Upland Software Inc

For the period ended Mar 31, 2024. Filed May 2, 2024.

About this filing

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.

Mar 31, 2024 · Filed May 2, 2024

UPLD$3.82-3.9%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 1. Financial Statements

	Condensed Consolidated Balance Sheets as of March 31, 2024 and December 31, 2023	1
	Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2024 and March 31, 2023	2
	Condensed Consolidated Statements of Comprehensive Loss for the Three Months Ended March 31, 2024 and March 31, 2023	3
	Condensed Consolidated Statements of Equity for the Three Months Ended March 31, 2024 and March 31, 2023	4
	Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2024 and March 31, 2023	5
	Notes to Condensed Consolidated Financial Statements	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	35
Item 4.	Controls and Procedures	36
Part II.	OTHER INFORMATION	37
Item1A.	Risk Factors	37
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	37
Item 5.	Other Information	37
Item 6.	Exhibits	37
Exhibit Index	38
Signature	39

Condensed Consolidated Balance Sheets

(in thousands, except for share and per share amounts)

	March 31, 2024	December 31, 2023
ASSETS · (unaudited)
Current assets:
Cash and cash equivalents	$231,614	$236,559
Accounts receivable (net of allowance of $389 and $572 at March 31, 2024, and December 31, 2023, respectively)	29,253	38,765
Deferred commissions, current	9,678	10,429
Unbilled receivables	3,213	2,701
Income tax receivable, current	5,221	3,775
Prepaid expenses and other current assets	10,215	8,004
Total current assets	289,194	300,233
Tax credits receivable	1,553	1,657
Property and equipment, net	1,803	1,932
Operating lease right-of-use asset	2,480	2,929
Intangible assets, net	166,988	182,349
Goodwill	264,012	353,778
Deferred commissions, noncurrent	12,593	12,568
Interest rate swap assets	15,889	14,270
Other assets	434	308
Total assets	$754,946	$870,024
LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$4,642	$8,137
Accrued compensation	7,083	7,174
Accrued expenses and other current liabilities	6,770	7,050
Deferred revenue	99,550	102,763
Operating lease liabilities, current	2,073	2,351
Current maturities of notes payable (includes unamortized discount of $2,143 and $2,228 at March 31, 2024, and December 31, 2023, respectively)	3,257	3,172
Total current liabilities	123,375	130,647
Notes payable, less current maturities (includes unamortized discount of $2,657 and $3,148 at March 31, 2024, and December 31, 2023, respectively)	472,642	473,502
Deferred revenue, noncurrent	3,428	3,860
Operating lease liabilities, noncurrent	1,224	1,597
Noncurrent deferred tax liability, net	14,696	16,025
Other long-term liabilities	447	461
Total liabilities	615,812	626,092
Mezzanine Equity
Series A Convertible Preferred stock, $0.0001 par value; 5,000,000 shares authorized; 115,000 shares issued and outstanding as of March 31, 2024, and December 31, 2023, respectively	119,013	117,638
Stockholders’ equity:
Common stock, $0.0001 par value; 75,000,000 shares authorized; 27,996,656 and 29,908,407 shares issued and outstanding as of March 31, 2024, and December 31, 2023, respectively	3	3
Additional paid-in capital	602,813	608,995
Accumulated other comprehensive income	2,307	6,168
Accumulated deficit	(585,002)	(488,872)
Total stockholders’ equity	20,121	126,294
Total liabilities, convertible preferred stock and stockholders’ equity	$754,946	$870,024

Condensed Consolidated Statements of Operations

(in thousands, except for share and per share amounts)

	Three Months Ended March 31,
	2024	2023
Revenue:
Subscription and support	$67,078	$72,914
Perpetual license	1,470	1,571
Total product revenue	68,548	74,485
Professional services	2,188	2,571
Total revenue	70,736	77,056
Cost of revenue:
Subscription and support	19,829	23,485
Professional services and other	1,220	2,051
Total cost of revenue	21,049	25,536
Gross profit	49,687	51,520
Operating expenses:
Sales and marketing	17,018	14,289
Research and development	12,455	12,530
General and administrative	13,232	17,189
Depreciation and amortization	11,396	15,094
Acquisition-related expenses	—	1,094
Impairment of goodwill	87,227	128,755
Total operating expenses	141,328	188,951
Loss from operations	(91,641)	(137,431)
Other expense:
Interest expense, net	(4,958)	(5,461)
Other income (expense), net	(78)	1,425
Total other expense	(5,036)	(4,036)
Loss before benefit from income taxes	(96,677)	(141,467)
Benefit from income taxes	547	1,422
Net loss	$(96,130)	$(140,045)
Preferred stock dividends	(1,375)	(1,315)
Net loss attributable to common stockholders	$(97,505)	$(141,360)
Net loss per common share:
Net loss per common share, basic and diluted	$(3.37)	$(4.38)
Weighted-average common shares outstanding, basic and diluted	28,917,897	32,259,110

Condensed Consolidated Statements of Comprehensive Loss

(in thousands)

	Three Months Ended March 31,
	2024	2023
Net loss	$(96,130)	$(140,045)
Other comprehensive income (loss):
Foreign currency translation adjustment	(2,611)	15
Unrealized translation gain (loss) on foreign currency denominated intercompany loans, net of taxes	(1,412)	1,235
Interest rate swaps	162	(8,154)
Other comprehensive loss:	$(3,861)	$(6,904)
Comprehensive loss	$(99,991)	$(146,949)

Condensed Consolidated Statements of Equity

(in thousands, except share amounts)

	Three Months Ended March 31, 2024
Preferred Stock · Common Stock · AdditionalPaid-InCapital · AccumulatedOtherComprehensiveIncome (Loss) · AccumulatedDeficit · TotalStockholders’Equity
Shares · Amount · Shares · Amount
Balance at December 31, 2023	115,000		$117,638			29,908,407			$3			$608,995			$6,168			$(488,872)			$126,294
Dividends accrued - Convertible Preferred Stock		1,375			—			—			(1,375)			—			—			(1,375)
Issuance of stock under Company plans, net of shares withheld for tax				330,903			—			(331)			—			—			(331)
Stock repurchases and retirements				(2,242,654)					(7,998)							(7,998)
Stock-based compensation				—			—			3,522			—			—			3,522
Foreign currency translation adjustment	—		—			—			—			—			(2,611)			—			(2,611)
Unrealized translation gain (loss) on intercompany loans with foreign subsidiaries	—		—			—			—			—			(1,412)			—			(1,412)
Interest rate swaps	—		—			—			—			—			162			—			162
Net loss				—			—			—			—			(96,130)			(96,130)
Balance at March 31, 2024	115,000		$119,013			27,996,656			$3			$602,813			$2,307			$(585,002)			$20,121
	Three Months Ended March 31, 2023
Preferred Stock · Common Stock · AdditionalPaid-InCapital · AccumulatedOtherComprehensiveIncome (Loss) · AccumulatedDeficit · TotalStockholders’Equity
Shares · Amount · Shares · Amount
Balance at December 31, 2022	115,000		$112,291			32,221,855			$3			$606,755			$11,110			$(308,998)			$308,870
Dividends accrued - Convertible Preferred Stock	—		1,315			—			—			(1,315)			—			—			(1,315)
Issuance of stock under Company plans, net of shares withheld for tax	—		—			219,155			—			(235)			—			—			(235)
Stock-based compensation	—		—			—			—			6,462			—			—			6,462
Foreign currency translation adjustment	—		—			—			—			—			15			—			15
Unrealized translation gain (loss) on intercompany loans with foreign subsidiaries	—		—			—			—			—			1,235			—			1,235
Interest rate swaps	—		—			—			—			—			(8,154)			—			(8,154)
Net loss	—		—			—			—			—			—			(140,045)			(140,045)
Balance at March 31, 2023	115,000		$113,606			32,441,010			$3			$611,667			$4,206			$(449,043)			$166,833

Upland Software, Inc.
Condensed Consolidated Statements of Cash Flows
(unaudited)
	Three Months Ended March 31,
(In thousands)	2024	2023
Operating activities
Net loss	$(96,130)	$(140,045)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	13,802	18,500
Deferred income taxes	(1,057)	(1,975)
Amortization of deferred costs	3,047	3,352
Foreign currency re-measurement loss	(164)	(859)
Non-cash interest, net and other income, net	(882)	573
Non-cash stock-based compensation expense	3,522	6,462
Non-cash loss on impairment of goodwill	87,227	128,755
Changes in operating assets and liabilities, net of purchase business combinations:
Accounts receivable	9,361	6,991
Prepaid expenses and other current assets	(4,117)	(2,362)
Other assets	(2,608)	(2,483)
Accounts payable	(3,459)	(184)
Accrued expenses and other liabilities	(389)	(859)
Deferred revenue	(3,032)	(41)
Net cash provided by operating activities	5,121	15,825
Investing activities
Purchase of property and equipment	(183)	(215)
Net cash used in investing activities	(183)	(215)
Financing activities
Payments of debt costs	—	(130)
Payments on notes payable	(1,350)	(1,350)
Stock repurchases and retirement	(7,918)	—
Taxes paid related to net share settlement of equity awards	(331)	(235)
Additional consideration paid to sellers of businesses	—	(5,066)
Net cash used in financing activities	(9,599)	(6,781)
Effect of exchange rate fluctuations on cash	(284)	238
Change in cash and cash equivalents	(4,945)	9,067
Cash and cash equivalents, beginning of period	236,559	248,653
Cash and cash equivalents, end of period	$231,614	$257,720
Supplemental disclosures of cash flow information:
Cash paid for interest, net of interest rate swaps	$8,720	$7,134
Cash paid for taxes	$2,114	$2,507

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.