OPEN TEXT CORP
For the period ended Sep 30, 2026. Filed Nov 5, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 5, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-07.
0001002638-26-000046
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-05.
0001002638-26-000098
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 244 previous paragraphs and 241 current paragraphs.
102 unchanged; 71 reworded; 67 added; 59 removed; 12 previous and 1 current paragraphs rearranged.
Tables are not compared: 38 previous and 34 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (67)
Current report
Incorporated in 1991, OpenText is a leading global provider of trusted context and connected data for credible enterprise AI outcomes. We give clients the choice to transform and operate at their best: deployment on-premise or in the cloud, with the type of cloud they need, public, private or sovereign, and to integrate with any enterprise-grade language model, to meet business, security, and regulatory obligations. We operate across the private, public, and highly regulated sectors including retail, financial services, government, manufacturing, healthcare, energy, and logistics.
Current report
As enterprise adoption of AI continues to evolve, organizations increasingly require trusted, governed enterprise data with context to deploy AI effectively. OpenText’s solutions portfolio build on the Company’s longstanding data management capabilities to help clients meet those evolving requirements. OpenText’s solutions portfolio manages and govern the creation, capture, use, analysis, and lifecycle of structured and unstructured enterprise data. We help organizations move confidently from AI experimentation to agentic AI at scale while meeting privacy and compliance requirements.
Current report
By supporting clients wherever they are in their AI journey, we aim to build long-term, high-value client relationships.Our AI-first solutions are available across a combination of private, public and sovereign cloud, managed cloud services, Application Programming Interface and on-premise environments. This deployment flexibility enables organizations to operate across hybrid and multi-cloud environments while meeting operational, security, and regulatory obligations. Our investments in research and development (R&D) drive ongoing innovation in AI, cloud, and cybersecurity, seeking to increase the value of our offerings to our existing and prospective client base, which includes global enterprises, small and medium-sized businesses (SMBs), regulated industries, governments, and other clients around the world.
Current report
•GAAP-based gross margin was 73.2% compared to 72.8% in the same period in the prior fiscal year.
Current report
•Non-GAAP-based gross margin was 76.9% compared to 76.5% in the same period in the prior fiscal year.
Current report
•GAAP-based net income attributable to OpenText was $155.2 million compared to $146.6 million in the same period in the prior fiscal year.
Current report
•Non-GAAP-based net income attributable to OpenText was $254.4 million compared to $266.3 million in the same period in the prior fiscal year.
Current report
•Free cash flow was $138.5 million for the three months ended September 30, 2026, compared to $101.2 million in the same period in the prior fiscal year, up $37.3 million.
Current report
Fiscal 2027 Financing Transactions
Current report
On October 1, 2026, the Company issued $500 million in aggregate principal amount of 6.70% senior secured notes due 2031 (Senior Secured Notes 2031) and $500 million in aggregate principal amount of 7.15% senior secured notes due 2033 (Senior Secured Notes 2033). On October 2, 2026, the Company used the net proceeds from the issuance of the Senior Secured Notes 2031 and the Senior Secured Notes 2033, along with cash on hand, to fund (i) the redemption in full and cancellation of the outstanding $1.0 billion aggregate principal amount of Senior Secured Notes 2027, including the applicable redemption premium, accrued and unpaid interest and related costs and expenses, and (ii) the purchase and cancellation of $300.0 million of the aggregate outstanding principal amount of the Senior Notes 2028 pursuant to a cash tender offer. In addition, on October 1, 2026, the Company amended its $750.0 million committed revolving credit facility (the Revolver) to, among other things, extend its maturity from December 19, 2028 to October 1, 2031, subject to certain conditions. See Note 9 "Long-Term Debt" and Note 24 "Subsequent Events" to our Condensed Consolidated Financial Statements for more information.
Current report
Divestiture of Vertica Business
Current report
Divestiture of eDOCS Business
Current report
(1)Total revenues (as reported) includes the expected unfavourable foreign currency impact of approximately $30 million in Fiscal 2027.
Current report
(2)Total revenues growth from Content, Business Network, ITOM, and Cybersecurity (Enterprise) product categories in constant currency excludes the expected unfavourable foreign currency impact of approximately $25 million in Fiscal 2027. Divestitures did not impact these product categories.
Current report
(3)Total cloud services and subscriptions revenues growth from Content, Business Network, ITOM, and Cybersecurity (Enterprise) product categories in constant currency excludes the expected unfavourable foreign currency impact of approximately $5 million in Fiscal 2027. Divestitures did not impact these product categories.
Current report
Divestitures and foreign currency exchange rate fluctuations can affect the comparability of our financial results between periods, particularly with respect to revenues. We believe setting Fiscal 2027 outlook metrics in constant currency and excluding divested revenues enhances transparency and facilitates meaningful period-to-period comparisons of our underlying performance. See “Impact on Revenues of Divested Businesses and Foreign Currency” (under “Results of Operations”) for additional information.
Current report
In addition, we intend to continue our disciplined capital allocation program with our debt reduction, organic growth investments, quarterly dividend and share repurchase program. See Note 24 “Subsequent Events” to the Condensed Consolidated Financial Statements for additional information.
Current report
Enterprise Assessment
Current report
As previously announced during the fourth quarter of Fiscal 2026, we launched an enterprise assessment, a strategic review of every part of our business, to identify actions to lay the foundation for our multi-year plan to grow shareholder value. This assessment focuses on a number of areas including our go-to-market strategy, portfolio composition and differentiation, sales and marketing enablement, our talent and culture, and execution model. The product category reclassifications and disclosure of the Portfolio category during the first quarter of Fiscal 2027, were a result of the enterprise assessment. These product categories may be further adjusted as we continue to assess our portfolio composition as part of the enterprise assessment. See Note 3 “Revenues” to the Condensed Consolidated Financial Statements for additional information regarding the product category reclassifications.
Current report
As of September 30, our enterprise assessment is now moving into the next phase. We are moulding its findings into our multi-year growth plan. As a result, our outlook metrics by product categories, or other items, may be adjusted to align to changes as a result of the enterprise assessment. See “Risk Factors” included in Item 1A of our Annual Report on Form 10-K for Fiscal 2026.
Current report
We are a leading provider of trusted context and connected data for credible AI outcomes. The foundation powers the AI stack, and with our strategic ecosystem partners, it makes it possible for the agentic enterprise to scale from pilot to production. We deliver with disciplined execution and capital allocation, which we expect will return the business to sustainable organic revenue growth on a constant currency basis.
Current report
Refer to “Business — OpenText Strategy” included in Item 1 in our Annual Report on Form 10-K for Fiscal 2026 for additional information.
Current report
Impact on Revenues of Divested Businesses and Foreign Currency
Current report
Divestitures and foreign currency exchange rate fluctuations can affect the comparability of our financial results between periods, particularly with respect to Total revenues. Changes in foreign currency exchange rates may have an impact on our reported results. Generally, a weaker U.S. Dollar relative to the currencies in which we conduct business has a favorable impact on our reported results, while a stronger U.S. Dollar has an unfavorable impact. We calculate our results adjusted for foreign currency fluctuations (constant currency) by translating current period results of our foreign subsidiaries into U.S. dollars using the exchange rates in effect during the comparable prior period. We believe disclosing the impacts of divestitures and foreign exchange rate fluctuations on Total revenues enhances transparency and facilitates meaningful period-to-period comparisons of our underlying performance.
Current report
The following tables show the impact of divested businesses and foreign currency on Total revenues for the three months ended September 30, 2026 and 2025. See Note 3 “Revenues” to our Condensed Consolidated Financial Statements for additional information regarding our product categories and the related reclassifications.
Current report
(1)Cloud services and subscriptions, Client support, License and Professional service and other revenues amount excludes the impact of the Vertica and eDOCS divestitures, which is shown in Divested revenues.
Current report
(2)For the three months ended September 30, 2025 Analytics revenues exclude the $21.6 million impact of the Vertica divestiture, and Portfolio revenues exclude the $6.9 million impact of the eDOCS divestiture, with both included in Divested revenues.
Current report
(1)Cloud services and subscriptions, Client support, License and Professional service and other revenues amount excludes the impact of the Vertica and eDOCS divestitures, which is shown in Divested revenues.
Current report
(2)For three months ended September 30, 2024 Analytics revenues exclude the $18.7 million impact of the Vertica divestiture and Portfolio revenues exclude the $7.2 million impact of the eDOCS divestitures, with both included in Divested revenues.
Current report
Client Support:
Current report
Client support revenues decreased by $52.7 million or 9.0% during the three months ended September 30, 2026 as compared to the same period in the prior fiscal year; down 8.8% after excluding the unfavourable impact of $1.1 million of foreign exchange rate changes, down 6.0% after excluding an additional $17.5 million of prior year client support revenues from divested businesses. Geographically, the overall change was attributable to a decrease in Americas of $30.8 million, a decrease in EMEA of $20.1 million and a decrease in Asia Pacific of $1.8 million.
Current report
Cost of Client support revenues decreased by $16.2 million during the three months ended September 30, 2026 as compared to the same period in the prior fiscal year. This was primarily due to a decrease in labour-related costs of $16.0 million, as compared to the same period in the prior fiscal year. Overall, the gross margin percentage on Client support revenues increased to 91% from 89%.
Current report
License revenues decreased by $10.7 million or 8.0% during the three months ended September 30, 2026 as compared to the same period in the prior fiscal year; down 7.7% after excluding the unfavourable impact of $0.3 million of foreign exchange rate changes, and remained flat after also excluding $10.4 million of prior year license revenues from divested businesses. Geographically, the overall change was attributable to a decrease in EMEA of $6.9 million, a decrease in Asia Pacific of $5.2 million, partially offset by an increase in Americas of $1.5 million.
Current report
Professional service and other revenues decreased by $9.0 million or 11.0% during the three months ended September 30, 2026 as compared to the same period in the prior fiscal year; down 10.8% after excluding the unfavourable impact of foreign exchange rate changes. Geographically, the overall change was attributable to a decrease in EMEA of $6.5 million, a decrease in Americas of $1.9 million and a decrease in Asia Pacific of $0.7 million.
Current report
General and administrative expenses remained stable during the three months ended September 30, 2026 as compared to the same period in the prior fiscal year. Share-based compensation increased by $2.1 million, contract labour and consulting expenses increased by $1.2 million and other miscellaneous costs increased by $1.0 million, offset by a decrease of $3.8 million in payroll and payroll-related benefits, which is comprised of salaries, benefits and variable short-term incentives. Overall, general and administrative expenses, as a percentage of total revenues, increased to 9% compared to 8% in the same period in the prior fiscal year.
Current report
Amortization of acquired client-based intangible assets
Current report
Amortization of acquired client-based intangible assets decreased during the three months ended September 30, 2026 by $23.5 million as compared to the same period in the prior fiscal year. This was due to a reduction in amortization related to client-based intangible assets from previous acquisitions becoming fully amortized and a reduction in amortization related to the Vertica divestiture.
Current report
Total revenues growth from Content, Business Network, ITOM, and Cybersecurity (Enterprise) product categories in constant currency is calculated as the growth in revenues from the Content, Business Network, ITOM, and Cybersecurity (Enterprise) product categories, adjusted for foreign currency fluctuations by translating current period results of foreign subsidiaries into U.S. dollars using the exchange rates in effect during the comparable prior period.
Current report
Total cloud services and subscriptions revenues growth from Content, Business Network, ITOM, and Cybersecurity (Enterprise) product categories in constant currency is calculated as the growth in cloud services and subscriptions revenues from the Content, Business Network, ITOM, and Cybersecurity (Enterprise) product categories, adjusted for foreign currency fluctuations by translating current period results of foreign subsidiaries into U.S. dollars using the exchange rates in effect during the comparable prior period.
Showing the first 40 of 67 passages. Open the source sections for the rest.
Removed paragraphs (59)
Previous report
At OpenText, we believe information and knowledge make business and people better. We are an Information Management company that provides software and services that empower digital businesses of all sizes to become more intelligent, connected, secure and responsible. Our innovations maximize the strategic benefits of data and content for our customers, strengthening their productivity, growth and competitive advantage.
Previous report
Our comprehensive Information Management platform and services provide secure and scalable solutions for global companies, small and medium-sized businesses (SMBs), governments and consumers around the world. We have a complete and integrated portfolio of Information Management solutions delivered at scale in the OpenText Cloud, helping organizations master modern work, automate application delivery and modernization, and optimize their digital supply chains. To do this, we bring together our seven product categories (previously referred to as business clouds): Content, Business Network, IT Operations Management (ITOM, also known as Observability and Service Management), Cybersecurity (Enterprise), Cybersecurity (Small and Medium-Sized Businesses (SMB) & Consumer), Application Delivery Management (ADM, also known as DevOps and previously named as Application Automation) and Analytics. We also accelerate information modernization with intelligent tools and services for moving off paper, automating classification and building clean data lakes for AI, analytics and automation.
Previous report
We are fundamentally integrated into the parts of our customers’ businesses that matter, so they can securely manage the complexity of information flow end to end. Through automation and AI, we connect, synthesize and deliver information where it is needed to drive new efficiencies, experiences and insights. We make information more valuable by connecting it to digital business processes, enriching it with analytics, protecting and securing it throughout its entire lifecycle, and leveraging it to create engaging experiences for employees, suppliers, developers, partners, and customers. Our solutions connect large digital supply chains, information technology (IT) service management ecosystems, application development and delivery workflows, and processes in many industries including manufacturing, healthcare and life sciences, energy, retail and financial services. Our solutions also enable organizations and consumers to secure their information so that they can collaborate with confidence, stay ahead of the regulatory technology curve and identify threats across their endpoints and networks. With a multi-layered security approach, we have a wide range of OpenText Cybersecurity solutions that power and protect at the data management layer, at the infrastructure and application layers, at the code, and at the edge, offering insights and threat intelligence across it all.
Previous report
•GAAP-based gross margin was 73.1% compared to 71.6% in the same period in the prior fiscal year.
Previous report
•Non-GAAP-based gross margin was 76.7% compared to 75.7% in the same period in the prior fiscal year.
Previous report
•GAAP-based net income attributable to OpenText was $172.7 million compared to $92.8 million in the same period in the prior fiscal year.
Previous report
•Non-GAAP-based net income attributable to OpenText was $250.2 million compared to $215.8 million in the same period in the prior fiscal year.
Previous report
•Enterprise cloud bookings were $196.0 million, compared to $151.2 million in the same period in the prior fiscal year. We define Enterprise cloud bookings as the total value from cloud services and subscriptions contracts entered into in the period that are new, committed and incremental to our existing contracts, entered into with our enterprise-based customers.
Previous report
Business Update
Previous report
Effective April 20,2026, Ayman Antoun was appointed as Chief Executive Officer and a member of the Board. Mr. Antoun succeeded James McGourlay, who served as Interim Chief Executive Officer until April 20,2026. Upon the transition, Mr. McGourlay was appointed as President, Chief Client Officer.
Previous report
Proposed Divestiture of Vertica Business
Previous report
(1)Our Fiscal 2026 growth metric for Total Revenues includes $30 million of lower revenues in the second half of Fiscal 2026, of which $15 million resulted from the divestiture of the eDOCS business and $15 million resulted from the proposed divestiture of the Vertica business. The eDOCS and Vertica businesses contributed approximately $30 million and $80 million, respectively, of full year revenue during Fiscal 2025.
Previous report
Fiscal 2026 growth metrics for Total Cloud services and subscriptions revenues, Free Cash Flow and Enterprise Cloud Bookings have been revised upward. Total Cloud services and subscriptions revenues growth increased due to higher conversion rates in Enterprise Cloud Bookings. Free Cash Flow growth increased primarily due to the timing of tax payments. Enterprise Cloud Bookings growth increased due to a larger pipeline of deals and higher conversion rates.
Previous report
Refer to Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for Fiscal 2025 for the Company’s full year Fiscal 2026 outlook.
Previous report
We continue to focus on our three strategic priorities: expanding our competitive advantage, driving total revenue growth and achieving operational excellence. To expand our competitive advantage, we continue to advance our AI-first Information Management offerings, which are well positioned for Agentic AI, through ongoing investment and cloud-native innovations which will further enhance our products. In pursuing total revenue growth, we remain committed to organic initiatives and a programmatic approach to growth through tuck-in acquisitions and divestitures to best align capital with the highest return opportunities. As part of this effort, we are reviewing portfolio-shaping opportunities, including potential redeployment of capital from non-core assets to enhance focus on our core Information Management for AI Business and support long-term shareholder returns. On operational excellence, we are focused on expanding profitability, free cash flows and capital return to support our innovation and capital allocation priorities. Refer to Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for Fiscal 2025 for additional information.
Previous report
On May 1, 2024, the Company completed the sale of its AMC business to Rocket Software. The AMC business was comprised of the legacy OpenText connectivity business and the legacy Micro Focus AMC business. In connection with the AMC Divestiture, the Company entered into a TSA with Rocket Software, whereby the Company agreed to provide certain transition services to Rocket Software for up to 24 months following the closing date. These transition service costs were reimbursable by Rocket Software. All transition services pursuant to the TSA with Rocket Software were completed as of June 30, 2025.
Previous report
Cloud services and subscriptions revenues increased by $73.6 million or 5.3% during the nine months ended March 31, 2026 as compared to the same period in the prior fiscal year; up 3.1% after factoring in the favourable impact of $31.0 million of foreign exchange rate changes. The change was primarily driven by increases in the Content, Business Network, ITOM and ADM product categories, partly offset by decreases in the Cybersecurity (SMB & Consumer), Cybersecurity (Enterprise) and Analytics product categories. Geographically, the overall change was attributable to an increase in EMEA of $72.7 million, an increase in Asia Pacific of $1.7 million, partially offset by a decrease in Americas of $0.8 million.
Previous report
There were 127 cloud services contracts greater than $1.0 million that closed during the first nine months of Fiscal 2026, compared to 106 contracts during the first nine months of Fiscal 2025.
Previous report
Cost of Cloud services and subscriptions revenues decreased by $1.9 million during the nine months ended March 31, 2026 as compared to the same period in the prior fiscal year. This was primarily due to a decrease in labour-related costs of $6.4 million, partially offset by an increase in third-party network usage fees of $5.3 million. Overall, the gross margin percentage on Cloud services and subscriptions revenues increased to 64% from 62%.
Previous report
Customer Support:
Previous report
Customer support revenues decreased by $2.5 million or 0.4% during the three months ended March 31, 2026 as compared to the same period in the prior fiscal year; down 5.1% after factoring in the favourable impact of $26.4 million of foreign exchange rate changes. Geographically, the overall change was attributable to a decrease in Americas of $14.8 million and a decrease in Asia Pacific of $2.0 million, partially offset by an increase in EMEA of $14.3 million.
Previous report
Cost of Customer support revenues decreased by $5.7 million during the three months ended March 31, 2026 as compared to the same period in the prior fiscal year. This was primarily due to a decrease in labour-related costs of $6.1 million over the comparative period. Overall, the gross margin percentage on Customer support revenues increased to 90% from 89%.
Previous report
Customer support revenues decreased by $19.9 million or 1.1% during the nine months ended March 31, 2026 as compared to the same period in the prior fiscal year; down 4.2% after factoring in the favourable impact of $53.7 million of foreign exchange rate changes. Geographically, the overall change was attributable to a decrease in Americas of $45.7 million, and a decrease in Asia Pacific of $5.5 million, offset by an increase in EMEA of $31.4 million.
Previous report
Cost of Customer support revenues decreased by $8.3 million during the nine months ended March 31, 2026 as compared to the same period in the prior fiscal year. This was primarily due to a decrease in labour-related costs of $7.3 million and a decrease in third-party network usage fees of $1.0 million. Overall, the gross margin percentage on Customer support revenues increased to 90% from 89%.
Previous report
License revenues increased by $6.7 million or 4.9% during the three months ended March 31, 2026 as compared to the same period in the prior fiscal year; down 0.7% after factoring in the favourable impact of $7.7 million of foreign exchange rate changes. Geographically, the overall change was attributable to an increase in EMEA of $6.6 million and an increase in Americas of $1.6 million, offset by a decrease in Asia Pacific of $1.4 million.
Previous report
License revenues increased by $10.8 million or 2.4% during the nine months ended March 31, 2026 as compared to the same period in the prior fiscal year; down 1.0% after factoring in the favourable impact of $15.2 million of foreign exchange rate changes. Geographically, the overall change was attributable to an increase in EMEA of $16.7 million, partially offset by a decrease in Americas of $5.2 million and a decrease in Asia Pacific of $0.7 million.
Previous report
Cost of License revenues increased by $0.6 million during the nine months ended March 31, 2026 as compared to the same period in the prior fiscal year. Overall, the gross margin percentage on License revenues remained stable at 95%.
Previous report
Professional service and other revenues decreased by $6.4 million or 7.4% during the three months ended March 31, 2026 as compared to the same period in the prior fiscal year; down 13.0% after factoring in the favourable impact of foreign exchange rate changes. Geographically, the overall change was attributable to a decrease in Americas of $4.8 million and a decrease in EMEA of $1.8 million, partially offset by an increase in Asia Pacific of $0.2 million.
Previous report
Professional service and other revenues decreased by $25.0 million or 9.3% during the nine months ended March 31, 2026, as compared to the same period in the prior fiscal year; down 12.8% after factoring in the favourable impact of foreign exchange rate changes. Geographically, the overall change was attributable to a decrease in Americas of $18.1 million, a decrease in EMEA of $6.1 million and a decrease in Asia Pacific of $0.8 million.
Previous report
Cost of Professional service and other revenues decreased by $11.4 million during the nine months ended March 31, 2026 as compared to the same period in the prior fiscal year. This was primarily due to a decrease in labour-related costs of $12.5 million. Overall, the gross margin percentage on Professional service and other revenues decreased to 23% from 26%.
Previous report
Amortization of acquired technology-based intangible assets decreased during the nine months ended March 31, 2026 by $9.9 million as compared to the same period in the prior fiscal year. This was primarily due to a reduction in amortization related to technology-based intangible assets from previous acquisitions becoming fully amortized and a reduction in amortization related to the proposed divestiture of the Vertica business.
Previous report
Research and development expenses decreased by $70.2 million during the nine months ended March 31, 2026 as compared to the same period in the prior fiscal year, primarily from restructuring and other cost savings initiatives. Payroll and payroll-related benefits, which is comprised of salaries, benefits and variable short-term incentives, decreased by $49.7 million, share-based compensation expense decreased by $10.1 million, contract labour and consulting decreased by $5.3 million, and facility-related expenses decreased by $3.9 million. Overall, our research and development expenses, as a percentage of total revenues, decreased to 13% from 15% in the same period in the prior fiscal year.
Previous report
Sales and marketing expenses increased by $47.8 million during the nine months ended March 31, 2026 as compared to the same period in the prior fiscal year, primarily from higher sales and marketing headcount. Payroll and payroll-related benefits, which is comprised of salaries, benefits and variable short-term incentives, increased by $45.9 million, commissions increased by $16.3 million and travel and communication expenses increased by $5.7 million. These increases were partially offset by decreases in share-based compensation expense of $5.9 million, and facility-related expenses of $5.0 million. Overall, our sales and marketing expenses, as a percentage of total revenues, increased to 21% compared to 20% in the same period in the prior fiscal year.
Previous report
General and administrative expenses decreased by $7.1 million during the three months ended March 31, 2026 as compared to the same period in the prior fiscal year. Payroll and payroll-related benefits, which is comprised of salaries, benefits and variable short-term incentive decreased by $5.6 million and other miscellaneous costs, which include professional fees such as legal, audit and tax related expenses, decreased by $3.7 million, partially offset by increased contract labour and consulting expenses of $2.1 million. Overall, general and administrative expenses, as a percentage of total revenues, decreased to 8% compared to 9% for the same period in the prior fiscal year.
Previous report
General and administrative expenses increased by $2.7 million during the nine months ended March 31, 2026 as compared to the same period in the prior fiscal year. Contract labour and consulting expenses increased by $13.6 million and facility-related expenses increased by $9.8 million. These increases were partially offset by decreases in payroll and payroll-related benefits, which is comprised of salaries, benefits and variable short-term incentives of $12.0 million, share-based compensation of $3.9 million and travel and communication expenses of $2.1 million. Overall, general and administrative expenses, as a percentage of total revenues, remained stable at 8%, compared to the same period in the prior fiscal year.
Previous report
Amortization of acquired customer-based intangible assets:
Previous report
Amortization of acquired customer-based intangible assets decreased during the three months ended March 31, 2026 by $14.3 million, as compared to the same period in the prior fiscal year. This was primarily due to a reduction in amortization related to customer-based intangible assets from previous acquisitions becoming fully amortized and a reduction in amortization related to the proposed divestiture of the Vertica business.
Previous report
Amortization of acquired customer-based intangible assets decreased during the nine months ended March 31, 2026 by $18.6 million, as compared to the same period in the prior fiscal year. This was primarily due to a reduction in amortization related to customer-based intangible assets from previous acquisitions becoming fully amortized and a reduction in amortization related to the proposed divestiture of the Vertica business.
Previous report
Special charges (recoveries) increased by $70.0 million during the three months ended March 31, 2026, as compared to the same period in the prior fiscal year. This was primarily due to an increase in restructuring costs related to Business Optimization initiatives of $58.3 million and an increase in divestiture costs of $9.7 million, as compared to the same period in the prior fiscal year.
Previous report
(4)For the three and nine months ended March 31, 2026, the gain related to the eDOCS divestiture. For the nine months ended March 31, 2025 the adjustment to the gain represents the final settlement of working capital and other adjustments related to the AMC Divestiture. (see Note 17 “Acquisitions and Divestitures” to our Condensed Consolidated Financial Statements for more details).
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Previous wording
When used in this report, the words “anticipates”, “expects”, “intends”, “plans”, “believes”, “seeks”, “estimates”, “may”, “could”, “would”, “might”, “will” and other similar language, as they relate to Open Text Corporation (OpenText or the Company), are intended to identify forward-looking statements under applicable securities laws. Specific forward-looking statements in this report include, but are not limited to, statements regarding: (i) our focus in the fiscal years beginning July 1, 2025 and ending June 30, 2026 (Fiscal 2026) and July 1, 2026 and ending June 30, 2027 (Fiscal 2027) on growth in earnings and cash flows; (ii) creating value through investments in broader Information Management capabilities; (iii) our future business plans and operations, strategic goals and business planning process, including the Company’s business optimization plan announced in July 2024 (the Business Optimization Plan) and the potential redeployment of capital from non-core assets to enhance focus on our core Information Management for Artificial Intelligence (AI) business and support long-term shareholder returns; (iv) business trends; (v) distribution; (vi) the Company’s presence in the cloud and in growth markets; (vii) product and solution developments, enhancements and releases, the timing thereof and the customers targeted; (viii) the Company’s financial condition, results of operations and earnings; (ix) the basis for any future growth, including organic and inorganic growth, and for our financial performance; (x) declaration of quarterly dividends; (xi) future tax rates, including Canada and United Kingdom’s newly enacted global minimum tax acts; (xii) the changing regulatory environment; (xiii) annual recurring revenues; (xiv) research and development and related expenditures; (xv) our building, development and consolidation of our network infrastructure; (xvi) competition and changes in the competitive landscape; (xvii) our management and protection of intellectual property and other proprietary rights; (xviii) existing and foreign sales and exchange rate fluctuations; (xix) cyclical or seasonal aspects of our business; (xx) capital expenditures; (xxi) potential legal and/or regulatory proceedings; (xxii) acquisitions and their expected impact, including our ability to realize the benefits expected from the acquisitions and to successfully integrate the assets we acquire or utilize such assets to their full capacity (see Note 17 “Acquisitions and Divestitures” to our Condensed Consolidated Financial Statements for more details); (xxiii) tax audits; (xxiv) the expected impact of the Russia-Ukraine conflict, the conflict involving Iran , the broader Middle East instability and other geopolitical disputes on our business;(xxv) expected costs of the restructuring and business optimization plans; (xxvi) initiatives we establish and targets that we set related to corporate citizenship-related activities; (xvii) divestitures and their expected impact; …
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Current wording
When used in this report, the words “anticipates”, “expects”, “intends”, “plans”, “believes”, “seeks”, “estimates”, “may”, “could”, “would”, “might”, “will” and other similar language, as they relate to Open Text Corporation (OpenText or the Company), are intended to identify forward-looking statements under applicable securities laws. Specific forward-looking statements in this report include, but are not limited to, statements regarding: (i) our focus in the fiscal years beginning July 1, 2026 and ending June 30, 2027 (Fiscal 2027) and July 1, 2027 and ending June 30, 2028 (Fiscal 2028) on growth in earnings and cash flows; (ii) creating value through investments in broader data management capabilities; (iii) our future business plans and operations, strategic goals and business planning process, including the Company’s business optimization plan announced in July 2024 (the Business Optimization Plan) and the potential redeployment of capital from non-core assets to enhance focus on our core data management business as clients increasingly adopt AI and support long-term shareholder returns; (iv) business trends; (v) distribution; (vi) the Company’s presence in the cloud and in growth markets; (vii) product and solution developments, enhancements and releases, the timing thereof and the clients targeted; (viii) the Company’s financial condition, results of operations and earnings; (ix) the basis for any future growth, including organic and inorganic growth, and for our financial performance; (x) declaration of quarterly dividends; (xi) future tax rates; (xii) the changing regulatory environment; (xiii) annual recurring revenues; (xiv) research and development and related expenditures; (xv) our building, development and consolidation of our network infrastructure; (xvi) competition and changes in the competitive landscape; (xvii) our management and protection of intellectual property and other proprietary rights; (xviii) existing and foreign sales and exchange rate fluctuations; (xix) cyclical or seasonal aspects of our business; (xx) capital expenditures; (xxi) potential legal and/or regulatory proceedings; (xxii) acquisitions and their expected impact, including our ability to realize the benefits expected from the acquisitions and to successfully integrate the assets we acquire or utilize such assets to their full capacity (see Note 17 “Acquisitions and Divestitures” to our Condensed Consolidated Financial Statements for more details); (xxiii) tax audits; (xxiv) the expected impact of the Russia-Ukraine and Middle East conflicts and other geopolitical disputes on our business;(xxv) expected costs of the Business Optimization Plan and other initiatives; (xxvi) initiatives we establish and targets that we set related to corporate citizenship-related activities; (xxvii) divestitures and their expected impact; (xxviii) the implementation of or changes to global tariff regimes or other trade policies and the resulting uncertainty to the macroeconom…
Excerpt shortened here; the source contains the full paragraph.
Previous wording
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, and 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. The forward-looking statements contained in this report are based on certain assumptions including the following: (i) countries continuing to implement and enforce existing and additional customs and security regulations relating to the provision of electronic information for imports and exports; (ii) our continued operation of a secure and reliable business network; (iii) the stability of general political, economic and market conditions; (iv) our ability to manage inflation, including increased labour costs associated with attracting and retaining employees, and volatile interest rates; (v) our continued ability to manage certain foreign currency risk through hedging; (vi) equity and debt markets continuing to provide us with access to capital; (vii) our continued ability to identify, source and finance attractive and executable business combination opportunities; (viii) our continued ability to avoid infringing third-party intellectual property rights; and (ix) our ability to successfully implement our restructuring plans. 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.
Current wording
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, and 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. The forward-looking statements contained in this report are based on certain assumptions including the following: (i) the evolving adoption of artificial intelligence (AI)-enabled technologies by our clients and the level of demand for our products and solutions; (ii) countries continuing to implement and enforce existing and additional customs and security regulations relating to the provision of electronic information for imports and exports; (iii) our continued operation of a secure and reliable business network; (iv) the stability of general political, economic and market conditions, including any potential recession and current or threatened tariffs or trade restrictions; (v) our ability to manage inflation, including increased labour costs associated with attracting and retaining employees, and volatile interest rates; (vi) our continued ability to manage certain foreign currency risk through hedging; (vii) equity and debt markets continuing to provide us with access to capital on acceptable terms; (viii) our continued ability to identify, source and finance attractive and executable business combination and portfolio divestiture opportunities, as well as our ability to continue to successfully integrate any such opportunities, including in accordance with the expected timeframe and/or cost budget for such integration; (ix) our continued ability to avoid infringing third-party intellectual property rights; and (x) our ability to successfully implement our restructuring plans. 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.
Previous wording
Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. The risks and uncertainties that may affect forward-looking statements include, but are not limited to: (i) our inability to realize successfully any anticipated synergy benefits from acquisitions; (ii) the actual and potential impacts of the use of cash and incurrence of indebtedness, including the granting of security interests related to such debt; (iii) the change in scope and size of our operations as a result of acquisitions or divestitures and risks relating to any such acquisitions or divestitures and the impact of divestitures on our remaining business, including the divestiture of eDOCS and the proposed divestiture of Vertica; (iv) the uncertainty around expectations related to the business prospects from potential acquisitions; (v) integration of acquisitions and related restructuring efforts, including the quantum of restructuring charges and the timing thereof; (vi) the possibility that we may be unable to successfully integrate the assets we acquire or fail to utilize such assets to their full capacity and not realize the benefits we expect from our acquired portfolios and businesses; (vii) the potential for the incurrence of or assumption of debt in connection with acquisitions, its impact on future operations and on the ratings or outlooks of rating agencies on our outstanding debt securities, the possibility of not being able to generate sufficient cash to service all indebtedness, and our ability to reduce our outstanding debt; (viii) the possibility that the Company may be unable to meet its future reporting requirements under the Exchange Act, and the rules promulgated thereunder, or applicable Canadian securities regulation; (ix) the risks associated with bringing new products and services to market; (x) fluctuations in currency exchange rates (including as a result of the impact of any policy changes resulting from trade and tariff disputes) and the impact of mark-to-market valuation relating to associated derivatives; (xi) delays in the purchasing decisions of the Company’s customers; (xii) competition the Company faces in its industry and/or marketplace; (xiii) the final determination of litigation, tax audits (including tax examinations in Canada, the United States or elsewhere) and other legal proceedings; (xiv) potential exposure to greater than anticipated tax liabilities or expenses, including with respect to changes in Canadian, United States or international tax regimes; (xv) the possibility of technical, logistical or planning issues in connection with the deployment of the Company’s products or services; (xvi) the continuous commitment of the Company’s customers; (xvii) demand for the Company’s products and services; (xviii) inc…
Excerpt shortened here; the source contains the full paragraph.
Current wording
Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. The risks and uncertainties that may affect forward-looking statements include, but are not limited to: (i) our inability to realize successfully any anticipated synergy benefits from acquisitions; (ii) the actual and potential impacts of the use of cash and incurrence of indebtedness, including the granting of security interests related to such debt; (iii) the change in scope and size of our operations as a result of acquisitions or divestitures and risks relating to any such acquisitions or divestitures and the impact of divestitures on our remaining business, including the divestiture of eDOCS and divestiture of Vertica; (iv) the uncertainty around expectations related to the business prospects from potential acquisitions; (v) integration of acquisitions and related restructuring efforts, including the quantum of restructuring charges and the timing thereof; (vi) the possibility that we may be unable to successfully integrate the assets we acquire or fail to utilize such assets to their full capacity and not realize the benefits we expect from our acquired portfolios and businesses; (vii) the potential for the incurrence of or assumption of debt in connection with acquisitions, its impact on future operations and on the ratings or outlooks of rating agencies on our outstanding debt securities, the possibility of not being able to generate sufficient cash to service all indebtedness, and our ability to reduce our outstanding debt; (viii) the possibility that the Company may be unable to meet its future reporting requirements under the Exchange Act, and the rules promulgated thereunder, or applicable Canadian securities regulation; (ix) the risks associated with bringing new products and services to market; (x) fluctuations in currency exchange rates (including as a result of the impact of any policy changes resulting from trade and tariff disputes) and the impact of mark-to-market valuation relating to associated derivatives; (xi) delays in the purchasing decisions of the Company’s clients; (xii) competition the Company faces in its industry and/or marketplace; (xiii) the final determination of litigation, tax audits (including tax examinations in Canada, the United States or elsewhere) and other legal proceedings; (xiv) potential exposure to greater than anticipated tax liabilities or expenses, including with respect to changes in Canadian, United States or international tax regimes; (xv) the possibility of technical, logistical or planning issues in connection with the deployment of the Company’s products or services; (xvi) the continuous commitment of the Company’s clients; (xvii) demand for the Company’s products and services; (xviii) increase in exposure…
Excerpt shortened here; the source contains the full paragraph.
Previous wording
All dollar and percentage comparisons made herein refer to the three and nine months ended March 31, 2026, compared with the three and nine months ended March 31, 2025, unless otherwise noted.
Current wording
All dollar and percentage comparisons made herein refer to the three months ended September 30, 2026, compared with the three months ended September 30, 2025, unless otherwise noted.
Previous wording
As of March 31, 2026, we employed a total of approximately 20,500 individuals. Of the total 20,500 individuals we employed as of March 31, 2026, approximately 7,000 or 34% are in the Americas, 4,800 or 23% are in EMEA and 8,700 or 43% are in Asia Pacific. Currently, we have employees in 42 countries enabling strong access to multiple talent pools while ensuring reach and proximity to our customers. See “Results of Operations” below for our definitions of geographic regions.
Current wording
As of September 30, 2026, we had approximately 19,500 employees, of which approximately 6,700 or 34% are in the Americas, 4,500 or 23% are in EMEA and 8,300 or 43% are in Asia Pacific. Currently, we have employees in 42 countries enabling strong access to multiple talent pools while ensuring reach and proximity to our clients. See “Results of Operations” below for our definitions of geographic regions.
Previous wording
During the third quarter of Fiscal 2026, we saw the following activity as compared to the third quarter of Fiscal 2025:
Current wording
During the first quarter of Fiscal 2027, we saw the following activity as compared to the first quarter of Fiscal 2026:
Previous wording
•Total revenue was $1,282.5 million, up 2.2% compared to the same period in the prior fiscal year; down 2.1% after factoring in the favourable impact of $54.6 million of foreign exchange rate changes. Total revenue was up as increases in the Content, Business Network and ADM product categories were offset by decreases in the Cybersecurity (Enterprise), Cybersecurity (SMB & Consumer), ITOM and Analytics product categories.
Current wording
•Total revenue was $1,236.6 million, down 4.0% compared to the same period in the prior fiscal year; down 3.9% after excluding the unfavourable impact of $1.6 million of foreign currency exchange rates and down 1.7% after additionally adjusting for the impact of revenues from the divested eDOCS and Vertica businesses. Total revenue was down as increases in the Content and Business Network product categories were offset by decreases in the Cybersecurity (Enterprise), Cybersecurity (SMB & Consumer), ITOM, ADM, Analytics and Portfolio product categories.
Previous wording
•Total annual recurring revenue, which we define as the sum of cloud services and subscriptions revenue and customer support revenue, was $1,057.8 million, up 2.7% compared to the same period in the prior fiscal year; down 1.4% after factoring in the favourable impact of $42.1 million of foreign exchange rate changes.
Current wording
•Total annual recurring revenue, which we define as the sum of cloud services and subscriptions revenue and client support revenue, was $1,039.6 million, down 3.0% compared to the same period in the prior fiscal year; down 2.9% after excluding the unfavourable impact of $1.1 million of foreign exchange rate changes.
Previous wording
•Cloud services and subscriptions revenue was $492.9 million, up 6.6% compared to the same period in the prior fiscal year; up 3.2% after factoring in the favourable impact of $15.7 million of foreign exchange rate changes.
Current wording
•Cloud services and subscriptions revenue was $505.5 million, up 4.3% compared to the same period in the prior fiscal year; up 4.3% after excluding the unfavourable impact of $0.1 million of foreign exchange rate changes.
Previous wording
•GAAP-based earnings per share (EPS), diluted, was $0.70 compared to $0.35 in the same period in the prior fiscal year.
Current wording
•GAAP-based earnings per share (EPS), diluted, was $0.64 compared to $0.58 in the same period in the prior fiscal year.
Previous wording
•Non-GAAP-based EPS, diluted, was $1.01 compared to $0.82 in the same period in the prior fiscal year.
Current wording
•Non-GAAP-based EPS, diluted, a non-GAAP measure, was $1.05 compared to $1.05 in the same period in the prior fiscal year.
Previous wording
•Adjusted EBITDA, a non-GAAP measure, was $437.9 million compared to $395.3 million in the same period in the prior fiscal year.
Current wording
•Adjusted EBITDA, a non-GAAP measure, was $442.4 million compared to $467.4 million in the same period in the prior fiscal year.
Previous wording
•Operating cash flow was $821.0 million for the nine months ended March 31, 2026 compared to $672.4 million in the same period in the prior fiscal year, up 22.1%.
Current wording
•Operating cash flow was $172.3 million for the three months ended September 30, 2026 compared to $147.8 million in the same period in the prior fiscal year, up 16.6%.
Previous wording
•Cash and cash equivalents were $1,254.1 million as of March 31, 2026, compared to $1,156.5 million as of June 30, 2025.
Current wording
•Cash and cash equivalents were $983.3 million as of September 30, 2026, compared to $956.0 million as of June 30, 2026.
Previous wording
•During the three months ended March 31, 2026, we repurchased and cancelled 9,679,300 Common Shares for $251.7 million, inclusive of 2% Canadian excise taxes recorded (4,350,716 for $116.7 million in the three months ended March 31, 2025).
Current wording
•During the three months ended September 30, 2026, we repurchased and cancelled 980,700 Common Shares for $23.4 million, inclusive of 2% Canadian excise taxes recorded (3,156,323 Common Shares for $102.0 million in the three months ended September 30, 2025).
Previous wording
See “Use of Non-GAAP Financial Measures” below for definitions and reconciliations of GAAP-based measures to Non-GAAP-based measures. See “Acquisitions” below for the impact of acquisitions on the period-to-period comparability of results.
Current wording
See “Use of Non-GAAP Financial Measures” below for definitions and reconciliations of GAAP-based measures to Non-GAAP-based measures. See “Acquisitions and Divestitures” below for the impact of divestitures on the period-to-period comparability of results.
Previous wording
On February 2, 2026, the Company reached a definitive agreement to divest Vertica, a part of its Analytics product category, to Rocket Software Inc. (Rocket Software) for $150.0 million in cash, before taxes, fees and other adjustments. The Company intends to use the proceeds from the divestiture to reduce outstanding debt. The transaction remains subject to customary approvals and closing conditions and is expected to close during Fiscal 2026. See Note 17 “Acquisitions and Divestitures” to our Condensed Consolidated Financial Statements for more information.
Current wording
On May 11, 2026, the Company completed the divestiture of Vertica, a part of its Analytics product category, to Rocket Software Inc. (Rocket Software) for $150.0 million in cash, before taxes, fees and other adjustments. The Company used the proceeds from the transaction to prepay $150.0 million of the outstanding debt. See Note 17 “Acquisitions and Divestitures” to our Condensed Consolidated Financial Statements for more information.
Previous wording
On October 2, 2025 the Company reached a definitive agreement to divest an on-premise solution (eDOCS), a part of its Analytics product category, to NetDocuments, for $163.0 million in cash before taxes, fees and other adjustments. The Company completed the divestiture on January 12, 2026. The Company used the proceeds from the transaction to prepay $163.0 million of the outstanding principal balance of the Acquisition Term Loan (as defined below). See Note 17 “Acquisitions and Divestitures” to our Condensed Consolidated Financial Statements for more information.
Current wording
On January 12, 2026, the Company completed the divestiture of an on-premise solution (eDOCS), a part of its Portfolio product category, to NetDocuments, for $163.0 million in cash before taxes, fees and other adjustments. The Company used the proceeds from the transaction to prepay $163.0 million of its outstanding principal balance of the Acquisition Term Loan (as defined below). See Note 17 “Acquisitions and Divestitures” to our Condensed Consolidated Financial Statements for more information.
Previous wording
We continue to monitor the geopolitical conflicts and diplomatic tensions around the world, including the Russia-Ukraine conflict, the conflict involving Iran and the broader Middle East instability. We have ceased all direct business in Russia and Belarus. We continue to operate our Israeli-based business and support our employees in the region. While our operations within these locations are not material and we do not expect these geopolitical conflicts to have a material adverse effect on our overall business, results of operations or financial condition, it is not possible to predict the broader consequences or broader expansion of these conflicts, including adverse effects on the global economy, on our business and operations as well as those of our customers, partners and third-party service providers. See also “Outlook for Remainder of Fiscal 2026” for significant tariff and trade developments. For more information, see Part I, Item 1A “Risk Factors” and Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for Fiscal 2025.
Current wording
We continue to monitor the geopolitical conflicts and diplomatic tensions around the world, including the Russia-Ukraine and Middle East conflicts. We have ceased all direct business in Russia and Belarus. While our operations within these locations are not material and we do not expect these geopolitical conflicts to have a material adverse effect on our overall business, results of operations or financial condition, it is not possible to predict the broader consequences or broader expansion of these conflicts, including adverse effects on the global economy, on our business and operations as well as those of our clients, partners and third-party service providers. See also “Outlook for Remainder of Fiscal 2027” for significant tariff and trade developments. For more information, see Part I, Item 1A “Risk Factors” and Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for Fiscal 2026.
Previous wording
As of May 7, 2026, the Company updated its full year Fiscal 2026 outlook, which is as follows:
Current wording
As of November 5, 2026, the Company maintains its full year Fiscal 2027 outlook, which remains unchanged following the product category reclassifications made as part of the enterprise assessment. See Note 3, “Revenues” to the Condensed Consolidated Financial Statements for additional information regarding the product category reclassifications. The Company’s outlook is as follows:
Previous wording
The forward-looking measures and the underlying assumptions involve significant known and unknown risks and uncertainties, and actual results may vary materially. The Company does not present a reconciliation of the forward-looking non-GAAP financial measure, Adjusted EBITDA (as defined below), to the most directly comparable GAAP financial measure because it is impractical to forecast certain items without unreasonable efforts due to the uncertainty and inherent difficulty of predicting, within a reasonable range, the occurrence and financial impact of and the periods in which such items may be recognized.
Current wording
Company’s Annual Report on Form 10-K, including Part I, Item 1A “Risk Factors” therein, and actual results may vary materially. The Company does not present a reconciliation of the forward-looking non-GAAP financial measures, Adjusted EBITDA (as defined below), to the most directly comparable GAAP financial measure because it is impractical to forecast certain items without unreasonable efforts due to the uncertainty and inherent difficulty of predicting, within a reasonable range, the occurrence and financial impact of and the periods in which such items may be recognized.
Previous wording
As of March 31, 2026, we have incurred $215.0 million of the total expected costs of up to approximately $260.0 million. These costs primarily related to workforce reduction driven by automation, centralization, and simplification, as well as associated real estate footprint reductions globally.
Current wording
As of September 30, 2026, we have incurred $246.2 million of the total expected costs of up to approximately $270.0 million. These costs primarily related to workforce reduction driven by automation, centralization, and simplification, as well as associated real estate footprint reductions globally.
Previous wording
The Business Optimization Plan along with other savings initiatives, when fully implemented, is expected to generate total annualized savings of approximately $490.0 million to $550.0 million. The Company realized approximately 35% of these savings during Fiscal 2025 and expects to realize an additional 35% in Fiscal 2026, with the balance thereafter. The entire business optimization plan is expected to be substantially completed by the second quarter of Fiscal 2027. See Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for Fiscal 2025.
Current wording
The Business Optimization Plan along with other savings initiatives, when fully implemented, is expected to generate total annualized savings of approximately $580.0 million. The Company realized approximately 67% of these savings during Fiscal 2025 and 2026 and expects to realize the remaining 33% in Fiscal 2027. The entire Business Optimization Plan is expected to be substantially completed by the second quarter of Fiscal 2027. See Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for Fiscal 2026.
Previous wording
We conduct business globally and are subject to a complex and evolving international trade environment. Recent trade tensions among major economies, including the United States, Canada, China, the European Union and others, have led to the dissolution of trade agreements and the imposition of tariffs and other restrictive measures. These tariffs and other restrictive measures do not currently target digital goods and services, including software, services, intangibles or other digital services; however, we cannot predict future trade policy or tariffs, including whether such digital goods and services will be subject to any form of tariffs or other restrictions in the future, or the timing of any impacts thereof. We also cannot predict the impact that such tariffs and other restrictive measures will have on the macroeconomic environment or our customers, which could adversely impact our business and our results of operations.
Current wording
We conduct business globally and are subject to a complex and evolving international trade environment. Recent trade tensions among major economies have led to the dissolution of trade agreements and the imposition of tariffs and other restrictive measures. These tariffs and other restrictive measures generally do not currently target digital goods and services, including software, services, intangibles or other digital services; however, we cannot predict future trade policy or tariffs, including whether such digital goods and services will be subject to any form of tariffs or other restrictions in the future, or the timing of any impacts thereof. We also cannot predict the impact that such tariffs and other restrictive measures will have on the macroeconomic environment or our clients, which could adversely impact our business and our results of operations.
Previous wording
On January 12, 2026, the Company completed the sale of its eDOCS business to NetDocuments. The comparability of our operating results for the three and nine months ended March 31, 2026, as compared to the three and nine months ended March 31, 2025, was impacted by the eDOCS divestiture, as the operating results of the eDOCS business were excluded from the Company’s consolidated results, beginning January 12, 2026. As such, consolidated operating results for the three and nine months ended March 31, 2026 included the business operating results of eDOCS up to the date of the eDOCS divestiture. eDOCS business operating results were included in the consolidated operating results for the three and nine months ended March 31, 2025. For more details on the Company’s divestitures, see Note 17 “Acquisitions and Divestitures” to the Consolidated Financial Statements.
Current wording
The comparability of our operating results for the three months ended September 30, 2026, as compared to the three months ended September 30, 2025, was impacted by the divestitures of the eDOCS and Vertica businesses. The Company’s consolidated results excluded the results of eDOCS beginning January 12, 2026, and the results of Vertica beginning May 11, 2026. As such, consolidated operating results for the three months ended September 30, 2026 exclude the operating results of the eDOCS and Vertica businesses, while consolidated operating results for the three months ended September 30, 2025 include the operating results of the eDOCS and Vertica businesses for the entire period.
Previous wording
The following table illustrates the revenues contributed by the eDOCS business during the three and nine months ended March 31, 2026 and 2025.
Current wording
The following tables illustrate the revenues contributed by the divested businesses during the three months ended September 30, 2025.
Previous wording
In connection with the eDOCS divestiture, the Company entered into a transition services agreement (TSA) with NetDocuments, pursuant to which the Company agreed to provide certain transition services to NetDocuments for up to 12 months following the closing date. These transition service costs are reimbursable by NetDocuments.
Current wording
In connection with the eDOCS and Vertica divestitures, the Company entered into separate transition services agreements (TSAs) with NetDocuments and Rocket Software, respectively, pursuant to which the Company agreed to provide certain transition services for up to 12 months following the closing date for the eDOCS divestiture and for up to 12 months following the closing date for the Vertica divestiture, with optional extensions for up to an additional six months. The costs of these transition services are reimbursable by NetDocuments and Rocket Software, respectively.
Previous wording
The following table illustrates the financial statement impact of these TSA reimbursements for the periods presented, which were recorded as an offset to the respective costs incurred, within our Condensed Consolidated Statements of Income.
Current wording
The following table illustrates the financial statement impact of these TSA reimbursements for the period presented, which were recorded as an offset to the respective costs incurred, within our Condensed Consolidated Statements of Income.
Previous wording
(1)Total revenues by geography are determined based on the location of our direct end customer.
Current wording
(1)Total revenues by geography are determined based on the location of our direct end client.
Previous wording
Cloud services and subscriptions revenues are from hosting arrangements where in connection with the licensing of software, the end user does not take possession of the software, as well as from end-to-end fully outsourced business-to-business integration solutions to our customers (collectively referred to as cloud arrangements). The software application resides on our hardware or that of a third-party, and the customer accesses and uses the software on an as-needed basis via an identified line. Our cloud arrangements can be broadly categorized as platform as a service, software as a service, cloud subscriptions and managed services.
Current wording
Cloud services and subscriptions revenues are from hosting arrangements where in connection with the licensing of software, the end user does not take possession of the software, as well as from end-to-end fully outsourced business-to-business integration solutions to our clients (collectively referred to as cloud arrangements). The software application resides on our hardware or that of a third-party, and the client accesses and uses the software on an as-needed basis via an identified line. Our cloud arrangements can be broadly categorized as platform as a service, software as a service, cloud subscriptions and managed services.
Previous wording
For the quarter ended March 31, 2026, our cloud net renewal rate (Cloud NRR), excluding the impact of Carbonite Inc. and Zix Corporation, decreased to 95% from 96%, as compared to the quarter ended March 31, 2025. Cloud net renewal rate measures the percentage of annual contract value retained from Enterprise cloud customer subscription agreements available to renew, after giving effect to contract expansions (such as price increases and upsells) and reductions (cancellations). Cloud NRR excludes internal portfolio movements (such as migrations to the Company’s other Cloud offerings). Cloud NRR includes enterprise-based customers, which contribute approximately 90% of the Company’s total revenues, and excludes the impact of Carbonite Inc. and Zix Corporation, whose businesses primarily serve our small- and medium-sized business and consumer customers and comprise the remainder of our revenues.
Current wording
For the quarter ended September 30, 2026, our cloud net renewal rate (Cloud NRR), excluding the impact of Carbonite Inc. and Zix Corporation, decreased to 95%, as compared to 96% for the quarter ended September 30, 2025. Cloud NRR measures the percentage of annual contract value retained from Enterprise cloud client subscription agreements available to renew, after giving effect to contract expansions (such as price increases and upsells) and reductions (cancellations). Cloud NRR excludes internal portfolio movements (such as migrations to the Company’s other Cloud offerings). Cloud NRR includes enterprise-based clients, which contribute approximately 90% of the Company’s total revenues, and excludes the impact of Carbonite Inc. and Zix Corporation, whose businesses primarily serve our small- and medium-sized business and consumer clients and comprise the remainder of our revenues.
Previous wording
Cloud services and subscriptions revenues increased by $30.3 million or 6.6% during the three months ended March 31, 2026 as compared to the same period in the prior fiscal year; up 3.2% after factoring in the favourable impact of $15.7 million of foreign exchange rate changes. The change was primarily driven by increases in the Content, Business Network, ITOM, and ADM product categories, partly offset by decreases in the Cybersecurity (SMB & Consumer), Cybersecurity (Enterprise) and Analytics product categories. Geographically, the overall change was primarily attributable to an increase in EMEA of $28.3 million, an increase in Asia Pacific of $1.6 million and an increase in Americas of $0.4 million.
Current wording
Cloud services and subscriptions revenues increased by $21.0 million or 4.3% during the three months ended September 30, 2026, as compared to the same period in the prior fiscal year; up 4.3% after excluding the unfavourable impact of $0.1 million of foreign exchange rate changes. The change was primarily driven by increases in the Content, Business Network, ITOM, Cybersecurity (Enterprise) and Analytics product categories, partly offset by a decrease in the Cybersecurity (SMB & Consumer), ADM and Portfolio product categories. Geographically, the overall change was attributable to an increase in EMEA of $17.1 million, an increase in Asia Pacific of $2.8 million and an increase in Americas of $1.1 million.
Previous wording
There were 41 cloud services contracts greater than $1.0 million that closed during the third quarter of Fiscal 2026, compared to 32 contracts during the third quarter of Fiscal 2025.
Current wording
There were 35 cloud services contracts greater than $1.0 million that closed during the first quarter of Fiscal 2027, compared to 33 contracts during the first quarter of Fiscal 2026.
Previous wording
Cost of Cloud services and subscriptions revenues increased by $3.2 million during the three months ended March 31, 2026 as compared to the same period in the prior fiscal year. This was primarily due to an increase in third-party network usage fees of $2.7 million. Overall, the gross margin percentage on Cloud services and subscriptions revenues increased to 64% from 62%.
Current wording
Cost of Cloud services and subscriptions revenues increased by $6.2 million during the three months ended September 30, 2026, as compared to the same period in the prior fiscal year. This was primarily due to an increase in third-party network usage fees of $3.4 million and an increase in labour-related costs of $2.3 million. Overall, the gross margin percentage on Cloud services and subscriptions revenues increased to 65% from 64%.
Previous wording
Customer support revenues consist of revenues from our customer support and maintenance agreements. These agreements allow our customers to receive technical support, enhancements and upgrades to new versions of our software products when available. Customer support revenues are generated from support and maintenance relating to current year sales of software products and from the renewal of existing maintenance agreements for software licenses sold in prior periods. Therefore, changes in Customer support revenues do not always correlate directly to the changes in license revenues from period to period. The terms of support and maintenance agreements are typically twelve months, and are renewable, generally on an annual basis, at the option of the customer. Our management reviews our customer support renewal rates on a quarterly basis, and we use these rates as a method of monitoring our customer service performance.
Current wording
Client support revenues consist of revenues from our client support and maintenance agreements. These agreements allow our clients to receive technical support, enhancements and upgrades to new versions of our software products when available. Client support revenues are generated from support and maintenance relating to current year sales of software products and from the renewal of existing maintenance agreements for software licenses sold in prior periods. Therefore, changes in Client support revenues do not always correlate directly to the changes in license revenues from period to period. The terms of support and maintenance agreements are typically twelve months, and are renewable, generally on an annual basis, at the option of the client. Our management reviews our client support renewal rates on a quarterly basis, and we use these rates as a method of monitoring our client service performance.
Previous wording
For the quarter ended March 31, 2026, our customer support net renewal rate (Customer Support NRR) increased to 93% from 90%, for the quarter ended March 31, 2025. Customer Support NRR measures the percentage of annual contract value retained from Enterprise customer support agreements available to renew, after giving effect to contract expansions (such as price increases and upsells) and reductions (cancellations). Customer Support NRR excludes internal portfolio movements (such as migrations to the Company's Cloud and other offerings). Customer Support NRR includes enterprise-based customers, which contribute approximately 90% of the Company’s revenues, and excludes the impact of Carbonite Inc. and Zix Corporation, whose businesses primarily serve small- and medium-sized business and consumer customers and comprise the remainder of our revenues.
Current wording
For the quarter ended September 30, 2026, our client support net renewal rate (Client Support NRR) increased to 92%, as compared to 91% for the quarter ended September 30, 2025. Client Support NRR measures the percentage of annual contract value retained from Enterprise client support agreements available to renew, after giving effect to contract expansions (such as price increases and upsells) and reductions (cancellations). Client Support NRR excludes internal portfolio movements (such as migrations to the Company's Cloud and other offerings). Client Support NRR includes enterprise-based clients, which contribute approximately 90% of the Company’s revenues, and excludes the impact of Carbonite Inc. and Zix Corporation, whose businesses primarily serve small- and medium-sized business and consumer clients and comprise the remainder of our revenues.
Previous wording
Cost of Customer support revenues is comprised primarily of technical support personnel and related costs, as well as third-party royalty costs.
Current wording
Cost of Client support revenues is comprised primarily of technical support personnel and related costs, as well as third-party royalty costs.
Previous wording
During the third quarter of Fiscal 2026, we closed 52 license contracts greater than $0.5 million, of which 19 contracts were greater than $1.0 million, contributing $71.4 million of License revenues. This was compared to 51 license contracts greater than $0.5 million during the third quarter of Fiscal 2025, of which 19 contracts were greater than $1.0 million, contributing $52.2 million of License revenues.
Current wording
During the first quarter of Fiscal 2027, we closed 38 license contracts greater than $0.5 million, of which 12 contracts were greater than $1.0 million, contributing $64.4 million of License revenues. This was compared to 40 license contracts greater than $0.5 million during the first quarter of Fiscal 2026, of which 9 contracts were greater than $1.0 million, contributing $56.1 million of License revenues.
Previous wording
Cost of License revenues decreased by $2.5 million during the three months ended March 31, 2026 as compared to the same period in the prior fiscal year. Overall, the gross margin percentage on License revenues increased to 97% from 95%.
Current wording
Cost of License revenues decreased by $2.8 million during the three months ended September 30, 2026 as compared to the same period in the prior fiscal year. Overall, the gross margin percentage on License revenues increased to 97% from 95%.
Previous wording
Cost of Professional service and other revenues decreased by $2.0 million during the three months ended March 31, 2026 as compared to the same period in the prior fiscal year. This was primarily due to a decrease in labour-related costs of $2.1 million. Overall, the gross margin percentage on Professional service and other revenues decreased to 20% from 24%.
Current wording
Cost of Professional service and other revenues decreased by $5.3 million during the three months ended September 30, 2026 as compared to the same period in the prior fiscal year. This was primarily due to a decrease in labour-related costs of $5.4 million. Overall, the gross margin percentage on Professional service and other revenues decreased to 21% from 23%.
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Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
The forward-looking measures and the underlying assumptions involve significant known and unknown risks and uncertainties including the risks described above and in part II, Item 1A “Risk Factors” herein and the
Rearranged previous paragraphs (12)
Previous report — wording carried elsewhere
During the first nine months of Fiscal 2026, we closed 162 license contracts greater than $0.5 million, of which 60 contracts were greater than $1.0 million, contributing $215.5 million of License revenues. This was compared to 150 license contracts greater than $0.5 million during the first nine months of Fiscal 2025, of which 58 contracts were greater than $1.0 million, contributing $163.2 million of License revenues.
Previous report — wording carried elsewhere
Depreciation expenses increased during the nine months ended March 31, 2026 by $9.0 million compared to the same period in the prior fiscal year. Depreciation expenses, as a percentage of total revenue, remained stable for the nine months ended March 31, 2026 at 3% as compared to the same period in the prior fiscal year.
Previous report — wording carried elsewhere
(2)Represents the realized gains (losses) on our derivatives not designated as hedges (see Note 15 “Derivative Instruments and Hedging Activities” to our Condensed Consolidated Financial Statements for more details).
Previous report — wording carried elsewhere
for the three months ended March 31, 2025
Previous report — wording carried elsewhere
(2)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.
Previous report — wording carried elsewhere
(4)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. See Note 16 “Special Charges (Recoveries)” to our Condensed Consolidated Financial Statements for more details.
Previous report — wording carried elsewhere
(6)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 of our ongoing business and operating results.
Previous report — wording carried elsewhere
(2)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.
Previous report — wording carried elsewhere
(4)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. See Note 16 “Special Charges (Recoveries)” to our Condensed Consolidated Financial Statements for more details.
Previous report — wording carried elsewhere
(6)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 of our ongoing business and operating results.
Previous report — wording carried elsewhere
(ii)$16.6 million net change in TSA obligations driven by cash collections on behalf of Rocket Software related to certain transition services performed by the Company related to the AMC Divestiture. All transition services pursuant to the TSA with Rocket Software were completed as of June 30, 2025.
Previous report — wording carried elsewhere
The TSX approved the Company’s notice of intention to commence the Fiscal 2026 NCIB, pursuant to which the Company may purchase Common Shares over the TSX for the period commencing on August 12, 2025 until August 11, 2026 in accordance with the TSX’s normal course issuer bid rules, including that such purchases be made at prevailing market prices or as otherwise permitted. Under the rules of the TSX, the maximum number of Common Shares that may be purchased in this period is 24,906,456 (representing 10% of the Company’s public float calculated in accordance with TSX rules) as of July 31, 2025, and the maximum number of Common Shares that can be purchased on a single day is 224,146 Common Shares, which was 25% of 896,585 (calculated in accordance with TSX rules based on the average daily trading volume for the Common Shares on the TSX for the six months ended July 31, 2025), subject to certain exceptions for block purchases, and subject in any case to the volume and other limitations under Rule 10b-18 of the Exchange Act.