OPEN TEXT CORP

OPEN TEXT CORP Q2 FY2026 earnings

OTEX

Quarter ended Dec 2025.

← Q1 FY2026Q3 FY2026 →
Revenue
$1.33B
-0.6% YoY
Gross margin
74.0%
+0.8 pp YoY
Operating margin
22.0%
-0.2 pp YoY
Net income
$168.1M
-26.9% YoY

Summary

OpenText turned in a low-growth second quarter of fiscal 2026 with a weaker bottom line. Total revenues were $1.33 billion, down 0.6% from the prior-year quarter. The MD&A pins the decline on increases in the Content and Business Network product categories that were more than offset by decreases in Cybersecurity (Enterprise), Cybersecurity (SMB & Consumer), ADM, ITOM and Analytics. Annual recurring revenue of $1.060 billion rose 0.7%, and enterprise cloud bookings of $295 million rose 18.0%. The company logged its 20th consecutive quarter of cloud organic growth and closed 53 cloud services contracts larger than $1.0 million, versus 51 a year earlier.

Profitability split in two directions. GAAP gross profit was $982.2 million, and gross margin rose to 74.0% from 73.3%. Operating income fell 1.4% to $291.8 million, leaving an operating margin of 22.0%, down from 22.2%. Net income attributable to OpenText dropped 26.9% to $168.1 million, and diluted EPS fell 24.1% to $0.66. Management's preferred view looked steadier. Non-GAAP net income of $286 million slipped 2.4%, adjusted EBITDA was $491 million at a 37.0% margin, and non-GAAP diluted EPS edged up to $1.13 from $1.11. The CFO tied the adjusted EBITDA margin and free cash flow performance to the company's fiscal 2026 margin targets.

Cash is still the engine. Operating cash flow was $318.7 million in the quarter, down 8.4%, and capital expenditures were $39.2 million, down 5.0%. Free cash flow, a non-GAAP measure the company reconciles to operating cash flow less capital expenditures, was $279 million, down 8.9%. Over six months, operating cash flow jumped 72.6% to $466.4 million, helped by one-time tax payments made in the prior year related to the AMC Divestiture, and free cash flow reached $381 million. Year-to-date capital expenditures were $85.7 million, up 6.4%, and current deferred revenue was $1.46 billion, essentially flat against the prior-year quarter. The company returned $119 million to shareholders in the quarter, including $69 million of dividends and $50 million of buybacks, and declared a quarterly dividend of $0.275 per share payable March 20, 2026.

Six-month results carried the better tone. Total revenues were $2.61 billion, flat against the prior-year period. Operating income climbed 11.9% to $561.7 million, net income of $314.7 million was flat, and diluted EPS rose 5.1% to $1.24. OpenText kept its full-year fiscal 2026 outlook unchanged: total revenue growth of 1% to 2%, cloud services and subscriptions revenue growth of 3% to 4%, adjusted EBITDA margin expansion of 50 to 100 basis points, free cash flow growth of 17% to 20%, and enterprise cloud bookings growth of 12% to 16%. That full-year revenue plan absorbs the second-half revenue loss from the eDOCS divestiture, which closed on January 12, 2026.

Portfolio reshaping and a CEO handover framed the period. OpenText closed the $163.0 million sale of eDOCS, and on February 2, 2026 agreed to sell Vertica to Rocket Software for $150 million, with proceeds aimed at paying down debt. Ayman Antoun takes the CEO role on April 20, 2026, succeeding interim chief executive James McGourlay, and Steve Rai became CFO in October 2025. The Business Optimization Plan has incurred $154.4 million of expected total costs of up to $260.0 million, with targeted annualized savings of $490.0 million to $550.0 million; roughly 35% landed in fiscal 2025 and another 35% is expected in fiscal 2026. Renewal rates held at 95% for cloud and 92% for customer support, though days sales outstanding stretched to 45 days from 43. The main overhang is the Canada Revenue Agency transfer pricing dispute, where an adverse outcome could reduce deferred tax assets by up to about $470 million with no immediate cash payment. Tariff and trade policy uncertainty, geopolitical conflicts and currency swings round out the risk list.

Forecast

Management guidance
Fiscal 2026
Total Revenues1% to 2%
Total Cloud services and subscriptions revenues3% to 4%
Adjusted EBITDA Margin50 bps to 100 bps
Free Cash Flows17% to 20%
Enterprise Cloud Bookings12% to 16%

Reported figures

GAAP, from SEC filings
MetricQ2 FY2026Q1 FY2026QoQQ2 FY2025YoY
Revenue$1.33B$1.29B+3.0%$1.33B-0.6%
Gross profit$982.2M$937.5M+4.8%$978.0M+0.4%
Gross margin74.0%72.8%+1.3 pp73.3%+0.8 pp
Research & development$158.3M$169.1M-6.4%$180.7M-12.4%
Sales & marketing$288.0M$257.1M+12.0%$273.9M+5.1%
General & administrative$110.1M$105.8M+4.1%$99.4M+10.8%
Total operating expenses$690.4M$667.6M+3.4%$682.2M+1.2%
Operating income (loss)$291.8M$269.9M+8.1%$295.8M-1.4%
Operating margin22.0%21.0%+1.0 pp22.2%-0.2 pp
Net income (loss)$168.1M$146.7M+14.6%$229.9M-26.9%
Net margin12.7%11.4%+1.3 pp17.2%-4.6 pp
Diluted EPS$0.66$0.58+$0.08$0.87-$0.21

Risks

HIGHRevenue Growth

Total revenue declined 0.6% in the quarter to $1,326.7 million and was down 2.6% after factoring in a $27.4 million favorable foreign exchange impact, with increases in the Content and Business Network product categories more than offset by decreases in Cybersecurity (Enterprise), Cybersecurity (SMB & Consumer), ADM, ITOM and Analytics. Customer support revenue fell 1.5% in the quarter and professional service and other revenue fell 11.0%, showing softening in non-cloud revenue lines.

HIGHTax Contingency

The Canada Revenue Agency has reassessed the Company's transfer pricing for Fiscal 2012 through Fiscal 2016 and has audited Fiscal 2017 through Fiscal 2020 on a basis the Company contests. If unsuccessful, the proposed adjustment could result in an income tax expense, with no immediate cash payment, reducing the stated value of deferred tax assets by up to approximately $470 million, with a possible corresponding cash tax impact over several future years.

MEDIUMLeadership Transition

The Company announced on January 29, 2026 the appointment of Ayman Antoun as Chief Executive Officer effective April 20, 2026, succeeding Interim CEO James McGourlay, and previously appointed Steve Rai as CFO effective October 6, 2025 following the departure of the former CFO on August 15, 2025. Concurrent senior leadership and board role changes create execution and continuity risk.

MEDIUMDivestiture Execution

The Company completed the divestiture of eDOCS for $163.0 million on January 12, 2026 and reached a definitive agreement on February 2, 2026 to divest Vertica for $150 million, both part of the Analytics product category. The Fiscal 2026 total revenue growth outlook includes $15 million of lower revenues in the second half of Fiscal 2026 from the eDOCS divestiture, with proceeds intended to repay debt.

MEDIUMMacroeconomic

Recent trade tensions among major economies have led to the dissolution of trade agreements and the imposition of tariffs and other restrictive measures. Although these do not currently target digital goods and services, the Company states it cannot predict future trade policy, whether software and digital services will be subject to tariffs, or the impact on the macroeconomic environment or its customers.

MEDIUMLeverage

The Company had senior notes outstanding with maturities from 2027 through 2031 and a total carrying value of $4.3 billion, plus a $2.167 billion balance under the floating-rate Acquisition Term Loan as of December 31, 2025. Total contractual obligations, heavily weighted to long-term debt, were $8.1 billion, and the Company used eDOCS proceeds to prepay $163.0 million on the term loan on January 15, 2026.

MEDIUMCustomer Retention

Cloud net renewal rate remained stable at 95% and customer support net renewal rate remained stable at 92% in the quarter ended December 31, 2025 compared to the prior-year quarter, with customer support revenue decreasing 1.5%. Days sales outstanding rose to 45 days in the second quarter of Fiscal 2026 from 43 days in the prior-year quarter.

MEDIUMAI Competition

The Company's stated strategic priority is expanding competitive advantage by advancing AI-first Information Management offerings positioned for Agentic AI, while its revenue outlook depends on returning to total revenue growth of 1% to 2% and cloud services and subscriptions growth of 3% to 4% in Fiscal 2026 amid competition in the Information Management market.

LOWRestructuring Execution

The Business Optimization Plan has incurred $154.4 million of total expected costs of up to approximately $260.0 million as of December 31, 2025, against expected annualized savings of approximately $490.0 million to $550.0 million, with substantial completion targeted for the second quarter of Fiscal 2027. Special charges increased $4.9 million in the quarter on higher divestiture and restructuring costs and totaled $40.3 million for the six months.

Annual Recurring Revenue (ARR) (Q2)
$1.060 billion (+0.7% YoY)
Cloud Revenues (Q2)
$478 million (+3.4% YoY)
Enterprise Cloud Bookings (Q2)
$295 million (+18.0% YoY)
Cloud Net Renewal Rate (Q2)
95%
Customer Support Net Renewal Rate (Q2)
92%
Cloud Services Contracts > $1.0M (Q2)
53
Adjusted EBITDA (Q2)
$491 million
Adjusted EBITDA Margin (Q2)
37.0%
Free Cash Flow (Q2)
$279 million
Non-GAAP Gross Margin (Q2)
77.6%
Non-GAAP Operating Income (Q2)
$456 million

Adjusted EBITDA

20 quarters
$491.0M
Q2 FY2026+5.1%

Adjusted EBITDA Margin

16 quarters
37.0%
Q2 FY2026+0.7pp

Non-GAAP Gross Margin

16 quarters
77.6%
Q2 FY2026+1.1pp

Enterprise Cloud Bookings

14 quarters
$295.0M
Q2 FY2026+84.4%

Cloud Revenues

12 quarters
$478.0M
Q2 FY2026-1.4%

Free Cash Flow

10 quarters
$279.0M
Q2 FY2026+176.2%

Cloud Services Contracts > $1.0M

8 quarters
53
Q2 FY2026+60.6%

Non-GAAP Operating Income

8 quarters
$456.0M
Q2 FY2026+5.6%

Annual Recurring Revenue (ARR)

6 quarters
$1.06B
Q2 FY2026-1.0%

Cloud Net Renewal Rate

5 quarters
95%
Q2 FY2026-1.0pp

Customer Support Net Renewal Rate

5 quarters
92%
Q2 FY2026+1.0pp

Summary, forecast, risks and KPIs are extracted from OPEN TEXT CORP's SEC filings for Q2 FY2026 (10-Q / 10-K and the 8-K earnings release); GAAP figures in the summary are checked against the reported XBRL data. They can contain errors; the filings are authoritative. Processed Oct 2, 2026.