows. opentext™ © 2023 Open Text 51#52Reconciliation of Adjusted EBITDA and Free Cash Flows (In '000's U.S. dollars) FY'14 FY'15 FY'16 FY'17 FY'18 FY'19 FY'20 FY'21 FY'22 FY'23 Adjusted EBITDA GAAP-based net income, attributable to OpenText $ 218,125 $ 234,327 284,477 $ 1,025,659 $ 242,224 $ 285,501 $ 234,225 $ 310,672 $ 397,090 $ 150,379 Add: Provision for (recovery of) income taxes 58,461 31,638 6,282 (776,364) 143,826 154,937 110,837 339,906 118,752 70,767 Interest and other related expense, net 27,934 54,620 76,363 120,892 138,540 136,592 146,378 151,567 157,880 329,428 Amortization of acquired technology-based intangible assets 69,917 81,002 74,238 130,556 185,868 183,385 205,717 218,796 198,607 223,184 Amortization of acquired customer-based intangible assets 81,023 108,239 113,201 150,842 184,118 189,827 219,559 216,544 217,105 326,406 Depreciation 35,237 50,906 54,929 64,318 86,943 97,716 89,458 85,265 88,241 107,761 Share-based compensation 19,906 22,047 25,978 30,507 27,594 26,770 29,532 51,969 69,556 130,302 Special charges (recoveries) 31,314 12,823 34,846 63,618 29,211 35,719 100,428 1,748 46,873 169,159 Other (income) expense, net (3,941) 28,047 1,423 (15,743) (17,973) (10,156) 11,946 (61,434) (29,118) (34,469) Adjusted EBITDA $ 537,976 $ 623,649 $ 671,737 $ 794,285 $ 1,020,351 $ 1,100,291 $ 1,148,080 $ 1,315,033 $ 1,264,986 $ 1,472,917 Total revenue GAAP-based net income margin Adjusted EBITDA margin (% of total revenue) $ 1,624,699 $ 1,851,917 $ 1,824,228 13.4 % 33.1 % 12.7 % 33.7 % 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 % $ 3,493,844 11.4 % 36.2 % $ 4,484,980 3.4 % 32.8 % Free Cash Flows GAAP-based cash flows provided by operating activities (1) $ 417,096 $ 522,055 523,663 $ 440,353 $ 708,081 $ 876,278 $ 954,536 $ 876,120 $ 981,810 $ 779,205 Add: Capital expenditures (2) Free cash flows $ (42,268) 374,828 (77,046) (70,009) (79,592) (105,318) (63,837) $ 445,009 $ 453,654 $ 360,761 $ 602,763 $ 812,441 $ (72,709) 881,827 $ (63,675) 812,445 (93,109) (123,832) $ 888,701 $ 655,373 (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. (2) Defined as "Additions of property & equipment" in the Consolidated Statements of Cash Flows. opentext™ © 2023 Open Text 52 52#53opentext™

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