Summary
Upland Software closed fiscal 2024 with the split it showed most of the year: lower revenue against much smaller losses. Fourth-quarter revenue was $68.03 million, down 5.8% from $72.18 million in the prior-year quarter. Full-year revenue was $274.79 million, down 7.7% from $297.85 million. Gross profit fell less than the top line. It was $48.16 million in the quarter, down 0.6% from $48.47 million, and $193.70 million for the year, down 3.9% from $201.49 million. Gross margin rose to 70.8% in the quarter from 67.2%, and to 70.5% for the year from 67.6%. Cost of revenue declined, which helped lift gross margin off a smaller revenue base. The company sells over 20 cloud software products to more than 10,000 customers.
The bottom line moved much more. Operating loss for the quarter narrowed to $1.97 million from $9.38 million, an improvement of 79.0%. Net loss narrowed to $3.43 million from $16.01 million. For the full year, operating loss narrowed to $102.30 million from $163.92 million and net loss narrowed to $112.73 million from $179.87 million. Diluted loss per share for the year was $4.26, against $5.77 in 2023. Operating margin improved to negative 2.9% in the quarter from negative 13.0%, and to negative 37.2% for the year from negative 55.0%. Smaller goodwill impairment charges, lower amortization and cost cuts drove the swing.
Cash flow at the annual level was the soft spot. Operating cash flow for the year was $24.24 million, down 51.5% from $49.94 million in 2023. Management tied much of that decline to a one-time $20.5 million cash inflow from the sale of a portion of its interest rate swaps in August 2023. The fourth quarter was steadier. Operating cash flow was $9.34 million, up 6.3% from $8.79 million. Capital expenditures were $0.32 million, up from $0.19 million a year earlier. Adjusted EBITDA, a non-GAAP measure, fell to $55.6 million for the year from $64.4 million in 2023.
Recurring revenue keeps shrinking. Annualized recurring revenue at year-end was $225.6 million, down from $242.1 million a year earlier and $266.3 million at the end of 2022. Annual net dollar retention rate was 96%, up slightly from 95%. The fourth-quarter Core Organic Growth Rate was 0.0%, which points to Sunset Assets as the main drag on reported revenue. That measure strips out Sunset Assets and overage charges, so it isolates the core subscription base. Core organic revenue was roughly flat at $56.34 million against $56.37 million. Management has stopped selling certain non-strategic products, set end-of-life targets and trimmed the related sales and marketing spend.
The balance sheet and bookings picture is the pressure point. Deferred revenue was $93.71 million, down 8.8% from a year earlier, and remaining performance obligations were $240.70 million, down 10.4%. Both are leading indicators of the top line, and both are moving the wrong way. Upland serves over 10,000 customers spread across subscription and support, perpetual license and professional services revenue, with subscription and support at 95% of full-year revenue. The filings carry no formal revenue or earnings guidance for the coming quarter or the full year, only the standard forward-looking statement caveats. The main risks are further erosion of ARR, the Sunset Assets runoff, more goodwill impairment if the stock stays weak, and the company's ability to keep costs down while revenue falls.
Forecast
No forward guidance in this quarter's filings.
Reported figures
GAAP, from SEC filings| Metric | Q4 FY2024 | Q3 FY2024 | QoQ | Q4 FY2023 | YoY |
|---|---|---|---|---|---|
| Revenue | $68.0M | $66.7M | +2.0% | $72.2M | -5.8% |
| Gross profit | $48.2M | $47.0M | +2.5% | $48.5M | -0.6% |
| Gross margin | 70.8% | 70.5% | +0.3 pp | 67.2% | +3.6 pp |
| Research & development | $11.3M | $11.4M | -1.2% | $11.7M | -3.2% |
| Sales & marketing | $16.2M | $16.3M | -1.0% | $17.4M | -7.3% |
| General & administrative | $11.3M | $11.1M | +2.3% | $13.9M | -18.7% |
| Total operating expenses | $50.1M | $50.3M | -0.3% | $57.9M | -13.3% |
| Operating income (loss) | -$2.0M | -$3.3M | +40.4% | -$9.4M | +79.0% |
| Operating margin | -2.9% | -5.0% | +2.1 pp | -13.0% | +10.1 pp |
| Net income (loss) | -$3.4M | -$1.7M | -97.9% | -$16.0M | +78.6% |
| Net margin | -5.0% | -2.6% | -2.4 pp | -22.2% | +17.1 pp |
| Diluted EPS | -$0.17 | -$0.12 | -$0.05 | -$0.54 | +$0.37 |
| Customers | 10,000 | 10,000 | ±0.0% | 10,000 | ±0.0% |
| Net retention rate | 96.0% | — | — | 95.0% | +1.0 pp |
Risks
Total revenue decreased 7.7% year to date in FY2024 to $274.79 million. Subscription and support revenue fell 7% due to declining Sunset Assets, lower overage charges, and reduced customer renewals.
Annual net dollar retention rate was 96% as of December 31, 2024, indicating contraction in existing customer ARR. Core Organic Growth Rate was 0.0% for the quarter ended December 31, 2024.
Revenue declines were partly driven by reduced sales and marketing focus on Sunset Assets, which accounted for $17.1 million of the subscription and support revenue decrease in FY2024. Additional sunset or divestiture actions could reduce revenue and create write-offs.
The Credit Facility matures in August 2026 with $293.7 million outstanding at December 31, 2024, and the company may be unable to renegotiate or refinance on acceptable terms. Cash, cash equivalents and restricted cash decreased to $57.1 million at December 31, 2024 from $236.6 million at December 31, 2023.
In 2024 the company identified a material weakness in internal control over financial reporting related to a management review control over prospective financial information used in the goodwill impairment assessment. This could cause financial statements to be materially misstated and affect timely reporting.
The company recorded $87.2 million of goodwill impairment during the quarter ended March 31, 2024 due to stock price declines. Further impairments could occur if its stock price declines.
Variable rate indebtedness exposes the company to interest rate risk, and $37.9 million of outstanding term debt is not currently subject to interest rate swap agreements. Interest expense could increase even if borrowed amounts remain the same.
Failure to timely and accurately implement AI and other new technologies in product offerings could harm competitive position and results. AI use also increases intellectual property, cybersecurity, privacy, and regulatory risks.
Evolving privacy and AI laws, including the EU AI Act that entered into force on August 1, 2024 and Australia's increased data breach penalties, could impose substantial compliance costs and penalties.
As of December 31, 2024, the company had $244.5 million of net operating loss carryforwards, and annual limitations are expected to cause $155.0 million of federal NOLs and $4.1 million of R&D credits to expire before utilization. The 2024 Tax Benefit Preservation Plan may not fully protect these tax assets.
Series A Preferred Stock ranks senior to common stock, carries dividends and governance rights, and includes a fundamental change redemption feature that may discourage takeovers and dilute common stockholders.
After completing 31 acquisitions since February 2012, the company has shifted to organic growth but may pursue acquisitions. Integration, financing, and unidentified liabilities could disrupt operations.
SaaS KPIs
All quarters →Total Customers
Core Organic Growth Rate
Annual Net Dollar Retention Rate
Summary, forecast, risks and KPIs are extracted from Upland Software, Inc.'s SEC filings for Q4 FY2024 (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 6, 2026.