OPEN TEXT CORP, 10-K filed on 8/1/2024
Annual Report
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COVER PAGE - USD ($)
$ in Billions
 12 Months Ended
Jun. 30, 2024
Jul. 26, 2024
Dec. 31, 2023
Cover [Abstract]      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Jun. 30, 2024    
Current Fiscal Year End Date --06-30    
Document Transition Report false    
Entity File Number 0-27544    
Entity Registrant Name OPEN TEXT CORP    
Entity Incorporation, State or Country Code Z4    
Entity Tax Identification Number 98-0154400    
Entity Address, Address Line One 275 Frank Tompa Drive,    
Entity Address, City or Town Waterloo,    
Entity Address, State or Province ON    
Entity Address, Country CA    
Entity Address, Postal Zip Code N2L 0A1    
City Area Code 519    
Local Phone Number 888-7111    
Title of 12(b) Security Common stock without par value    
Trading Symbol OTEX    
Security Exchange Name NASDAQ    
Entity Well-known Seasoned Issuer Yes    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Large Accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company false    
ICFR Auditor Attestation Flag true    
Document Financial Statement Error Correction [Flag] false    
Entity Shell Company false    
Entity Public Float     $ 11.2
Entity Common Stock, Shares Outstanding   268,189,944  
Documents Incorporated by Reference
None.
    
Entity Central Index Key 0001002638    
Document Fiscal Year Focus 2024    
Document Fiscal Period Focus FY    
Amendment Flag false    
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AUDIT INFORMATION
 12 Months Ended
Jun. 30, 2024
Audit Information [Abstract]  
Auditor Name KPMG LLP
Auditor Location Toronto, Canada
Auditor Firm ID 85
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CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
ASSETS    
Cash and cash equivalents $ 1,280,662 $ 1,231,625
Accounts receivable trade, net of allowance for credit losses of $12,108 as of June 30, 2024 and $13,828 as of June 30, 2023 (Note 4) 626,189 682,517
Contract assets (Note 3) 66,450 71,196
Income taxes recoverable (Note 15) 61,113 68,161
Prepaid expenses and other current assets (Note 9) 242,911 221,732
Total current assets 2,277,325 2,275,231
Property and equipment (Note 5) 367,740 356,904
Operating lease right of use assets (Note 6) 219,774 285,723
Long-term contract assets (Note 3) 38,684 64,553
Goodwill (Note 7) 7,488,367 8,662,603
Acquired intangible assets (Note 8) 2,486,264 4,080,879
Deferred tax assets (Note 15) 932,657 926,719
Other assets (Note 9) 298,281 342,318
Long-term income taxes recoverable (Note 15) 96,615 94,270
Total assets 14,205,707 17,089,200
Current liabilities:    
Accounts payable and accrued liabilities (Note 10) 931,116 996,261
Current portion of long-term debt (Note 11) 35,850 320,850
Operating lease liabilities (Note 6) 76,446 91,425
Deferred revenues (Note 3) 1,521,416 1,721,781
Income taxes payable (Note 15) 235,666 89,297
Total current liabilities 2,800,494 3,219,614
Long-term liabilities:    
Accrued liabilities (Note 10) 46,483 51,961
Pension liability, net (Note 12) 127,255 126,312
Long-term debt (Note 11) 6,356,943 8,562,096
Long-term operating lease liabilities (Note 6) 218,174 271,579
Long-term deferred revenues (Note 3) 162,401 217,771
Long-term income taxes payable (Note 15) 145,644 193,808
Deferred tax liabilities (Note 15) 148,632 423,955
Total long-term liabilities 7,205,532 9,847,482
Shareholders’ equity:    
Common shares 2,271,886 2,176,947
Accumulated other comprehensive income (loss) (Note 21) (69,619) (53,559)
Retained earnings 2,119,159 2,048,984
Treasury stock, at cost (3,135,980 and 3,536,375 shares at June 30, 2024 and June 30, 2023, respectively) (123,268) (151,597)
Total OpenText shareholders’ equity 4,198,158 4,020,775
Non-controlling interests 1,523 1,329
Total shareholders’ equity 4,199,681 4,022,104
Total liabilities and shareholders’ equity $ 14,205,707 $ 17,089,200
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CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Statement of Financial Position [Abstract]    
Accounts receivable trade, allowance for credit losses $ 12,108 $ 13,828
Common stock, shares issued (in shares) 267,800,517 270,902,571
Common stock, shares outstanding (in shares) 267,800,517 270,902,571
Treasury stock (in shares) 3,135,980 3,536,375
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CONSOLIDATED STATEMENTS OF INCOME - USD ($)
shares in Thousands, $ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Revenues (Note 3):      
Total revenues $ 5,769,577 $ 4,484,980 $ 3,493,844
Cost of revenues:      
Amortization of acquired technology-based intangible assets (Note 8) 243,922 223,184 198,607
Total cost of revenues 1,578,549 1,316,587 1,062,201
Gross profit 4,191,028 3,168,393 2,431,643
Operating expenses:      
Research and development 893,932 680,587 440,448
Sales and marketing 1,133,665 948,598 677,118
General and administrative 577,038 419,590 317,085
Depreciation 131,599 107,761 88,241
Amortization of acquired customer-based intangible assets (Note 8) 432,404 326,406 217,105
Special charges (recoveries) (Note 18) 135,305 169,159 46,873
Total operating expenses 3,303,943 2,652,101 1,786,870
Income from operations 887,085 516,292 644,773
Other income, net (Note 23) 358,391 34,469 29,118
Interest and other related expense, net (516,180) (329,428) (157,880)
Income before income taxes 729,296 221,333 516,011
Provision for income taxes (Note 15) 264,012 70,767 118,752
Net income 465,284 150,566 397,259
Net (income) attributable to non-controlling interests (194) (187) (169)
Net income attributable to OpenText $ 465,090 $ 150,379 $ 397,090
Earnings per share—basic attributable to OpenText (in dollars per share) $ 1.71 $ 0.56 $ 1.46
Earnings per share—diluted attributable to OpenText (in dollars per share) $ 1.71 $ 0.56 $ 1.46
Weighted average number of Common Shares outstanding—basic (in shares) 271,548 270,299 271,271
Weighted average number of Common Shares outstanding—diluted (in shares) 272,588 270,451 271,909
Cloud services and subscriptions      
Revenues (Note 3):      
Total revenues $ 1,820,524 $ 1,700,433 $ 1,535,017
Cost of revenues:      
Costs of revenues 713,759 590,165 511,713
Customer support      
Revenues (Note 3):      
Total revenues 2,713,297 1,915,020 1,330,965
Cost of revenues:      
Costs of revenues 292,733 209,705 121,485
License      
Revenues (Note 3):      
Total revenues 834,162 539,026 358,351
Cost of revenues:      
Costs of revenues 25,608 16,645 13,501
Professional service and other      
Revenues (Note 3):      
Total revenues 401,594 330,501 269,511
Cost of revenues:      
Costs of revenues $ 302,527 $ 276,888 $ 216,895
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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Statement of Comprehensive Income [Abstract]      
Net income $ 465,284 $ 150,566 $ 397,259
Other comprehensive income (loss)—net of tax:      
Net foreign currency translation adjustments (15,646) (40,798) (78,724)
Unrealized gain (loss) on cash flow hedges:      
Unrealized gain (loss) - net of tax [1] (2,697) (941) (1,859)
(Gain) loss reclassified into net income - net of tax [2] 965 2,721 373
Unrealized gain (loss) on available-for-sale financial assets:      
Unrealized gain (loss) - net of tax [3] 228 (602) 0
Actuarial gain (loss) relating to defined benefit pension plans:      
Actuarial gain (loss) - net of tax [4] 640 (6,605) 5,595
Amortization of actuarial (gain) loss into net income - net of tax [5] 450 325 718
Total other comprehensive loss, net (16,060) (45,900) (73,897)
Total comprehensive income 449,224 104,666 323,362
Comprehensive income attributable to non-controlling interests (194) (187) (169)
Total comprehensive income attributable to OpenText $ 449,030 $ 104,479 $ 323,193
[1] Net of tax expense (recovery) of $(972), $(339), and $(671) for the year ended June 30, 2024, 2023 and 2022, respectively.
[2] Net of tax expense (recovery) of $347, $981, and $134 for the year ended June 30, 2024, 2023 and 2022, respectively.
[3] Net of tax expense (recovery) of $112, $(159), and $— for the year ended June 30, 2024, 2023, and 2022, respectively.
[4] Net of tax expense (recovery) of $765, $(1,961) and $1,866 for the year ended June 30, 2024, 2023 and 2022, respectively.
[5] Net of tax expense (recovery) of $193, $143 and $290 for the year ended June 30, 2024, 2023 and 2022, respectively.
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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Statement of Comprehensive Income [Abstract]      
Unrealized gain (loss) on cash flow hedges, tax expense (recovery) $ (972) $ (339) $ (671)
(Gain) loss reclassified into net income, tax (expense) recovery 347 981 134
OCI, debt securities, available-for-sale, unrealized holding gain (loss), tax 112 (159) 0
Actuarial gain (loss), tax expense (recovery) 765 (1,961) 1,866
Amortization of actuarial (gain) loss into net income, tax (expense) recovery $ 193 $ 143 $ 290
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CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($)
$ in Thousands
Total
Common Shares and Additional Paid in Capital
Treasury Stock
Retained Earnings
Accumulated  Other Comprehensive Income
Non-Controlling Interests
Beginning balance (in shares) at Jun. 30, 2021   271,541,000        
Beginning balance at Jun. 30, 2021 $ 4,099,453 $ 1,947,764 $ (69,386) $ 2,153,326 $ 66,238 $ 1,511
Beginning balance (in shares) at Jun. 30, 2021     (1,568,000)      
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Under employee stock option plans (in shares)   950,000        
Under employee stock option plans 32,714 $ 32,714        
Under employee stock purchase plans (in shares)   842,000        
Under employee stock purchase plans 33,806 $ 33,806        
Share-based compensation $ 69,556 69,556        
Purchase of treasury stock (in shares) (2,630,000)   (2,630,000)      
Purchase of treasury stock $ (111,593)   $ (111,593)      
Issuance of treasury stock $ 0 $ (21,013) $ 21,013      
Issuance of treasury stock (in shares) 491,244   492,000      
Repurchase of Common Shares (in shares)   (3,810,000)        
Repurchase of Common Shares $ (176,987) $ (24,295)   (152,692)    
Dividends declared (237,655)     (237,655)    
Other comprehensive income (loss) - net (73,897)       (73,897)  
Distribution to non-controlling interest (396) $ 142       (538)
Net income 397,259     397,090   169
Ending balance (in shares) at Jun. 30, 2022   269,523,000        
Ending balance at Jun. 30, 2022 4,032,260 $ 2,038,674 $ (159,966) 2,160,069 (7,659) 1,142
Ending balance (in shares) at Jun. 30, 2022     (3,706,000)      
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Under employee stock option plans (in shares)   245,000        
Under employee stock option plans 7,830 $ 7,830        
Under employee stock purchase plans (in shares)   1,135,000        
Under employee stock purchase plans 31,679 $ 31,679        
Share-based compensation $ 130,119 130,119        
Purchase of treasury stock (in shares) (521,136)   (521,000)      
Purchase of treasury stock $ (21,919)   $ (21,919)      
Issuance of treasury stock $ (1,067) $ (31,355) $ 30,288      
Issuance of treasury stock (in shares) 691,181   691,000      
Dividends declared $ (261,464)     (261,464)    
Other comprehensive income (loss) - net (45,900)       (45,900)  
Net income 150,566     150,379   187
Ending balance (in shares) at Jun. 30, 2023   270,903,000        
Ending balance at Jun. 30, 2023 $ 4,022,104 $ 2,176,947 $ (151,597) 2,048,984 (53,559) 1,329
Ending balance (in shares) at Jun. 30, 2023 (3,536,375)   (3,536,000)      
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Under employee stock option plans (in shares) 944,092 945,000        
Under employee stock option plans $ 31,358 $ 31,358        
Under employee stock purchase plans (in shares)   1,027,000        
Under employee stock purchase plans 34,120 $ 34,120        
Share-based compensation $ 139,779 139,779        
Purchase of treasury stock (in shares) (1,400,000)   (1,400,000)      
Purchase of treasury stock $ (53,085)   $ (53,085)      
Issuance of treasury stock $ 0 $ (76,178) $ 81,414 (5,236)    
Issuance of treasury stock (in shares) 1,800,395   1,800,000      
Repurchase of Common Shares (in shares)   (5,074,000)        
Repurchase of Common Shares $ (152,333) $ (34,140)   (118,193)    
Dividends declared (271,486)     (271,486)    
Other comprehensive income (loss) - net (16,060)       (16,060)  
Net income 465,284     465,090   194
Ending balance (in shares) at Jun. 30, 2024   267,801,000        
Ending balance at Jun. 30, 2024 $ 4,199,681 $ 2,271,886 $ (123,268) $ 2,119,159 $ (69,619) $ 1,523
Ending balance (in shares) at Jun. 30, 2024 (3,135,980)   (3,136,000)      
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CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) - $ / shares
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Statement of Stockholders' Equity [Abstract]      
Dividends declared per common share (in dollars per share) $ 1.00 $ 0.9720 $ 0.8836
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CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Cash flows from operating activities:      
Net income $ 465,284 $ 150,566 $ 397,259
Adjustments to reconcile net income to net cash provided by operating activities:      
Depreciation and amortization of intangible assets 807,925 657,351 503,953
Share-based compensation expense 140,079 130,302 69,556
Pension expense 13,881 9,207 6,606
Amortization of debt discount and issuance costs 25,257 16,753 5,422
Write-off of right of use assets 20,056 9,626 17,707
Loss on extinguishment of debt 56,393 8,152 27,413
Gain on AMC Divestiture (429,102) 0 0
Loss on sale and write down of property and equipment, net 3,710 2,331 294
Deferred taxes (142,271) (149,560) (36,088)
Share in net (income) loss of equity investees 18,194 23,077 (58,702)
Changes in financial instruments (3,116) 128,841 0
Changes in operating assets and liabilities:      
Accounts receivable 108,562 168,604 81,841
Contract assets (95,403) (73,539) (37,966)
Prepaid expenses and other current assets (28,395) (23,035) (13,954)
Income taxes 112,097 14,948 34,589
Accounts payable and accrued liabilities (65,887) (127,092) (24,177)
Deferred revenue (42,974) (128,395) (5,236)
Other assets 24,849 (11,297) 17,297
Operating lease assets and liabilities, net (21,448) (27,635) (4,004)
Net cash provided by operating activities 967,691 779,205 981,810
Cash flows from investing activities:      
Additions of property and equipment (159,295) (123,832) (93,109)
Purchase of Micro Focus, net of cash acquired (9,272) (5,657,963) 0
Purchase of Zix Corporation, net of cash acquired 0 0 (856,175)
Purchase of Bricata Inc. 0 0 (17,753)
Proceeds from AMC Divestiture 2,229,187 0 0
Realized gain on financial instruments 0 131,248 0
Proceeds from net investment hedge derivative contracts 4,456 0 0
Other investing activities (9,759) (873) (3,922)
Net cash provided by (used in) investing activities 2,055,317 (5,651,420) (970,959)
Cash flows from financing activities:      
Proceeds from issuance of Common Shares from exercise of stock options and ESPP 66,914 39,331 67,215
Proceeds from long-term debt and Revolver 0 4,927,450 1,500,000
Repayment of long-term debt and Revolver (2,568,352) (202,926) (860,000)
Debt extinguishment costs 0 0 (24,969)
Debt issuance costs (3,833) (77,899) (17,159)
Net change in transition services agreement obligation 15,278 0 0
Repurchase of Common Shares (150,017) 0 (176,987)
Purchase of treasury stock (53,085) (21,919) (111,593)
Distribution to non-controlling interest 0 0 (396)
Payments of dividends to shareholders (267,362) (259,549) (237,655)
Other financing activities (1,447) (1,435) 0
Net cash provided by (used in) financing activities (2,961,904) 4,403,053 138,456
Foreign exchange gain (loss) on cash held in foreign currencies (12,263) 7,203 (63,196)
Increase (decrease) in cash, cash equivalents and restricted cash during the year 48,841 (461,959) 86,111
Cash, cash equivalents and restricted cash at beginning of the year 1,233,952 1,695,911 1,609,800
Cash, cash equivalents and restricted cash at end of the year 1,282,793 1,233,952 1,695,911
Reconciliation of cash, cash equivalents and restricted cash:      
Cash and cash equivalents 1,280,662 1,231,625 1,693,741
Restricted cash [1] 2,131 2,327 2,170
Total cash, cash equivalents and restricted cash $ 1,282,793 $ 1,233,952 $ 1,695,911
[1] Restricted cash is classified under the Prepaid expenses and other current assets and Other assets line items on the Consolidated Balance Sheets (Note 9).
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BASIS OF PRESENTATION
 12 Months Ended
Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
BASIS OF PRESENTATION BASIS OF PRESENTATION
The accompanying Consolidated Financial Statements include the accounts of Open Text Corporation and our subsidiaries, collectively referred to as “OpenText” or the “Company.” We wholly own all of our subsidiaries with the exception of Open Text South Africa Proprietary Ltd. (OT South Africa), which as of June 30, 2024, was 70% owned by OpenText. All intercompany balances and transactions have been eliminated.
Previously, our ownership in EC1 Pte. Ltd. (GXS Singapore) was 81%. During the first quarter of Fiscal 2022 (as defined below), we made a final cash distribution of $0.4 million to the non-controlling interest holder in GXS Singapore as part of the process to liquidate the subsidiary. During Fiscal 2022, the liquidation of GXS Singapore was completed.
The following Fiscal Year terms are used throughout this Annual Report on Form 10-K:
Fiscal YearBeginning DateEnding Date
Fiscal 2026
July 1, 2025
June 30, 2026
Fiscal 2025
July 1, 2024
June 30, 2025
Fiscal 2024
July 1, 2023
June 30, 2024
Fiscal 2023
July 1, 2022
June 30, 2023
Fiscal 2022
July 1, 2021
June 30, 2022
Fiscal 2021
July 1, 2020
June 30, 2021
Fiscal 2020
July 1, 2019
June 30, 2020
Fiscal 2019
July 1, 2018
June 30, 2019
Fiscal 2018
July 1, 2017
June 30, 2018
Fiscal 2017
July 1, 2016
June 30, 2017
Fiscal 2016
July 1, 2015
June 30, 2016
Fiscal 2015
July 1, 2014
June 30, 2015
Fiscal 2014
July 1, 2013
June 30, 2014
Fiscal 2013
July 1, 2012
June 30, 2013
Fiscal 2012
July 1, 2011
June 30, 2012

These Consolidated Financial Statements are expressed in U.S. dollars and are prepared in accordance with United States generally accepted accounting principles (U.S. GAAP). The information furnished reflects all adjustments necessary for a fair presentation of the results for the periods presented and includes the consolidated financial results of Micro Focus International Limited, formerly Micro Focus International plc, and its subsidiaries (Micro Focus), with effect from February 1, 2023 (see below and Note 19 “Acquisitions and Divestitures” for more details).
Use of estimates
The preparation of financial statements in conformity with U.S. GAAP requires us to make certain estimates, judgments and assumptions that affect the amounts reported in the Consolidated Financial Statements. These estimates, judgments and assumptions are evaluated on an ongoing basis. We base our estimates on historical experience and on various other assumptions that we believe are reasonable at that time, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from those estimates. In particular, key estimates, judgments and assumptions include those related to: (i) revenue recognition, (ii) accounting for income taxes, (iii) testing of goodwill for impairment, (iv) the valuation of acquired intangible assets, (v) the valuation of long-lived assets, (vi) the recognition of contingencies, (vii) restructuring accruals, (viii) acquisition accruals and pre-acquisition contingencies, (ix) the valuation of stock options granted and obligations related to share-based payments, including the valuation of our long-term incentive plans, (x) the valuation of pension obligations and pension assets, (xi) the
valuation of available-for-sale investments, (xii) the valuation of derivative instruments and (xiii) the accounting for disposals of assets and liabilities.
Acquisition of Micro Focus
On January 31, 2023, we acquired all of the issued and to be issued share capital of Micro Focus (the Micro Focus Acquisition) for a total purchase price of $6.2 billion, inclusive of Micro Focus’ cash and repayment of Micro Focus’ outstanding indebtedness. The results of operations of Micro Focus have been consolidated with those of OpenText with effect from February 1, 2023. See Note 19 “Acquisitions and Divestitures” for more details.
Divestiture of AMC Business
On May 1, 2024, the Company completed the sale of its Application Modernization and Connectivity (AMC) business to Rocket Software, Inc. (Rocket Software), for $2.275 billion in cash before taxes, fees and other adjustments (the AMC Divestiture). See Note 19 “Acquisitions and Divestitures” for more details. The Company has determined that the AMC business does not constitute a component, as its operations and cash flows cannot be clearly distinguished from the rest of the Company’s operations and cash flows due to significant shared costs. Therefore, the transaction does not meet the discontinued operations criteria, and the results of operations from the AMC business are presented within Income from operations in our Consolidated Statements of Income.
v3.24.2.u1
ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS
 12 Months Ended
Jun. 30, 2024
Accounting Policies [Abstract]  
ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS
Accounting Policies
Cash and cash equivalents
Cash and cash equivalents include balances with banks as well as deposits that have original terms to maturity of three months or less. Cash equivalents are recorded at cost and typically consist of term deposits, commercial paper, certificates of deposit and short-term interest-bearing investment-grade securities of major banks in the countries in which we operate.

Accounts Receivable and Allowance for Credit Losses
In accordance with ASC Topic 326, “Financial Instruments - Credit Losses” (Topic 326), we recognize expected credit losses for accounts receivable and contract assets based on lifetime expected losses. We recognize a loss allowance using a collective assessment for accounts receivable, including contract assets, with similar risk characteristics based on historical credit loss experience, adjusted for forward-looking factors specific to the debtors and economic environment. We continue to maintain an allowance for 100% of all accounts deemed to be uncollectible.
Customer creditworthiness is evaluated prior to order fulfillment and based on evaluations, we adjust our credit limit to the respective customer. In addition to these evaluations, we conduct on-going credit evaluations of our customers’ payment history and current creditworthiness. To date, the actual losses have been within our expectations. No single customer accounted for more than 10% of the accounts receivable balance as of June 30, 2024 and 2023, respectively.
From time to time, we may sell certain accounts receivable to a financial institution on a non-recourse basis for cash, less a discount. Proceeds from the sale of receivables approximate their discounted book value and are included in operating cash flows on the Consolidated Statements of Cash Flows.
Property and equipment
Property and equipment are stated at the lower of cost or net realizable value and shown net of depreciation which is computed on a straight-line basis over the estimated useful lives of the related assets. Gains and losses on asset disposals are taken into income in the year of disposition. Fully depreciated property and equipment are retired from the Consolidated Balance Sheets when they are no longer in use. See the “Impairment of long-lived assets” section below for policy on property and equipment impairments. The following represents the estimated useful lives of property and equipment as of June 30, 2024:
Furniture, equipment and other
5 to 15 years
Computer hardware
3 to 5 years
Computer software
3 to 7 years
Capitalized software development costs
3 to 5 years
Leasehold improvements
Lesser of the lease term or 5 years
Building
40 years
Capitalized Software
We capitalize software development costs in accordance with ASC Topic 350-40, “Internal-Use Software.” We capitalize costs for software to be used internally when we enter the application development stage. This occurs when we complete the preliminary project stage, management authorizes and commits to funding the project, and it is feasible that the project will be completed, and the software will perform the intended function. We cease to capitalize costs related to a software project when it enters the post-implementation and operation stage. If different determinations are made with respect to the state of development of a software project, then the amount capitalized and the amount charged to expense for that project could differ materially.
Costs capitalized during the application development stage consist of payroll and related costs for employees who are directly associated with, and who devote time directly to, a project to develop software for internal use. We also capitalize the direct costs of materials and services, which generally includes outside contractors, and interest. We do not capitalize any general and administrative or overhead costs or costs incurred during the application development stage related to training or data conversion costs. Costs related to upgrades and enhancements to internal-use software, if those upgrades and enhancements result in additional functionality, are capitalized. If upgrades and enhancements do not result in additional functionality, those costs are expensed as incurred. If different determinations are made with respect to whether upgrades or enhancements to software projects would result in additional functionality, then the amount capitalized and the amount charged to expense for that project could differ materially.
We amortize capitalized costs with respect to development projects for internal-use software when the software is ready for use. The capitalized software development costs are generally amortized using the straight-line method over a 3 to 5 year period. In determining and reassessing the estimated useful life over which the cost incurred for the software should be amortized, we consider the effects of obsolescence, technology, competition and other economic factors. If different determinations are made with respect to the estimated useful life of the software, the amount of amortization charged in a particular period could differ materially.
As of June 30, 2024 and 2023, our capitalized software development costs were $250.9 million and $216.8 million, respectively. Our additions relating to capitalized software development costs incurred during Fiscal 2024 and Fiscal 2023 were $26.1 million and $18.3 million, respectively.
Leases
We enter into operating leases, both domestically and internationally, for certain facilities, automobiles, data centers and equipment for use in the ordinary course of business. During Fiscal 2023, as part of the Micro Focus Acquisition, we acquired certain finance leases primarily comprised of equipment leases, all of which are sublet. Leases with an initial term of 12 months or less are not recorded on the Consolidated Balance Sheets.
In accordance with ASC Topic 842, “Leases” (Topic 842), we account for a contract as a lease when we have the right to direct the use of the asset for a period of time while obtaining substantially all of the asset’s economic benefits. We determine the initial classification and measurement of our right of use (ROU) assets and lease liabilities at the lease commencement date and thereafter if modified.
ROU assets represent our right to control the underlying assets under lease, and the lease liability is our obligation to make the lease payments related to the underlying assets under lease, over the contractual term. ROU assets and lease liabilities are recognized on the Consolidated Balance Sheets based on the present value of future minimum lease payments to be made over the lease term. When available, we will use the rate implicit in the lease to discount lease payments to present value. However, real estate leases generally do not provide a readily determinable implicit rate, therefore, we must estimate our incremental borrowing rate to discount the lease payments. We estimate our incremental borrowing rate based on a collateralized basis with similar terms and payments, in an economic environment where the leased asset is located.
The ROU asset equals the lease liability, adjusted for any initial direct costs, prepaid rent and lease incentives on initial recognition. Fixed lease costs are included in the recognition of ROU assets and lease liabilities. Variable lease costs are not included in the measurement of the lease liability. These variable lease payments are recognized in the Consolidated Statements of Income in the period in which the obligation for those payments is incurred. Lease expense for minimum lease payments continues to be recognized in the Consolidated Statements of Income on a straight-line basis over the lease term.
We have not elected the practical expedient to combine lease and non-lease components in the determination of lease costs for our facility leases. For all other asset classes, we have elected the practical expedient to combine the lease and the non-lease components. The lease liability includes lease payments related to options to extend or renew the lease term only if we are reasonably certain we will exercise those options. Our leases typically do not contain any material residual value guarantees or restrictive covenants. In certain circumstances, we sublease all or a portion of a leased facility to various other companies through a sublease agreement.
Business combinations
We apply the provisions of ASC Topic 805, “Business Combinations” (Topic 805), in the accounting for our acquisitions. It requires us to recognize separately from goodwill the assets acquired and the liabilities assumed at their acquisition date fair values. Goodwill as of the acquisition date is measured as the excess of consideration transferred over the net of the acquisition date fair values of the assets acquired and the liabilities assumed. While we use our best estimates and assumptions to accurately value assets acquired and liabilities, including contingent consideration where applicable, assumed at the acquisition date, our estimates are inherently uncertain and subject to refinement, particularly since these assumptions and estimates are based in part on historical experience and information obtained from the management of the acquired companies. As a result, during the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill in the period identified. Furthermore, when valuing certain intangible assets that we have acquired, critical estimates may be made relating to, but not limited to: (i) future expected cash flows from software license sales, cloud SaaS, “desktop as a service” (DaaS) and PaaS contracts, support agreements, consulting agreements and other customer contracts (ii) the acquired company’s technology and competitive position, as well as assumptions about the period of time that the acquired technology will continue to be used in the combined company’s product portfolio, and (iii) discount rates. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments would be recorded to our Consolidated Statements of Income.
For a given acquisition, we may identify certain pre-acquisition contingencies as of the acquisition date and may extend our review and evaluation of these pre-acquisition contingencies throughout the measurement period in order to obtain sufficient information to assess whether we include these contingencies as a part of the purchase price allocation and, if so, to determine the estimated amounts.
If we determine that a pre-acquisition contingency (non-income tax related) is probable in nature and estimable as of the acquisition date, we record our best estimate for such a contingency as a part of the preliminary purchase price allocation. We often continue to gather information and evaluate our pre-acquisition contingencies throughout the measurement period and if we make changes to the amounts recorded or if we identify additional pre-acquisition contingencies during the measurement period, such amounts will be included in the purchase price allocation during the measurement period and, subsequently, in our results of operations.
Uncertain tax positions and tax related valuation allowances assumed in connection with a business combination are initially estimated as of the acquisition date. We review these items during the measurement period as we continue to actively seek and collect information relating to facts and circumstances that existed at the acquisition date. Changes to these uncertain tax positions and tax related valuation allowances made subsequent to the measurement period, or if they relate to facts and circumstances that did not exist at the acquisition date, are recorded in the Provision for income taxes line of our Consolidated Statements of Income.
Goodwill
Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. The carrying amount of goodwill is periodically reviewed for impairment (at a minimum annually) and whenever events or changes in circumstances indicate that the carrying value of this asset may not be recoverable.
Our operations are analyzed by management and our chief operating decision maker (CODM) as being part of a single industry segment: the design, development, marketing and sales of Information Management software and solutions. Therefore, our goodwill impairment assessment is based on the allocation of goodwill to a single reporting unit.
We perform a qualitative assessment to test our reporting unit’s goodwill for impairment. Based on our qualitative assessment, if we determine that the fair value of our reporting unit is more likely than not (i.e., a likelihood of more than 50 percent) to be less than its carrying amount, the quantitative assessment of the impairment test is performed. In the quantitative assessment, we compare the fair value of our reporting unit to its carrying value. If the fair value of the reporting unit exceeds its carrying value, goodwill is not considered impaired and we are not required to perform further testing. If the carrying value of the net assets of our reporting unit exceeds its fair value, then an impairment loss equal to the difference, but not exceeding the total carrying value of goodwill allocated to the reporting unit, would be recorded.
Our annual impairment analysis of goodwill was performed as of April 1, 2024. Our qualitative assessment indicated that there were no indications of impairment and therefore there was no impairment of goodwill required to be recorded for Fiscal 2024 (no impairments were recorded for Fiscal 2023 and Fiscal 2022, respectively).
Acquired intangibles
Acquired intangibles consist of acquired technology and customer relationships associated with various acquisitions. Acquired technology is initially recorded at fair value based on the present value of the estimated net future income-producing capabilities of software products acquired in acquisitions. We amortize acquired technology over its estimated useful life on a straight-line basis.
Customer relationships represent relationships that we have with customers of the acquired companies and are either based upon contractual or legal rights or are considered separable; that is, capable of being separated from the acquired entity and being sold, transferred, licensed, rented or exchanged. These customer relationships are initially recorded at their fair value based on the present value of expected future cash flows. We amortize customer relationships on a straight-line basis over their estimated useful lives.
We continually evaluate the remaining estimated useful life of our intangible assets being amortized to determine whether events and circumstances warrant a revision to the remaining period of amortization.
Impairment of long-lived assets
We account for the impairment and disposition of long-lived assets in accordance with ASC Topic 360, “Property, Plant, and Equipment” (Topic 360). We test long-lived assets or asset groups, such as property and equipment, ROU assets and definite lived intangible assets, for recoverability when events or changes in circumstances indicate that their carrying amount may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant adverse changes in the business climate or legal factors; current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset; and a current expectation that the asset will more likely than not be sold or disposed of before the end of its estimated useful life.
Recoverability is assessed based on comparing the carrying amount of the asset to the aggregate pre-tax undiscounted cash flows expected to result from the use and eventual disposal of the asset or asset group. Impairment is recognized when the carrying amount is not recoverable and exceeds the fair value of the asset or asset group. The impairment loss, if any, is measured as the amount by which the carrying amount exceeds fair value, which for this purpose is based upon the discounted projected future cash flows of the asset or asset group.
We have not recorded any significant impairment charges for long-lived assets during Fiscal 2024, Fiscal 2023 and Fiscal 2022, respectively.
Derivative financial instruments
We use derivative financial instruments to manage foreign currency rate risk. We account for these instruments in accordance with ASC Topic 815, “Derivatives and Hedging” (Topic 815), which requires that every derivative instrument be recorded on the balance sheet as either an asset or liability measured at its fair value as of the reporting date. Topic 815 also requires that changes in our derivative financial instruments’ fair values be recognized in earnings; unless specific hedge accounting and documentation criteria are met (i.e., the instruments are accounted for as hedges). We recorded the effective portions of the gain or loss on derivative financial instruments that were designated as cash flow hedges in Accumulated other comprehensive income (loss), net of tax, in our accompanying Consolidated Balance Sheets. Any ineffective or excluded portion of a designated cash flow hedge, if applicable, was recognized in our Consolidated Statements of Income.
In Fiscal 2023, we entered into certain derivative financial instruments, a portion of which were designated as a net investment hedge. In accordance with Topic 815, we recorded the effective portion of the gain or loss on derivative financial instruments that were designated as a net investment hedge within our currency translation adjustment component of Accumulated other comprehensive income (loss), in our accompanying Consolidated Balance Sheets. Any ineffective or excluded portion of our net investment hedge, if applicable, is recognized in Interest and other related expense, net of our Consolidated Statements of Income. See Note 17 “Derivative Instruments and Hedging Activities” for more details.
Asset retirement obligations
We account for asset retirement obligations in accordance with ASC Topic 410, “Asset Retirement and Environmental Obligations” (Topic 410), which applies to certain obligations associated with “leasehold improvements” within our leased office facilities. Topic 410 requires that a liability be initially recognized for the estimated fair value of the obligation when it is incurred. The associated asset retirement cost is capitalized as part of the carrying amount of the long-lived asset and depreciated over the remaining life of the underlying asset and the associated liability is accreted to the estimated fair value of the obligation at the settlement date through periodic accretion charges which are generally recorded within General and administrative expense in our Consolidated Statements of Income. When the obligation is settled, any difference between the final cost and the recorded amount is recognized as income or loss on settlement in our Consolidated Statements of Income.
Revenue recognition
In accordance with ASC Topic 606, we account for a customer contract when we obtain written approval, the contract is committed, the rights of the parties, including the payment terms, are identified, the contract has commercial substance and consideration is probable of collection. Revenue is recognized when, or as, control of a promised product or service is transferred to our customers in an amount that reflects the consideration we expect to be entitled to in exchange for our products and services (at its transaction price). Estimates of variable consideration and the determination of whether to include estimated amounts in the transaction price are based on readily available information, which may include historical, current and forecasted information, taking into consideration the type of customer, the type of transaction and specific facts and circumstances of each arrangement. We report revenue net of any revenue-based taxes assessed by governmental authorities that are imposed on and concurrent with specific revenue producing transactions.
We have four revenue streams: cloud services and subscriptions, customer support, license, and professional service and other.
Cloud services and subscriptions revenue
Cloud services and subscriptions revenue 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 B2B 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. Our cloud arrangements can be broadly categorized as PaaS, SaaS, cloud subscriptions and managed services.
PaaS/ SaaS/ Cloud Subscriptions (collectively referred to here as cloud-based solutions): We offer cloud-based solutions that provide customers the right to access our software through the internet. Our cloud-based solutions represent a series of distinct services that are substantially the same and have the same pattern of transfer to the customer. These services are made available to the customer continuously throughout the contractual period. However, the extent to which the customer uses the services may vary at the customer’s discretion. The payment for cloud-based solutions may be received either at inception of the arrangement, or over the term of the arrangement.
These cloud-based solutions are considered to have a single performance obligation where the customer simultaneously receives and consumes the benefit, and as such we recognize revenue for these cloud-based solutions ratably over the term of the contractual agreement. For example, revenue related to cloud-based solutions that are provided on a usage basis, such as the number of users, is recognized based on a customer’s utilization of the services in a given period.
Additionally, a software license is present in a cloud-based solutions arrangement if all of the following criteria are met:
(i)The customer has the contractual right to take possession of the software at any time without significant penalty; and
(ii)It is feasible for the customer to host the software independent of us.
In these cases where a software license is present in a cloud-based solutions arrangement it is assessed to determine if it is distinct from the cloud-based solutions arrangement. The revenue allocated to the distinct software license would be recognized at the point in time the software license is transferred to the customer, whereas the revenue allocated to the hosting performance obligation would be recognized ratably on a monthly basis over the contractual term unless evidence suggests that revenue is earned, or obligations are fulfilled in a different pattern over the contractual term of the arrangement.
Managed services: We provide comprehensive B2B process outsourcing services for all day-to-day operations of a customers’ B2B integration program. Customers using these managed services are not permitted to take possession of our software and the contract is for a defined period, where customers pay a monthly or quarterly fee. Our performance obligation is satisfied as we provide services of operating and managing a customer’s EDI environment. Revenue relating to these services is recognized using an output method based on the expected level of service we will provide over the term of the contract.
As part of cloud services and subscription revenues, in connection with cloud subscription and managed service contracts, we often agree to perform a variety of services before the customer goes live, such as, converting and migrating customer data, building interfaces and providing training. These services are considered an outsourced suite of professional services which can involve certain project-based activities. These services can be provided at the initiation of a contract, during the implementation or on an ongoing basis as part of the customer life cycle. These services can be charged separately on a fixed fee or time and materials basis, or the costs associated may be recovered as part of the ongoing cloud subscription or managed services fee. These outsourced professional services are considered to be distinct from the ongoing hosting services and represent a separate performance obligation within our cloud subscription or managed services arrangements. The obligation to provide outsourced professional services is satisfied over time, with the customer simultaneously receiving and consuming the benefits as we
satisfy our performance obligations. For outsourced professional services, we recognize revenue by measuring progress toward the satisfaction of our performance obligation. Progress for services that are contracted for a fixed price is generally measured based on hours incurred as a portion of total estimated hours. As a practical expedient, when we invoice a customer at an amount that corresponds directly with the value to the customer of our performance to date, we recognize revenue at that amount.
Customer support revenue
Customer support revenue is associated with perpetual, term license and off-cloud subscription arrangements. As customer support is not critical to the customer’s ability to derive benefit from its right to use our software, customer support is considered as a distinct performance obligation when sold together in a bundled arrangement along with the software.
Customer support consists primarily of technical support and the provision of unspecified updates and upgrades on a when-and-if-available basis. Customer support for perpetual licenses is renewable, generally on an annual basis, at the option of the customer. Customer support for term and subscription licenses is renewable concurrently with such licenses for the same duration of time. Payments for customer support are generally made at the inception of the contract term or in installments over the term of the maintenance period. Our customer support team is ready to provide these maintenance services, as needed, to the customer during the contract term. As the elements of customer support are delivered concurrently and have the same pattern of transfer, customer support is accounted for as a single performance obligation. The customer benefits evenly throughout the contract period from the guarantee that the customer support resources and personnel will be available to them, and that any unspecified upgrades or unspecified future products developed by us will be made available. Revenue for customer support is recognized ratably over the contract period based on the start and end dates of the maintenance term, in line with how we believe services are provided.
License revenue
Our license revenue can be broadly categorized as perpetual licenses, term licenses and subscription licenses, all of which are deployed on the customer’s premises (off-cloud).
Perpetual licenses: We sell perpetual licenses which provide customers the right to use software for an indefinite period of time in exchange for a one-time license fee, which is generally paid at contract inception. Our perpetual licenses provide a right to use IP that is functional in nature and have significant stand-alone functionality. Accordingly, for perpetual licenses of functional IP, revenue is recognized at the point-in-time when control has been transferred to the customer, which normally occurs once software activation keys have been made available for download.
Term licenses and Subscription licenses: We sell both term and subscription licenses which provide customers the right to use software for a specified period in exchange for a fee, which may be paid at contract inception or paid in installments over the period of the contract. Like perpetual licenses, both our term licenses and subscription licenses are functional IP that have significant stand-alone functionality. Accordingly, for both term and subscription licenses, revenue is recognized at the point-in-time when the customer is able to use and benefit from the software, which is normally once software activation keys have been made available for download at the commencement of the term.
Professional service and other revenue
Our professional services, when offered along with software licenses, consist primarily of technical services and training services. Technical services may include installation, customization, implementation or consulting services. Training services may include access to online modules or delivering a training package customized to the customer’s needs. At the customer’s discretion, we may offer one, all, or a mix of these services. Payment for professional services is generally a fixed fee or is a fee based on time and materials. Professional services can be arranged in the same contract as the software license or in a separate contract.
As our professional services do not significantly change the functionality of the license and our customers can benefit from our professional services on their own or together with other readily available resources, we consider professional services as distinct within the context of the contract.
Professional service revenue is recognized over time so long as: (i) the customer simultaneously receives and consumes the benefits as we perform them, (ii) our performance creates or enhances an asset the customer controls as we perform, and (iii) our performance does not create an asset with alternative use and we have enforceable right to payment.
If all the above criteria are met, we use an input-based measure of progress for recognizing professional service revenue. For example, we may consider total labour hours incurred compared to total expected labour hours. As a practical expedient, when we invoice a customer at an amount that corresponds directly with the value to the customer of our performance to date, we will recognize revenue at that amount.
Material rights
To the extent that we grant our customer an option to acquire additional products or services in one of our arrangements, we will account for the option as a distinct performance obligation in the contract only if the option provides a material right to the customer that the customer would not receive without entering into the contract. For example, if we give the customer an option to acquire additional goods or services in the future at a price that is significantly lower than the current price, this would be a material right as it allows the customer to, in effect, pay in advance for the option to purchase future products or services. If a material right exists in one of our contracts, then revenue allocated to the option is deferred and we would recognize revenue only when those future products or services are transferred or when the option expires.
Based on history, our contracts do not typically contain material rights and when they do, the material right is not significant to our Consolidated Financial Statements.
Arrangements with multiple performance obligations
Our contracts generally contain more than one of the products and services listed above. Determining whether goods and services are considered distinct performance obligations that should be accounted for separately or as a single performance obligation may require judgment, specifically when assessing whether both of the following two criteria are met:
•the customer can benefit from the product or service either on its own or together with other resources that are readily available to the customer; and
•our promise to transfer the product or service to the customer is separately identifiable from other promises in the contract.
If these criteria are not met, we determine an appropriate measure of progress based on the nature of our overall promise for the single performance obligation.
If these criteria are met, each product or service is separately accounted for as a distinct performance obligation and the total transaction price is allocated to each performance obligation on a relative SSP basis.
Standalone selling price
The SSP reflects the price we would charge for a specific product or service if it were sold separately in similar circumstances and to similar customers. In most cases we can establish the SSP based on observable data. We typically establish a narrow SSP range for our products and services and assess this range on a periodic basis or when material changes in facts and circumstances warrant a review.
If the SSP is not directly observable, then we estimate the amount using either the expected cost plus a margin or residual approach. Estimating SSP requires judgment that could impact the amount and timing of revenue recognized. SSP is a formal process whereby management considers multiple factors including, but not limited to, geographic or regional specific factors, competitive positioning, internal costs, profit objectives, and pricing practices.
Transaction Price Allocation
In bundled arrangements, where we have more than one distinct performance obligation, we must allocate the transaction price to each performance obligation based on its relative SSP. However, in certain bundled arrangements, the SSP may not always be directly observable. For instance, in bundled arrangements with license and customer support, we allocate the transaction price between the license and customer support performance obligations using the residual approach because we have determined that the SSP for licenses in these arrangements are highly variable. We use the residual approach only for our license arrangements. When the SSP is observable but contractual pricing does not fall within our established SSP range, then an adjustment is required, and we will allocate the transaction price between license and customer support based on the relative SSP established for the respective performance obligations.
When two or more contracts are entered into at or near the same time with the same customer, we evaluate the facts and circumstances associated with the negotiation of those contracts. Where the contracts are negotiated as a package, we will account for them as a single arrangement and allocate the consideration for the combined contracts among the performance obligations accordingly.
Sales to resellers
We execute certain sales contracts through resellers, distributors and channel partners (collectively referred to as resellers). Typically, we conclude that the resellers are OpenText customers in our reseller agreements. The resellers have control over the pricing, service and products prior to being transferred to the end customer. We also assess the creditworthiness of each reseller and if they are newly formed, undercapitalized or in financial difficulty, we defer any revenues expected to
emanate from such reseller and recognize revenue only when cash is received, and all other revenue recognition criteria under ASC Topic 606 are met.
Rights of return and other incentives
We do not generally offer rights of return or any other incentives such as concessions, product rotation, or price protection and, therefore, do not provide for or make estimates of rights of return and similar incentives. However, we do offer consumers who purchase certain of our products online directly from us an unconditional full 70-day money-back guarantee. Distributors and resellers are also permitted to return the consumer products, subject to certain limitations. Revenue is reduced for such rights based on the estimate of future returns originating from contractual agreements with these customers.
Additionally, in some contracts, however, discounts may be offered to the customer for future software purchases and other additional products or services. Such arrangements grant the customer an option to acquire additional goods or services in the future at a discount and therefore are evaluated under guidance related to “material rights” as discussed above.
Other policies
Payment terms and conditions vary by contract type, although terms generally include a requirement of payment within 30 to 60 days of the invoice date. In certain arrangements, we will receive payment from a customer either before or after the performance obligation to which the invoice relates has been satisfied. As a practical expedient, we do not account for significant financing components if the period between when we transfer the promised good or service to the customer and when the customer pays for the product or service will be one year or less. On that basis, our contracts for license and maintenance typically do not contain a significant financing component, however, in determining the transaction price we consider whether we need to adjust the promised consideration for the effects of the time value of money if the timing of payments provides either the customer or OpenText with a significant benefit of financing. Our managed services contracts may not include an upfront charge for outsourced professional services performed as part of an implementation and are recovered through an ongoing fee. Therefore, these contracts may be expected to have a financing component associated with revenue being recognized in advance of billings.
We may modify contracts to offer customers additional products or services. The additional products and services will be considered distinct from those products or services transferred to the customer before the modification and will be accounted for as a separate contract. We evaluate whether the price for the additional products and services reflects the SSP adjusted as appropriate for facts and circumstances applicable to that contract. In determining whether an adjustment is appropriate, we evaluate whether the incremental consideration is consistent with the prices previously paid by the customer or similar customers.
Certain of our subscription services and product support arrangements generally contain performance response time guarantees. For subscription services arrangements, we estimate variable consideration using a portfolio approach because performance penalties are tied to standard response time requirements. For product support arrangements, we estimate variable consideration on a contract basis because such arrangements are customer-specific. For both subscription services and product support arrangements, we use an expected value approach to estimate variable consideration based on historical business practices and current and future performance expectations to determine the likelihood of incurring penalties.
Performance Obligations
A summary of our typical performance obligations and when the obligations are satisfied are as follows:
Performance ObligationWhen Performance Obligation is Typically Satisfied
Cloud services and subscriptions revenue:
Outsourced Professional Services
Managed Services / Ongoing Hosting / SaaS
As the services are provided (over time)
Over the contract term, beginning on the date that service is made available (i.e., “Go live”) to the customer (over time)
Customer support revenue:
When and if available updates and upgrades and technical supportRatable over the course of the service term (over time)
License revenue:
Software licenses (Perpetual, Term, Subscription)When software activation keys have been made available for download (point in time)
Professional service and other revenue:
Professional servicesAs the services are provided (over time)
Incremental Costs of Obtaining a Contract with a Customer
Incremental costs of obtaining a contract include only those costs that we incur to obtain a contract that we would not have incurred if the contract had not been obtained, such as sales commissions. We have determined that certain of our commission programs meet the requirements to be capitalized. Some commission programs are not subject to capitalization as the commission expense is paid and recognized as the related revenue is recognized. In assessing costs to obtain a contract, we apply a practical expedient that allows us to assess our incremental costs on a portfolio of contracts with similar characteristics instead of assessing the incremental costs on each individual contract. We do not expect the financial statement effects of applying this practical expedient to the portfolio of contracts to be materially different than if we were to apply the standard to each individual contract.
We pay commissions on the sale of new customer contracts as well as for renewals of existing contracts to the extent the renewals generate incremental revenue. Commissions paid on renewal contracts are limited to the incremental new revenue and therefore these payments are not commensurate with the commission paid on the original sale. We allocate commission costs to the performance obligations in an arrangement consistent with the allocation of the transaction price. Commissions allocated to the license performance obligation are expensed at the time the license revenue is recognized. Commissions allocated to professional service performance obligations are expensed as incurred, as these contracts are generally for one year or less and we apply a practical expedient to expense costs as incurred if the amortization period would have been one year or less. Commissions allocated to maintenance, managed services, on-going hosting arrangements or other recurring services, are capitalized and amortized consistent with the pattern of transfer to the customer of the services over the period expected to benefit from the commission payment. As commissions paid on renewals are not commensurate with the original sale, the period of benefit considers anticipated renewals. The benefit period is estimated to be approximately six years which is based on our customer contracts and the estimated life of our technology.
Expenses for incremental costs associated with obtaining a contract are recorded within Sales and marketing expense in the Consolidated Statements of Income.
Our short-term capitalized costs to obtain a contract are included in Prepaid expenses and other current assets, while our long-term capitalized costs to obtain a contract are included in Other assets on our Consolidated Balance Sheets.
Research and development costs
Research and development costs internally incurred in creating computer software to be sold, licensed or otherwise marketed are expensed as incurred unless they meet the criteria for deferral and amortization, as described in ASC Topic 985-20, “Costs of Software to be Sold, Leased, or Marketed” (Topic 985-20). In accordance with Topic 985-20, costs related to research, design and development of products are charged to expense as incurred and capitalized between the dates that the product is considered to be technologically feasible and is considered to be ready for general release to customers. In our historical experience, the dates relating to the achievement of technological feasibility and general release of the product have substantially coincided. In addition, no significant costs are incurred subsequent to the establishment of technological feasibility. As a result, we do not capitalize any research and development costs relating to internally developed software to be sold, licensed or otherwise marketed.
Advertising Expenses
Advertising costs, which include digital advertising, marketing programs and other promotional costs, are expensed as incurred. Advertising expenses incurred in Fiscal 2024, Fiscal 2023 and Fiscal 2022 were $66.9 million, $73.8 million and $59.6 million, respectively.
Income taxes
We account for income taxes in accordance with ASC Topic 740, “Income Taxes” (Topic 740). Deferred tax assets and liabilities arise from temporary differences between the tax bases of assets and liabilities and their reported amounts in the Consolidated Financial Statements that will result in taxable or deductible amounts in future years. These temporary differences are measured using enacted tax rates. A valuation allowance is recorded to reduce deferred tax assets to the extent that we consider it is more likely than not that a deferred tax asset will not be realized. In determining the valuation allowance, we consider factors such as the reversal of deferred income tax liabilities, projected taxable income, and the character of income tax assets and tax planning strategies. A change to these factors could impact the estimated valuation allowance and income tax expense.
We account for our uncertain tax provisions by using a two-step approach. The first step is to evaluate the tax position for recognition by determining if the weight of the available evidence indicates it is more likely than not, based solely on the technical merits, that the position will be sustained on audit, including the resolution of related appeals or litigation processes, if any. The second step is to measure the appropriate amount of the benefit to recognize. The amount of benefit to recognize is
measured as the maximum amount which is more likely than not to be realized. The tax position is derecognized when it is no longer more likely than not that the position will be sustained on audit. On subsequent recognition and measurement, the maximum amount which is more likely than not to be recognized at each reporting date will represent the Company’s best estimate, given the information available at the reporting date, although the outcome of the tax position is not absolute or final. We recognize both accrued interest and penalties related to liabilities for income taxes within the Provision for income taxes line of our Consolidated Statements of Income (see Note 15 “Income Taxes” for more details).
Equity investments
We invest in investment funds in which we are a limited partner. Our interests in each of these investees range from 4% to below 20%. These investments are accounted for using the equity method. Our share of net income or losses based on our interest in these investments, which approximates fair value, is recorded as a component of Other income, net in our Consolidated Statements of Income (see Note 23 “Other Income (Expense), Net” for more details).
Fair value of financial instruments
Carrying amounts of certain financial instruments, including cash and cash equivalents, accounts receivable and accounts payable (trade and accrued liabilities) approximate the fair value due to the relatively short period of time between origination of the instruments and their expected realization.
The fair value of our Senior Notes is determined based on observable market prices and categorized as a Level 2 measurement. The carrying value of our other long-term debt facilities approximates the fair value since the interest rate is at market.
We apply the provisions of ASC Topic 820, “Fair Value Measurement” (Topic 820), to our available-for-sale financial assets and derivative financial instruments that we are required to carry at fair value pursuant to other accounting standards (see Note 16 “Fair Value Measurement” for more details).
Foreign currency
Our Consolidated Financial Statements are presented in U.S. dollars. In general, the functional currency of our subsidiaries is the local currency. For each subsidiary, assets and liabilities denominated in foreign currencies are translated into U.S dollars at the exchange rates in effect at the balance sheet dates and revenues and expenses are translated at the average exchange rates prevailing during the previous month of the transaction. The effect of foreign currency translation adjustments are recorded as a component of Accumulated other comprehensive income (loss). Transactional foreign currency gains (losses) included in the Consolidated Statements of Income under the line item Other income, net for Fiscal 2024, Fiscal 2023 and Fiscal 2022 were $1.2 million, $56.6 million, and $(2.7) million, respectively.
Restructuring charges
We record restructuring charges relating to contractual lease obligations, not accounted for under Topic 842, and other exit costs in accordance with ASC Topic 420, “Exit or Disposal Cost Obligations” (Topic 420). Topic 420 requires that a liability for a cost associated with an exit or disposal activity be recognized and measured initially at its fair value in the period in which the liability is incurred. In order to incur a liability pursuant to Topic 420, our management must have established and approved a plan of restructuring in sufficient detail. A liability for a cost associated with involuntary termination benefits is recorded when benefits have been communicated and a liability for a cost to terminate an operating lease or other contract is incurred, when the contract has been terminated in accordance with the contract terms or we have ceased using the right conveyed by the contract, such as vacating a leased facility not accounted for under Topic 842.
The recognition of restructuring charges requires us to make certain judgments regarding the nature, timing and amount associated with the planned restructuring activities, including estimating sub-lease income and the net recoverable amount of equipment to be disposed of. At the end of each reporting period, we evaluate the appropriateness of the remaining accrued balances (see Note 18 “Special Charges (Recoveries)” for more details).
Loss Contingencies
We are currently involved in various claims and legal proceedings. Quarterly, we review the status of each significant legal matter and evaluate such matters to determine how they should be treated for accounting and disclosure purposes in accordance with the requirements of ASC Topic 450-20, “Loss Contingencies” (Topic 450-20). Specifically, this evaluation process includes the centralized tracking and itemization of the status of all our disputes and litigation items, discussing the nature of any litigation and claim, including any dispute or claim that is reasonably likely to result in litigation, with relevant
internal and external counsel, and assessing the progress of each matter in light of its merits and our experience with similar proceedings under similar circumstances.
If the potential loss from any claim or legal proceeding is considered probable and the amount can be reasonably estimated, we accrue a liability for the estimated loss in accordance with Topic 450-20. As of the date of this Annual Report on Form 10-K, the aggregate of such accrued liabilities was not material to our consolidated financial position or results of operations and we do not believe as of the date of this filing that it is reasonably possible that a loss exceeding the amounts already recognized will be incurred that would be material to our consolidated financial position or results of operations. As described more fully below, we are unable at this time to estimate a possible loss or range of losses in respect of certain disclosed matters (see Note 14 “Guarantees and Contingencies” for more details).
Net income per share
Basic net income per share is computed using the weighted average number of Common Shares outstanding including contingently issuable shares where the contingency has been resolved. Diluted net income per share is computed using the weighted average number of Common Shares and stock equivalents outstanding using the treasury stock method during the year. For periods in which we incur a net loss, our outstanding Common Share equivalents are not included in the calculation of diluted earnings (loss) per share as their effect is antidilutive. Accordingly, basic and diluted net loss per share for those periods are identical. See Note 24 “Earnings Per Share” for more details.
Share-based payment
We measure share-based compensation costs, in accordance with ASC Topic 718, “Compensation - Stock Compensation” (Topic 718) on the grant date, based on the calculated fair value of the award. We have elected to treat awards with graded vesting as a single award when estimating fair value. Compensation cost is recognized on a straight-line basis over the employee requisite service period, which in our circumstances is the stated vesting period of the award, provided that total compensation cost recognized at least equals the pro-rata value of the award that has vested. Compensation cost is initially based on the estimated number of options for which the requisite service is expected to be rendered. This estimate is adjusted in the period once actual forfeitures are known (see Note 13 “Share Capital, Option Plans and Share-based Payments” for more details).
Accounting for Pensions, post-retirement and post-employment benefits
Pension expense is accounted for in accordance with ASC Topic 715, “Compensation-Retirement Benefits” (Topic 715). Pension expense consists of actuarially computed costs of pension benefits in respect of the current year of service, imputed returns on plan assets (for funded plans), imputed interest on pension obligations and amortization of actuarial gain/loss. The expected costs of post-retirement benefits, other than pensions, are accrued in the Consolidated Financial Statements based upon actuarial methods and assumptions.
The over-funded or under-funded status of defined benefit pension and other post-retirement plans are recognized as an asset or a liability (with the offset to Accumulated other comprehensive income (loss), net of tax, within Shareholders’ equity), respectively, on the Consolidated Balance Sheets. Actuarial gains or losses in excess of the greater of (i) 10% of the projected benefit obligation, or (ii) 10% of the plan assets, are recognized as a component of Other Comprehensive Income (Loss), net and subsequently amortized as a component of net periodic benefit costs over the weighted average of future working life of the plan’s active employees. See Note 12 “Pension Plans and Other Post Retirement Benefits” for more details.
Held for Sale Classification
Assessments for held for sale accounting classification are performed by the Company when events or changes in business circumstances indicate that a change in classification may be necessary. The Company classifies assets and liabilities to be disposed of as held for sale in the period in which they are available for immediate sale in their present condition and when the sale is probable and expected to be completed within one year. Assets and liabilities classified as held for sale are presented separately within current assets and liabilities in our Consolidated Balance Sheets and are measured at the lower of their carrying amount or fair value less costs to sell. Further, the Company ceases to record depreciation and amortization expense on assets that are classified as held for sale.
Accounting Pronouncements Adopted in Fiscal 2024
During Fiscal 2024, we adopted the following Accounting Standards Updates (ASU):
Supplier Financing Program Obligations
In September 2022, the Financial Accounting Standards Board (FASB) issued ASU 2022-04 “Liabilities-Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations.” This standard requires companies that participate in supplier finance programs in connection with the procurement of goods or services to disclose quantitative and qualitative information about the programs. We adopted this ASU as of July 1, 2023, which did not have a material impact on our Consolidated Financial Statements and related disclosures, as we had no material supplier finance program obligations as of June 30, 2024.
v3.24.2.u1
REVENUES
 12 Months Ended
Jun. 30, 2024
Revenue from Contract with Customer [Abstract]  
REVENUES REVENUES
Disaggregation of Revenue
We have four revenue streams: cloud services and subscriptions, customer support, license, and professional service and other. The following tables disaggregate our revenue by significant geographic area, based on the location of our direct end customer, by type of performance obligation and timing of revenue recognition for the periods indicated:
Year Ended June 30,
202420232022
Total Revenues by Geography:
Americas (1)
$3,341,881 $2,785,003 $2,187,629 
EMEA (2)
1,878,470 1,310,016 1,026,201 
Asia Pacific (3)
549,226 389,961 280,014 
Total revenues$5,769,577 $4,484,980 $3,493,844 
Total Revenues by Type of Performance Obligation:
Recurring revenues (4)
Cloud services and subscriptions revenue
$1,820,524 $1,700,433 $1,535,017 
Customer support revenue
2,713,297 1,915,020 1,330,965 
Total recurring revenues
$4,533,821 $3,615,453 $2,865,982 
License revenue (perpetual, term and subscriptions)834,162 539,026 358,351 
Professional service and other revenue401,594 330,501 269,511 
Total revenues$5,769,577 $4,484,980 $3,493,844 
Total Revenues by Timing of Revenue Recognition:
Point in time$834,162 $539,026 $358,351 
Over time (including professional service and other revenue)$4,935,415 $3,945,954 $3,135,493 
Total revenues$5,769,577 $4,484,980 $3,493,844 
______________________
(1)Americas consists of countries in North, Central and South America.
(2)EMEA consists of countries in Europe, the Middle East and Africa.
(3)Asia Pacific primarily consists of Japan, Australia, China, Korea, Philippines, Singapore, India and New Zealand.
(4)Recurring revenue is defined as the sum of Cloud services and subscriptions revenue and Customer support revenue.
Contract Balances
A contract asset, net of allowance for credit losses, will be recorded if we have recognized revenue but do not have an unconditional right to the related consideration from the customer. For example, this will be the case if implementation services offered in a cloud arrangement are identified as a separate performance obligation and are provided to a customer prior to us being able to bill the customer. In addition, a contract asset may arise in relation to subscription licenses if the license revenue that is recognized upfront exceeds the amount that we are able to invoice the customer at that time. Contract assets are reclassified to accounts receivable when the rights become unconditional.
The balance for our contract assets and contract liabilities (i.e., deferred revenues) for the periods indicated below were as follows:
As of June 30, 2024
As of June 30, 2023
Short-term contract assets
$66,450 $71,196 
Long-term contract assets
$38,684 $64,553 
Short-term deferred revenues
$1,521,416 $1,721,781 
Long-term deferred revenues
$162,401 $217,771 
The difference in the opening and closing balances of our contract assets and deferred revenues primarily results from the timing difference between our performance and customer payments. We fulfill our obligations under a contract with a customer by transferring products and services in exchange for consideration from the customer. During the year ended June 30, 2024, we reclassified $116.3 million (year ended June 30, 2023—$61.9 million) of contract assets to receivables as a result of the right to the transaction consideration becoming unconditional. During the year ended June 30, 2024, 2023 and 2022 respectively, there was no significant impairment loss recognized related to contract assets.
We recognize deferred revenue when we have received consideration, or an amount of consideration is due from the customer for future obligations to transfer products or services. Our deferred revenues primarily relate to cloud services and customer support agreements which have been paid for by customers prior to the performance of those services. The amount of revenue that was recognized during the year ended June 30, 2024 that was included in the deferred revenue balances at June 30, 2023 was $1.7 billion (year ended June 30, 2023 and 2022 —$887 million and $843 million, respectively).
Incremental Costs of Obtaining a Contract with a Customer
Incremental costs of obtaining a contract include only those costs that we incur to obtain a contract that we would not have incurred if the contract had not been obtained, such as sales commissions. The following table summarizes the changes in total capitalized costs to obtain a contract, since June 30, 2021:
Capitalized costs to obtain a contract as of June 30, 2021
$72,900 
New capitalized costs incurred39,852 
Amortization of capitalized costs(26,255)
Impact of foreign exchange rate changes
(3,935)
Capitalized costs to obtain a contract as of June 30, 2022
82,562 
New capitalized costs incurred47,305 
Amortization of capitalized costs(33,269)
Impact of foreign exchange rate changes
609 
Capitalized costs to obtain a contract as of June 30, 2023
97,207 
New capitalized costs incurred60,507 
Amortization of capitalized costs(44,016)
Impact of foreign exchange rate changes(246)
Divestiture of AMC business (Note 19)
(3,964)
Capitalized costs to obtain a contract as of June 30, 2024
$109,488 
During the year ended June 30, 2024, 2023 and 2022 respectively, there was no significant impairment loss recognized related to capitalized costs to obtain a contract. Refer to Note 9 “Prepaid Expenses and Other Assets” for additional information on incremental costs of obtaining a contract.
Transaction Price Allocated to the Remaining Performance Obligations
As of June 30, 2024, approximately $2.7 billion of revenue is expected to be recognized from remaining performance obligations on existing contracts. We expect to recognize approximately 44% of this amount over the next 12 months and the remaining balance substantially over the next three years thereafter. We apply the practical expedient and do not disclose performance obligations that have original expected durations of one year or less.
Refer to Note 2 “Accounting Policies and Recent Accounting Pronouncements” for additional information on our revenue policy.
v3.24.2.u1
ALLOWANCE FOR CREDIT LOSSES
 12 Months Ended
Jun. 30, 2024
Credit Loss [Abstract]  
ALLOWANCE FOR CREDIT LOSSES ALLOWANCE FOR CREDIT LOSSES
The following illustrates the activity in our allowance for credit losses on accounts receivable:
Balance as of June 30, 2021
$22,151 
Credit loss expense (recovery)
(1,913)
Write-off/adjustments
(3,765)
Balance as of June 30, 2022
$16,473 
Credit loss expense (recovery)(2,007)
Write-off/adjustments
(638)
Balance as of June 30, 2023
$13,828 
Credit loss expense (recovery)8,622 
Write-off/adjustments
(9,196)
Divestiture of AMC business (Note 19)
(1,146)
Balance as of June 30, 2024
$12,108 
Included in accounts receivable are unbilled receivables in the amount of $62.1 million as of June 30, 2024 (June 30, 2023—$66.5 million).
As of June 30, 2024, we have an allowance for credit losses of $0.5 million for contract assets (June 30, 2023—$0.3 million). For additional information on contract assets see Note 3 “Revenues” for more details.
v3.24.2.u1
PROPERTY AND EQUIPMENT
 12 Months Ended
Jun. 30, 2024
Property, Plant and Equipment [Abstract]  
PROPERTY AND EQUIPMENT PROPERTY AND EQUIPMENT
 As of June 30, 2024
 CostAccumulated
Depreciation		Net
Computer hardware$423,689 $(281,331)$142,358 
Computer software201,942 (161,726)40,216 
Capitalized software development costs250,941 (153,285)97,656 
Leasehold improvements128,787 (94,605)34,182 
Land and buildings59,472 (19,333)40,139 
Furniture, equipment and other54,083 (40,894)13,189 
Total$1,118,914 $(751,174)$367,740 
 
 As of June 30, 2023
 CostAccumulated
Depreciation		Net
Computer hardware$386,400 $(254,131)$132,269 
Computer software178,899 (135,123)43,776 
Capitalized software development costs216,762 (122,730)94,032 
Leasehold improvements123,607 (94,721)28,886 
Land and buildings62,041 (18,020)44,021 
Furniture, equipment and other55,741 (41,821)13,920 
Total$1,023,450 $(666,546)$356,904 
Sale of Company Owned Facility
During the year ended June 30, 2024, we completed the sale of a Company owned facility with a carrying value of $4.5 million. The Company recognized a gain of $1.0 million on this sale in the Consolidated Statements of Income within Other income (expense), net.
v3.24.2.u1
LEASES
 12 Months Ended
Jun. 30, 2024
Leases [Abstract]  
LEASES LEASES
We enter into operating leases, both domestically and internationally, for certain facilities, automobiles, data centers and equipment for use in the ordinary course of business. The duration of the majority of these leases generally ranges from 1 to 10 years, some of which include options to extend for an additional 3 to 5 years after the initial term. Additionally, the land upon which our headquarters in Waterloo, Ontario, Canada is located is leased from the University of Waterloo for a period of 49 years beginning in December 2005, with an option to renew for an additional term of 49 years. We also have finance lease liabilities comprised of equipment lease arrangements with an average duration of 4 to 5 years of which all are currently being sublet. Leases with an initial term of 12 months or less are not recorded on our Consolidated Balance Sheets.
The following illustrates the Consolidated Balance Sheets information related to leases:
As of June 30, 2024As of June 30, 2023
Operating LeasesBalance Sheet Location
Operating lease right of use assetsOperating lease right of use assets$219,774 $285,723 
Operating lease liabilities (current)Operating lease liabilities$76,446 $91,425 
Operating lease liabilities (noncurrent)Long-term operating lease liabilities218,174 271,579 
Total operating lease liabilities$294,620 $363,004 
Finance Leases
Finance lease receivables (current)Prepaid expenses and other current assets$4,031 $6,362 
Finance lease receivables (noncurrent)Other assets2,329 5,515 
Total finance lease receivables$6,360 $11,877 
Finance lease liabilities (current)Accounts payable and accrued liabilities$3,173 $5,281 
Finance lease liabilities (noncurrent)Accrued liabilities2,327 5,500 
Total finance lease liabilities$5,500 $10,781 
The weighted average remaining lease term and discount rate for the periods indicated below were as follows:
As of June 30, 2024As of June 30, 2023
Weighted-average remaining lease term
Operating leases5.13 years5.62 years
Finance leases1.85 years2.40 years
Weighted-average discount rate
Operating leases5.00 %4.66 %
Finance leases5.47 %5.60 %
Lease Costs and Other Information
The following illustrates the various components of lease costs for the period indicated:
Year Ended June 30,
202420232022
Operating lease cost$90,383 $72,977 $62,401 
Short-term lease cost2,920 4,195 687 
Variable lease cost5,084 3,488 2,694 
Sublease income(12,941)(12,518)(10,008)
Total lease cost$85,446 $68,142 $55,774 
Supplemental Cash Flow Information
The following table presents supplemental information relating to cash flows arising from lease transactions. Cash payments made for variable lease costs and short-term leases are not included in the measurement of lease liabilities, and, as such, are excluded from the amounts below:
Year Ended June 30,
202420232022
Cash paid for amounts included in the measurement of lease liabilities:
Operating leases$109,708 $93,556 $70,611 
Finance leases$5,722 $2,473 $— 
Right of use assets obtained in exchange for new lease liabilities:
Operating leases (1) (2)
$30,869 $29,551 $39,155 
___________________________
(1)The year ended June 30, 2023 excludes the impact of $129.7 million of right of use assets obtained through the Micro Focus Acquisition. See Note 19 “Acquisitions and Divestitures” for further details including the finalization of the purchase price allocation for the Micro Focus Acquisition.
(2)The year ended June 30, 2022 excludes the impact of $8.1 million of right of use assets obtained through the acquisition of Zix Corporation. See Note 19 “Acquisitions and Divestitures” for further details including the finalization of the purchase price allocation.
Maturity of Lease Liabilities
The following table presents the future minimum lease payments under our lease liabilities as of June 30, 2024:
Fiscal years ending June 30,Operating LeasesFinance Leases
2025$88,768 $3,367 
202671,209 1,939 
202758,163 459 
202844,680 — 
202925,025 — 
Thereafter43,439 — 
Total lease payments$331,284 $5,765 
Less: Imputed interest(36,664)(265)
Total$294,620 $5,500 
Operating lease maturity amounts included in the table above do not include sublease income expected to be received under our various sublease agreements with third parties. Under the agreements initiated with third parties, we expect to receive sublease income of $10.7 million in Fiscal 2025 and $24.0 million thereafter.
v3.24.2.u1
GOODWILL
 12 Months Ended
Jun. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL GOODWILL
Goodwill is recorded when the consideration paid for an acquisition of a business exceeds the fair value of identifiable net tangible and intangible assets. The following table summarizes the changes in goodwill:
Balance as of June 30, 2022
$5,244,653 
Acquisition of Micro Focus (Note 19)
3,417,635 
Acquisition of Zix Corporation (Note 19) (1)
4,878 
Impact of foreign exchange rate changes(4,563)
Balance as of June 30, 2023
8,662,603 
Acquisition of Micro Focus (Note 19) (2)
(32,063)
Divestiture of AMC business (Note 19)
(1,139,403)
Other acquisitions (Note 19)
4,649 
Impact of foreign exchange rate changes(7,419)
Balance as of June 30, 2024
$7,488,367 
______________________
(1)Adjustments relate to the measurement period, which closed on December 23, 2022.
(2)Adjustments relate to the measurement period, which closed on February 1, 2024.
v3.24.2.u1
ACQUIRED INTANGIBLE ASSETS
 12 Months Ended
Jun. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
ACQUIRED INTANGIBLE ASSETS ACQUIRED INTANGIBLE ASSETS
As of June 30, 2024
Cost (1)
Accumulated Amortization (1)
Net (1)
Technology assets$1,153,457 $(342,528)$810,929 
Customer assets2,762,371 (1,087,036)1,675,335 
Total$3,915,828 $(1,429,564)$2,486,264 
As of June 30, 2023
CostAccumulated AmortizationNet
Technology assets$1,815,260 $(385,868)$1,429,392 
Customer assets3,691,252 (1,039,765)2,651,487 
Total$5,506,512 $(1,425,633)$4,080,879 
______________________
(1)Excludes technology and customer intangible net assets with cost of $432.1 million and $610.2 million respectively, accumulated amortization of $48.6 million and $62.9 million respectively, and net book value of $383.5 million and $547.3 million, respectively, disposed of as part of the AMC Divestiture. See Note 19 “Acquisitions and Divestitures” for more details.
Where applicable, the above balances as of June 30, 2024 have been reduced to reflect the impact of intangible assets where the gross cost has become fully amortized during the year ended June 30, 2024. The impact of this resulted in reductions to the cost and accumulated amortization of technology assets and customer assets of $240 million and $322 million, respectively. The weighted average amortization periods for acquired technology and customer intangible assets are approximately six years and nine years, respectively.
The following table shows the estimated future amortization expense for the fiscal years indicated. This calculation assumes no future adjustments to acquired intangible assets:
Fiscal years ending June 30,
2025$510,452 
2026467,124 
2027396,817 
2028379,177 
2029283,144 
2030 and Thereafter
449,550 
Total$2,486,264 
v3.24.2.u1
PREPAID EXPENSES AND OTHER ASSETS
 12 Months Ended
Jun. 30, 2024
Other Assets [Abstract]  
PREPAID EXPENSES AND OTHER ASSETS PREPAID EXPENSES AND OTHER ASSETS
Prepaid expenses and other current assets:
As of June 30, 2024
As of June 30, 2023
Deposits and restricted cash$4,142 $2,621 
Capitalized costs to obtain a contract44,577 39,685 
Short-term prepaid expenses and other current assets192,065 175,879 
Derivative asset (1)
2,127 3,547 
Total$242,911 $221,732 
______________________
(1)Represents the asset related to our derivative instrument activity. See Note 17 “Derivative Instruments and Hedging Activities” for more details.
Other assets:
As of June 30, 2024
As of June 30, 2023
Deposits and restricted cash$20,063 $20,418 
Capitalized costs to obtain a contract64,911 57,522 
Investments124,168 147,974 
Available-for-sale financial assets40,541 39,858 
Long-term prepaid expenses and other long-term assets48,598 76,546 
Total$298,281 $342,318 
Deposits and restricted cash primarily relate to security deposits provided to landlords in accordance with facility lease agreements and cash restricted per the terms of certain contractual-based agreements.
Capitalized costs to obtain a contract relate to incremental costs of obtaining a contract, such as sales commissions, which are eligible for capitalization on contracts to the extent that such costs are expected to be recovered (see Note 3 “Revenues”).
Investments relate to certain investment funds in which we are a limited partner. Our interests in each of these investees range from 4% to below 20%. These investments are accounted for using the equity method. Our share of net income or losses based on our interest in these investments, which approximates fair value and is subject to volatility based on market trends and business conditions, is recorded as a component of Other income (expense), net in our Consolidated Statements of Income (see Note 23 “Other Income (Expense), Net”). During the year ended June 30, 2024, our share of income (loss) from these investments was $(18.2) million (year ended June 30, 2023 and 2022 — $(23.1) million and $58.7 million, respectively).
A portion of the available-for-sale financial assets relate to contractual arrangements under insurance policies held by the Company with guaranteed interest rates that are utilized to meet certain pension and post retirement obligations but do not meet the definition of a plan asset. The remaining portion of available-for-sale financial assets are primarily comprised of various debt and equity funds, which are valued utilizing market quotes provided by our third-party custodian. These arrangements are treated as available-for-sale financial assets measured at fair value quarterly (see Note 16 “Fair Value Measurement”) with unrealized gains and losses recorded within Other comprehensive income (loss), net (see Note 21 “Accumulated Other Comprehensive Income (Loss)”).
Prepaid expenses and other assets, both short-term and long-term, include advance payments on licenses that are being amortized over the applicable terms of the licenses and other miscellaneous assets.
v3.24.2.u1
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
 12 Months Ended
Jun. 30, 2024
Accounts Payable and Accrued Liabilities [Abstract]  
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
Accounts payable and accrued liabilities:
 
As of June 30, 2024As of June 30, 2023
Accounts payable—trade$151,202 $162,720 
Accrued salaries, incentives and commissions267,991 333,543 
Accrued liabilities262,190 239,817 
Accrued sales and other tax liabilities21,167 25,439 
Derivative liability (1)
159,234 161,191 
Accrued interest on long-term debt38,670 37,563 
Amounts payable in respect of restructuring and other special charges22,489 30,073 
Asset retirement obligations8,173 5,915 
Total$931,116 $996,261 
______________________
(1)Represents the liability related to our derivative instrument activity (see Note 17 “Derivative Instruments and Hedging Activities” for more details).
Long-term accrued liabilities: 
As of June 30, 2024As of June 30, 2023
Amounts payable in respect of restructuring and other special charges$9,682 $8,875 
Other accrued liabilities15,390 17,749 
Asset retirement obligations21,411 25,337 
Total$46,483 $51,961 
Asset retirement obligations
We are required to return certain of our leased facilities to their original state at the conclusion of our lease. As of June 30, 2024, the present value of this obligation was $29.6 million (June 30, 2023—$31.3 million), with an undiscounted value of $32.8 million (June 30, 2023—$35.0 million).
v3.24.2.u1
LONG-TERM DEBT
 12 Months Ended
Jun. 30, 2024
Debt Disclosure [Abstract]  
LONG-TERM DEBT LONG-TERM DEBT
As of June 30, 2024As of June 30, 2023
Total debt
Senior Notes 2031$650,000 $650,000 
Senior Notes 2030900,000 900,000 
Senior Notes 2029850,000 850,000 
Senior Notes 2028900,000 900,000 
Senior Secured Notes 20271,000,000 1,000,000 
Term Loan B— 947,500 
Acquisition Term Loan2,221,225 3,567,075 
Revolver— 275,000 
Total principal payments due6,521,225 9,089,575 
Unamortized debt discount and issuance costs (1) (2)
(128,432)(206,629)
Total amount outstanding6,392,793 8,882,946 
Less:
Current portion of long-term debt
Term Loan B— 10,000 
Acquisition Term Loan35,850 35,850 
Revolver— 275,000 
Total current portion of long-term debt35,850 320,850 
Non-current portion of long-term debt$6,356,943 $8,562,096 
______________________
(1)During the year ended June 30, 2024, we recorded $3.5 million of debt issuance costs, related to the amendment of the Revolver (as defined below) and the modification of the Acquisition Term Loan (as defined below) (year ended June 30, 2023—$185.6 million of debt discount and issuance costs related to the issuance of Senior Secured Notes 2027 and Acquisition Term Loan, each as defined below).
(2)During the year ended June 30, 2024, we recognized a loss on debt extinguishment of $56.4 million related to the acceleration and recognition of unamortized debt discount and issuance costs related to the optional repayments of the Acquisition Term Loan and Term Loan B (as defined below) in Fiscal 2024.
Senior Unsecured Fixed Rate Notes
Senior Notes 2031
On November 24, 2021, Open Text Holdings, Inc. (OTHI) a wholly-owned indirect subsidiary of the Company, issued $650 million in aggregate principal amount of 4.125% senior notes due 2031 guaranteed by the Company (Senior Notes 2031) in an unregistered offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (Securities Act), and to certain non-U.S. persons in offshore transactions pursuant to Regulation S under the Securities Act. Senior Notes 2031 bear interest at a rate of 4.125% per annum, payable semi-annually in arrears on June 1 and December 1, commencing on June 1, 2022. Senior Notes 2031 will mature on December 1, 2031, unless earlier redeemed, in accordance with their terms, or repurchased. On July 1, 2024, OTHI merged with and into Open Text Inc. (OTI), a wholly-owned indirect subsidiary of the Company. As a result of the merger, OTI assumed all rights and obligations of OTHI concerning the Senior Notes 2031, effective July 1, 2024.
For the year ended June 30, 2024, we recorded interest expense of $26.8 million relating to Senior Notes 2031 (year ended June 30, 2023 and 2022—$26.8 million and $16.1 million, respectively)
Senior Notes 2030
On February 18, 2020, OTHI issued $900 million in aggregate principal amount of 4.125% senior notes due 2030 guaranteed by the Company (Senior Notes 2030) in an unregistered offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to certain non-U.S. persons in offshore transactions pursuant to Regulation S under the Securities Act. Senior Notes 2030 bear interest at a rate of 4.125% per annum, payable semi-annually in arrears on February 15 and August 15, commencing on August 15, 2020. Senior Notes 2030 will mature on February 15, 2030, unless earlier
redeemed, in accordance with their terms, or repurchased. On July 1, 2024, as a result of the merger of OTHI with and into OTI, OTI assumed all rights and obligations of OTHI concerning the Senior Notes 2030, effective July 1, 2024.
For the year ended June 30, 2024, we recorded interest expense of $37.1 million relating to Senior Notes 2030 (year ended June 30, 2023 and 2022—$37.1 million and $37.1 million, respectively).
Senior Notes 2029
On November 24, 2021, we issued $850 million in aggregate principal amount of 3.875% senior notes due 2029 (Senior Notes 2029) in an unregistered offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to certain non-U.S. persons in offshore transactions pursuant to Regulation S under the Securities Act. Senior Notes 2029 bear interest at a rate of 3.875% per annum, payable semi-annually in arrears on June 1 and December 1, commencing on June 1, 2022. Senior Notes 2029 will mature on December 1, 2029, unless earlier redeemed, in accordance with their terms, or repurchased.
For the year ended June 30, 2024, we recorded interest expense of $32.9 million relating to Senior Notes 2029 (year ended June 30, 2023 and 2022—$32.9 million and $19.8 million, respectively).
Senior Notes 2028
On February 18, 2020, we issued $900 million in aggregate principal amount of 3.875% senior notes due 2028 (Senior Notes 2028) in an unregistered offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to certain non-U.S. persons in offshore transactions pursuant to Regulation S under the Securities Act. Senior Notes 2028 bear interest at a rate of 3.875% per annum, payable semi-annually in arrears on February 15 and August 15, commencing on August 15, 2020. Senior Notes 2028 will mature on February 15, 2028, unless earlier redeemed, in accordance with their terms, or repurchased.
For the year ended June 30, 2024, we recorded interest expense of $34.9 million relating to Senior Notes 2028 (year ended June 30, 2023 and 2022—$34.9 million and $34.9 million, respectively).
    Senior Notes 2026
On May 31, 2016, we issued $600 million in aggregate principal amount of 5.875% senior notes due 2026 (Senior Notes 2026) in an unregistered offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act, and to certain persons in offshore transactions pursuant to Regulation S under the Securities Act. Senior Notes 2026 had interest at a rate of 5.875% per annum, payable semi-annually in arrears on June 1 and December 1, commencing on December 1, 2016. Senior Notes 2026 would have matured on June 1, 2026.
On December 20, 2016, we issued an additional $250 million in aggregate principal amount by reopening our Senior Notes 2026 at an issue price of 102.75%. The additional notes had identical terms, were fungible with and were a part of a single series with the previously issued $600 million aggregate principal amount of Senior Notes 2026. The outstanding aggregate principal amount of Senior Notes 2026, after taking into consideration the additional issuance, was $850 million as of December 9, 2021.
On December 9, 2021, we redeemed Senior Notes 2026 in full at a price equal to 102.9375% of the principal amount plus accrued and unpaid interest to, but excluding, the redemption date. A portion of the net proceeds from the offerings of Senior Notes 2029 and Senior Notes 2031 was used to redeem Senior Notes 2026. Upon redemption, Senior Notes 2026 were cancelled and any obligation thereunder was extinguished. The resulting loss of $27.4 million, consisting of $25.0 million relating to the early termination call premium, $6.2 million relating to unamortized debt issuance costs and $(3.8) million relating to unamortized premium, has been recorded as a component of Other income (expense), net in our Consolidated Statements of Income. See Note 23 “Other Income (Expense), Net.”
For the year ended June 30, 2024, we did not record any interest expense relating to Senior Notes 2026 (year ended June 30, 2023 and 2022—nil and $21.9 million, respectively).
Senior Secured Fixed Rate Notes
Senior Secured Notes 2027
On December 1, 2022, we issued $1 billion in aggregate principal amount of senior secured notes due 2027 (Senior Secured Notes 2027, and together with the Senior Notes 2031, Senior Notes 2030, Senior Notes 2029, and Senior Notes 2028, the Senior Notes) in connection with the financing of the Micro Focus Acquisition in an unregistered offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to certain non-U.S. persons in offshore transactions pursuant to Regulation S under the Securities Act. Senior Secured Notes 2027 bear interest at a rate of 6.90% per annum,
payable semi-annually in arrears on June 1 and December 1, commencing on June 1, 2023. Senior Secured Notes 2027 will mature on December 1, 2027, unless earlier redeemed, in accordance with their terms, or repurchased.
The Senior Secured Notes 2027 are guaranteed on a senior secured basis by certain of the Company’s subsidiaries, and are secured with the same priority as the Company’s senior credit facilities. The Senior Secured Notes 2027 and the related guarantees are effectively senior to all of the Company’s and the guarantors’ senior unsecured debt to the extent of the value of the Collateral (as defined in the indenture to the Senior Secured Notes 2027) and are structurally subordinated to all existing and future liabilities of each of the Company’s existing and future subsidiaries that do not guarantee the Senior Secured Notes 2027. As of June 30, 2024, the Senior Secured Notes 2027 bear an effective interest rate of 7.39%. The effective interest rate includes interest expense of $69.0 million and amortization of debt discount and issuance costs of $2.7 million.
For the year ended June 30, 2024, we recorded interest expense of $69.0 million, relating to Senior Secured Notes 2027 (year ended June 30, 2023 and 2022—$40.3 million and nil, respectively).
Term Loan B
On May 30, 2018, we entered into a credit facility which provides for a $1 billion term loan facility (Term Loan B), and borrowed under the facility to, among other things, repay in full the loans under our prior $800 million term loan facility originally entered into on January 16, 2014. On June 6, 2023, we amended the Term Loan B to replace the LIBOR benchmark rate applicable to borrowings under Term Loan B with a SOFR benchmark rate. On May 6, 2024, we used a portion of the net proceeds from the AMC Divestiture to prepay in full the outstanding principal balance of $940 million under Term Loan B, at which point all remaining commitments under Term Loan B were reduced to zero and Term Loan B was terminated, which resulted in a loss on debt extinguishment of $1.8 million relating to unamortized debt issuance costs (see Note 23 “Other Income (Expense), Net” for more details).
As of June 30, 2024, we had no outstanding aggregate principal balance under Term Loan B (June 30, 2023—$947.5 million). For the year ended June 30, 2024, we recorded interest expense of $58.4 million relating to Term Loan B (year ended June 30, 2023 and 2022—$54.0 million and $19.7 million, respectively).
Revolver
On December 19, 2023, we amended our committed revolving credit facility (the Revolver) to, among other things, extend the maturity from October 31, 2024 to December 19, 2028, and to remove the 10-basis point credit spread adjustment for loans bearing interest based on the SOFR rate. Borrowings under the Revolver are secured by a first charge over substantially all of our assets, on a pari passu basis with the Acquisition Term Loan (as defined below) and Senior Secured Notes 2027.
The Revolver has no fixed repayment date prior to the end of the term. On June 6, 2023, we entered into an amendment to replace the LIBOR benchmark rate applicable to borrowings under the Revolver with SOFR benchmark rate. Borrowings under the Revolver currently bear interest per annum at a floating rate of interest equal to Term SOFR (as defined in the Revolver) and a fixed margin dependent on our consolidated net leverage ratio ranging from 1.25% to 1.75%.
Under the Revolver, we must maintain a “consolidated net leverage” ratio of no more than 4.50:1.00 at the end of each financial quarter. Consolidated net leverage ratio is defined for this purpose as the proportion of our total debt reduced by unrestricted cash, including guarantees and letters of credit, over our trailing twelve months net income before interest, taxes, depreciation, amortization, restructuring, share-based compensation and other miscellaneous charges. As of June 30, 2024, our consolidated net leverage ratio, as calculated in accordance with the applicable agreement, was 2.32:1.00.
As of June 30, 2024, we had no outstanding balance under the Revolver (June 30, 2023—$275.0 million). For the year ended June 30, 2024, we recorded interest expense of $2.2 million relating to the Revolver (year ended June 30, 2023 and 2022—$10.1 million and nil, respectively, relating to amounts previously drawn).
Acquisition Term Loan
On December 1, 2022, we amended our first lien term loan facility (the Acquisition Term Loan), dated as of August 25, 2022, to increase the aggregate commitments under the senior secured delayed-draw term loan facility from an aggregate principal amount of $2.585 billion to an aggregate principal amount of $3.585 billion. During the third quarter of Fiscal 2023, the Company drew down $3.585 billion from the Acquisition Term Loan, net of original issuance discount of 3% and other fees (see Note 19 “Acquisitions and Divestitures” for more details). On August 14, 2023, we amended the Acquisition Term Loan, to reduce the applicable interest rate margin by 0.75% over the remaining term of the Acquisition Term Loan. On May 15, 2024, we further amended the Acquisition Term Loan, to reduce the applicable interest rate margin by 0.5% and remove the 10-basis point credit spread adjustment for loans bearing interest based on the SOFR rate. Both of the above reductions in interest rate margin on the Acquisition Term Loan resulting from the amendments were accounted for by the Company as debt modifications.
The Acquisition Term Loan has a seven-year term from the date of funding, and repayments under the Acquisition Term Loan are equal to 0.25% of the principal amount in equal quarterly installments for the life of the Acquisition Term Loan, with the remainder due at maturity. Borrowings under the Acquisition Term Loan currently bear a floating rate of interest equal to Term SOFR plus an applicable margin of 2.25%. As of June 30, 2024, the outstanding balance on the Acquisition Term Loan bears an interest rate of 7.58%. As of June 30, 2024, the Acquisition Term Loan bears an effective interest rate of 8.67%. The effective interest rate includes interest expense of $272.5 million and amortization of debt discount and issuance costs of $18.3 million.
The Acquisition Term Loan has incremental facility capacity of (i) $250 million plus (ii) additional amounts, subject to meeting a “consolidated senior secured net leverage” ratio not exceeding 2.75:1.00, in each case subject to certain conditions. Consolidated senior secured net leverage ratio is defined for this purpose as the proportion of the Company’s total debt reduced by unrestricted cash, including guarantees and letters of credit, that is secured by the Company’s or any of the Company’s subsidiaries’ assets, over the Company’s trailing four financial quarter net income before interest, taxes, depreciation, amortization, restructuring, share-based compensation and other miscellaneous charges. Under the Acquisition Term Loan, we must maintain a “consolidated net leverage” ratio of no more than 4.50:1.00 at the end of each financial quarter. Consolidated net leverage ratio is defined for this purpose as the proportion of the Company’s total debt reduced by unrestricted cash, including guarantees and letters of credit, over the Company’s trailing four financial quarter net income before interest, taxes, depreciation, amortization, restructuring, share-based compensation and other miscellaneous charges as defined in the Acquisition Term Loan. As of June 30, 2024, our consolidated net leverage ratio, as calculated in accordance with the applicable agreement, was 2.32:1.00.
The Acquisition Term Loan is unconditionally guaranteed by certain subsidiary guarantors, as defined in the Acquisition Term Loan, and is secured by a first charge on substantially all of the assets of the Company and the subsidiary guarantors on a pari passu basis with the Revolver and the Senior Secured Notes 2027.
On October 20, 2023 and January 22, 2024, the Company made prepayments of $75 million and $175 million, respectively, on the Acquisition Term Loan using cash on hand. On May 6, 2024, the Company used a portion of the net proceeds from the AMC Divestiture to prepay $1.06 billion of the outstanding principal balance of the Acquisition Term Loan. As a result of these prepayments in Fiscal 2024, the Company recognized a loss on debt extinguishment of $54.6 million relating to unamortized debt issuance costs (see Note 23 “Other Income (Expense), Net” for more details).
For the year ended June 30, 2024, we recorded interest expense of $272.5 million relating to the Acquisition Term Loan (year ended June 30, 2023 and 2022—$125.7 million and nil, respectively).
Bridge Loan
On August 25, 2022, we entered into a bridge loan agreement (Bridge Loan) which provided for commitments of up to $2.0 billion to finance a portion of the repayment of Micro Focus’ existing debt. On December 1, 2022, we entered into an amendment to the Bridge Loan that reallocated commitments under the Bridge Loan to the Acquisition Term Loan. In connection with the amendment to the Bridge Loan and the receipt of proceeds from the issuance of the Senior Secured Notes 2027, all remaining commitments under the Bridge Loan were reduced to zero and the Bridge Loan was terminated, which resulted in a loss on debt extinguishment of $8.2 million relating to unamortized debt issuance costs (see Note 23 “Other Income (Expense), Net” for more details).
For the year ended June 30, 2024, we did not have any borrowings or record any interest expense relating to the Bridge Loan (year ended June 30, 2023—nil).
Debt Discount and Issuance Costs
Debt discount and issuance costs relate primarily to costs incurred for the purpose of obtaining or amending our credit facilities and issuing our Senior Notes, and are being amortized through interest expense over the respective terms of the Senior Notes and Acquisition Term Loan using the effective interest method and straight-line method for the Revolver.
v3.24.2.u1
PENSION PLANS AND OTHER POST RETIREMENT BENEFITS
 12 Months Ended
Jun. 30, 2024
Retirement Benefits [Abstract]  
PENSION PLANS AND OTHER POST RETIREMENT BENEFITS PENSION PLANS AND OTHER POST RETIREMENT BENEFITS
Defined Benefit Plans
The Company has 51 pension and other post retirement plans in multiple countries, including 37 defined benefit and other post retirement benefit plans which were assumed as part of the Micro Focus Acquisition (see Note 19 “Acquisitions and Divestitures” for more details). All of our pension and other post retirement plans are located outside of Canada and the United States. The plans are primarily located in Germany, which, as of June 30, 2024, make up approximately 58% of the total net benefit pension obligations.
Our defined benefit pension plans include a mix of final salary type plans which provide for retirement, old age, disability and survivor’s benefits. Final salary type pension plans provide benefits to members either in the form of a lump sum payment or a guaranteed level of pension payable for life in the case of retirement, disability and death. Benefits under our final salary type plans are generally based on the participant’s age, compensation and years of service as well as the social security ceiling and other factors. Many of these plans are closed to new members. The net periodic costs of these plans are determined using the projected unit credit method and several actuarial assumptions, the most significant of which are the discount rate and estimated service costs.
Other post-retirement plans include statutory plans that offer termination, indemnity or other end of service benefits. Many of these plans were assumed through our acquisitions or are required by local regulatory and statutory requirements. All of our defined benefit and other post retirement plans are included in the aggregate projected benefit obligation within Pension liability, net on our Consolidated Balance Sheets.
The Company does not intend to make any cash contributions to any defined benefit pension or post-retirement plans unless required by the local regulatory or statutory requirements. For the year ended June 30, 2024, we made cash contributions of $4.2 million (year ended June 30, 2023 and 2022—$6.5 million and $3.7 million, respectively). For Fiscal 2025, we expect to make cash contributions of $7.6 million to our defined benefit plans.
As part of the Micro Focus Acquisition (see Note 19 “Acquisitions and Divestitures” for more details), we assumed a total of 37 defined benefit plans, all located outside of Canada and the United States. As of June 30, 2024, these assumed plans carried a net liability of $48.9 million and are funded at 77% of the defined benefit obligations. Plan assets that partially fund these assumed defined benefit obligations are primarily classified within Level 1 and Level 2 of the fair value hierarchy and consist primarily of investments in equity and debt funds. Plan assets exclude insurance contracts with guaranteed interest rates classified as Level 3 available-for-sale financial assets of $24.9 million that do not meet the definition of a qualifying insurance policy, as they have not been pledged to the defined benefit and other post retirement plans (see Note 16 “Fair Value Measurement” for more details). As of June 30, 2024, the fair value of these acquired plan assets was $167.0 million.
The following tables provides the details of the funded status of our defined benefit pension and other post-retirement plans:
As of June 30, 2024As of June 30, 2023
Plan assets$217,324 $208,363 
Projected benefit obligations(349,427)(339,179)
Funded status$(132,103)$(130,816)
The following tables provides details of the net benefit obligations of our defined benefit pension and other post-retirement plans:
As of June 30, 2024As of June 30, 2023
Current portion of benefit obligation(1)
$4,848 $4,504 
Non-current portion of benefit obligation127,255 126,312 
Total $132,103 $130,816 
______________________
(1) The current portion of the benefit obligation has been included within “Accrued salaries, incentives and commissions,” all within Accounts payable and accrued liabilities in the Consolidated Balance Sheets (see Note 10 “Accounts Payable and Accrued Liabilities” for more details).
The following tables provides the details of the change in the benefit obligation and plan assets for the periods indicated: 
As of June 30, 2024As of June 30, 2023
Benefit obligation—beginning of fiscal year$339,179 $115,591 
Service cost11,073 6,921 
Interest cost12,345 7,091 
Benefits paid(3,204)(3,293)
Company contributions(3,849)20 
Employee contributions2,007 1,393 
Plan settlement(7,089)(2,789)
Plan amendment1,501 (221)
Net transfers (228)205,556 
Actuarial (gain) loss3,412 6,199 
Foreign exchange (gain) loss(5,720)2,711 
Benefit obligation—end of period349,427 339,179 
Less: Current portion4,848 4,504 
Non-current portion of benefit obligation$344,579 $334,675 
As of June 30, 2024As of June 30, 2023
Plan assets—beginning of fiscal year$208,363 $52,111 
Benefit payments from plan assets(2,520)(325)
Expected return on plan assets11,400 5,502 
Return on plan assets3,973 (3,174)
Company contributions3,454 3,522 
Employee contributions2,007 1,515 
Net transfers — 150,058 
Plan settlement
(7,089)(2,789)
Foreign exchange (gain) loss(2,264)1,943 
Plan assets—end of period$217,324 $208,363 
The following table provides details of net pension expense for the periods indicated:
 Year Ended June 30,
Pension expense:202420232022
Service cost$11,073 $6,921 $4,404 
Interest cost12,345 7,091 2,271 
Expected return of plan assets(11,400)(5,502)(1,299)
Amortization of actuarial (gains) losses643 246 1,008 
Settlement cost1,220 451 — 
Net pension expense$13,881 $9,207 $6,384 
Service-related net periodic pension costs are recorded within operating expense and all other non-service related net periodic pension costs are classified under Interest and other related expense, net on our Consolidated Statements of Income.
The following table provides details of amounts recognized in Other Comprehensive Income:
 Year Ended June 30,
202420232022
Net actuarial gain (loss)$1,598 $(9,017)$7,461 
Amortization of actuarial loss (gain)643 246 1,008 
Settlement cost and plan amendments(193)673 — 
Total recognized in other comprehensive income$2,048 $(8,098)$8,469 
The following table provides details of the plan assets measured at fair value presented by asset category and fair value hierarchy for the periods indicated:
 As of June 30, 2024As of June 30, 2023
Level 1Level 2Level 3Total Level 1Level 2Level 3Total
Cash$2,444 $— $— $2,444 $2,924 $— $— $2,924 
Debt funds82,264 9,301 — 91,565 73,053 14,765 — 87,818 
Equity funds79,538 6,122 — 85,660 66,975 5,745 — 72,720 
Real estate funds4,438 70 4,771 9,279 235 72 6,420 6,727 
Other22,002 4,487 1,887 28,376 9,497 26,625 2,052 38,174 
Total$190,686 $19,980 $6,658 $217,324 $152,684 $47,207 $8,472 $208,363 
The Company’s investment objective with respect to its defined benefit plan assets is to achieve an optimal rate of return over the long term while managing an appropriate level of risk to meet adequate future benefit obligations. Plan assets are managed by investment fiduciaries that determine the appropriate asset allocation, risk tolerance, fund diversification and investment strategies to achieve the long term investment objectives of the plan assets.
In determining the fair value of the defined benefit obligations as of June 30, 2024 and 2023, we used the following weighted-average key assumptions:
Year Ended June 30,
20242023
Assumptions:
Salary increases3.0 %2.9 %
Pension increases2.1 %2.1 %
Discount rate3.8 %3.9 %
Expected return on plan assets5.5 %5.8 %
Normal retirement age64 64 
Anticipated pension payments under the defined benefit plans for the fiscal years indicated below are as follows:
Fiscal years ending June 30,
2025$18,425 
202614,087 
202716,443 
202818,112 
202919,805 
2030 to 2034115,117 
Total$201,989 
Defined Contribution Plans
The Company has various defined contribution retirement plans around the world covering many of its employees. Under these plans, employees can contribute a portion of their salary to the plan and the Company makes minimum non-elective contributions, discretionary contributions, and matching contributions, depending on the terms of the specific plan. The majority of the plans are primarily located in Canada, the United States, the United Kingdom and Germany. For the year ended June 30, 2024, we made contributions of $54.7 million relating to the defined contribution retirement plans (year ended June 30, 2023 and 2022—$40.0 million and $24.0 million, respectively).
v3.24.2.u1
SHARE CAPITAL, OPTION PLANS AND SHARE-BASED PAYMENTS
 12 Months Ended
Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]  
SHARE CAPITAL, OPTION PLANS AND SHARE-BASED PAYMENTS SHARE CAPITAL, OPTION PLANS AND SHARE-BASED PAYMENTS
Cash Dividends
For the year ended June 30, 2024, pursuant to the Company’s dividend policy, we declared total non-cumulative dividends of $1.00 per Common Share in the aggregate amount of $267.4 million, which we paid during the same period (year ended June 30, 2023 and 2022—$0.9720 and $0.8836 per Common Share, respectively, in the aggregate amount of $259.5 million and $237.7 million, respectively).
Share Capital
Our authorized share capital includes an unlimited number of Common Shares and an unlimited number of Preference Shares. No Preference Shares have been issued.
Treasury Stock
From time to time we may provide funds to an independent agent to facilitate repurchases of our Common Shares in connection with the settlement of awards under the Long-Term Incentive Plans (LTIP) or other plans.
During the year ended June 30, 2024, we repurchased 1,400,000 Common Shares on the open market at a cost of $53.1 million for potential settlement of awards under “Long-Term Incentive Plans” and “Restricted Share Units” or other plans as described below (year ended June 30, 2023 and 2022—521,136 and 2,630,000 Common Shares, respectively, at a cost of $21.9 million and $111.6 million, respectively).
During the year ended June 30, 2024, we delivered to eligible participants 1,800,395 Common Shares that were purchased in the open market in connection with the settlement of awards and other plans (year ended June 30, 2023 and 2022—691,181 and 491,244 Common Shares, respectively).
Share Repurchase Plan
On November 4, 2021, the Board authorized a share repurchase plan (Fiscal 2022 Repurchase Plan), pursuant to which we were authorized to purchase in open market transactions, from time to time over the 12-month period commencing November 12, 2021, up to an aggregate of $350 million of our Common Shares. .
On April 30, 2024, the Board authorized a share repurchase plan (Fiscal 2024 Repurchase Plan) pursuant to which we were authorized to purchase for cancellation, in open market transactions from time to time over the 12-month period commencing on May 7, 2024 until May 6, 2025, up to $250 million of our Common Shares. The Fiscal 2024 Repurchase Plan includes a normal course issuer bid to provide means to execute purchases over the Toronto Stock Exchange (TSX). During the year ended June 30, 2024, we repurchased and cancelled 5,073,913 Common Shares for $152.3 million, inclusive of 2% Canadian excise taxes recorded (year ended June 30, 2023 and 2022— nil and 3,809,559 Common Shares for nil and $177.0 million, respectively).

Share-Based Payments
Share-based compensation expense for the periods indicated below is detailed as follows: 
 Year Ended June 30,
 202420232022
Stock options$18,167 $20,144 $17,091 
Performance Share Units (issued under LTIP)26,415 18,631 13,844 
Restricted Share Units (issued under LTIP)10,677 9,762 7,799 
Restricted Share Units (other)75,642 72,149 20,859 
Deferred Share Units (directors)3,162 4,036 3,993 
Employee Stock Purchase Plan6,016 5,580 5,970 
Total share-based compensation expense$140,079 $130,302 $69,556 
No cash was used by us to settle equity instruments granted under share-based compensation arrangements in any of the periods presented. We have not capitalized any share-based compensation costs as part of the cost of an asset in any of the periods presented.
A summary of unrecognized compensation cost for unvested shared-based payment awards is as follows: 
 As of June 30, 2024
 Unrecognized Compensation CostWeighted Average Recognition Period (years)
Stock Options (issued under Stock Option Plans)$41,261 2.5
Performance Share Units (issued under LTIP)42,486 1.7
Restricted Share Units (issued under LTIP)17,058 1.9
Restricted Share Units (other)66,999 1.6
Total unrecognized share-based compensation cost$167,804 
Stock Option Plans
A summary of stock options outstanding under our 2004 Stock Option Plan is set forth below.
2004 Stock Option Plan
Date of inceptionOct-04
EligibilityEligible employees, as determined by the Board of Directors
Options granted to date48,015,347
Options exercised to date(22,937,101)
Options cancelled to date(12,870,834)
Options outstanding12,207,412
Options available for issuance5,018,767
Termination grace periods
Immediately “for cause”; 90 days for any other reason; 180 days due to death
Vesting schedule
25% per year, unless otherwise specified
Exercise price range
$26.81 - $52.62
Expiration dates
7/5/2024 - 5/06/2031
Our stock options generally vest over four years and expire between seven and ten years from the date of the grant. Currently we also have options outstanding that vest over five years, as well as options outstanding that vest based on meeting certain market conditions. The exercise price of all our options is set at an amount that is not less than the closing price of our Common Shares on the NASDAQ on the trading day immediately preceding the applicable grant date.
We estimate the fair value of stock options using the Black-Scholes option-pricing model or, where appropriate, the Monte Carlo pricing model, consistent with the provisions of ASC Topic 718, “Compensation—Stock Compensation” (Topic 718) and SEC Staff Accounting Bulletin No. 107. The option-pricing models require input of subjective assumptions, including the estimated life of the option and the expected volatility of the underlying stock over the estimated life of the option. We use historical volatility as a basis for projecting the expected volatility of the underlying stock and estimate the expected life of our stock options based upon historical data.
We believe that the valuation techniques and the approach utilized to develop the underlying assumptions are appropriate in calculating the fair value of our stock option grants. Estimates of fair value are not intended, however, to predict actual future events or the value ultimately realized by employees who receive equity awards.
A summary of activity under our stock option plans for the year ended June 30, 2024 is as follows:
OptionsWeighted-
Average Exercise
Price		Weighted-
Average
Remaining
Contractual Term
(years)		Aggregate Intrinsic Value
($’000’s)
Outstanding at June 30, 2023
12,219,439 $38.44 4.68$62,473 
Granted2,148,780 36.55 
Exercised(944,092)33.21 
Forfeited or expired(1,216,715)38.46 
Outstanding at June 30, 2024
12,207,412 $38.51 4.31$6,142 
Exercisable at June 30, 2024
4,616,707 $41.22 2.93$280 
For the periods indicated, the weighted-average fair value of options and weighted-average assumptions estimated under the Black-Scholes option-pricing model were as follows:
 Year Ended June 30,
 202420232022
Weighted–average fair value of options granted$9.00 $6.75 $9.02 
Weighted-average assumptions used:
Expected volatility30.46 %28.73 %26.39 %
Risk–free interest rate4.44 %3.98 %1.15 %
Expected dividend yield2.73 %3.07 %1.78 %
Expected life (in years)4.264.204.15
Forfeiture rate (based on historical rates)7 %7 %7 %
Average exercise share price$36.55 $31.13 $48.20 
Performance Options
During the year ended June 30, 2024, we did not grant performance options (year ended June 30, 2023 and 2022—1,000,000 and nil performance options, respectively).
For the periods in which performance options were granted, as indicated, the weighted-average fair value of performance options and weighted-average assumptions estimated under the Monte Carlo pricing model were as follows:
Year Ended June 30,
 202420232022
Weighted–average fair value of options granted$— $8.09 $— 
Derived service period (in years)—1.70—
Weighted-average assumptions used:
Expected volatility— %26.00 %— %
Risk–free interest rate— %3.21 %— %
Expected dividend yield— %2.00 %— %
Average exercise share price$— $31.89 $— 
Summary of Stock Options and Performance Options
The aggregate intrinsic value of options exercised during the year ended June 30, 2024 was $7.0 million (year ended June 30, 2023 and 2022—$1.8 million and $17.0 million, respectively). For the year ended June 30, 2024, cash in the amount of $31.4 million was received as the result of the exercise of options granted under share-based payment arrangements (year ended June 30, 2023 and 2022—$7.8 million and $32.7 million, respectively). The tax benefit realized by us during the year ended June 30, 2024 from the exercise of options eligible for a tax deduction was $1.5 million (year ended June 30, 2023 and 2022—$0.3 million and $2.8 million, respectively).
Long-Term Incentive Plans
We incentivize certain eligible employees, in part, with long-term compensation pursuant to our LTIP. The LTIP is a rolling three-year program that grants eligible employees a certain number of target Performance Share Units (PSUs) and/or Restricted Share Units (RSUs). Target PSUs become vested upon the achievement of certain financial and/or operational performance criteria (the Performance Conditions) that are determined at the time of the grant. The Performance Conditions for vesting of the outstanding PSUs are based on market conditions or performance based revenue conditions. RSUs become vested when an eligible employee remains employed throughout the vesting period. For the year ended June 30, 2024, we settled LTIP awards that vested by delivering to eligible participants 223,577 Common Shares that were purchased in the open market at a cost of $10.7 million.
PSUs and RSUs granted under the LTIP have been measured at fair value as of the effective date, consistent with ASC Topic 718, and will be charged to share-based compensation expense over the remaining life of the plan. We estimate the fair value of PSUs with market based conditions using the Monte Carlo pricing model and RSUs have been valued based upon their grant date fair value. The fair value of PSUs with performance based conditions have been valued based upon their grant date fair value. Beginning in Fiscal 2024 certain PSU and RSU grants were eligible to receive dividend equivalent units that vest under the same conditions as the underlying grants.
Performance Share Units (Issued Under LTIP)
A summary of activity under our performance share units issued under the LTIP for the year ended June 30, 2024 is as follows:
UnitsWeighted-Average
Grant Date Fair Value		Weighted-
Average
Remaining
Contractual Term
(years)		Aggregate Intrinsic Value
($’000’s)
Outstanding at June 30, 2023
1,013,385 $61.64 1.75$42,106 
Granted (1)
1,006,609 51.13 
Vested (1)
(240,741)61.23 
Forfeited or expired(174,137)55.64 
Outstanding at June 30, 2024
1,605,116 $56.09 1.70$48,218 
______________________
(1)PSUs are earned based on market or performance conditions and the actual number of PSUs earned, if any, is dependent upon performance and may range from 0 to 200 percent.
For the periods indicated, the weighted-average fair value of market based PSUs issued under LTIP, and weighted-average assumptions estimated under the Monte Carlo pricing model were as follows:
 Year Ended June 30,
 202420232022
Weighted–average fair value of performance share units granted
$21.17 - $59.48
$43.10 - $55.06
$69.78 - $75.15
Weighted-average assumptions used:
Expected volatility28.05 %29.00 %28.00 %
Risk–free interest rate
4.38% - 4.95%
3.13% - 3.39%
0.45% - 0.71%
Expected dividend yield— %— %
1.7% - 1.8%
Expected life (in years)3.003.113.10
Forfeiture rate (based on historical rates)7 %7 %7 %
Weighted–average fair value of performance share units vested$— $41.75 $30.39 
Aggregate intrinsic value of performance share units vested ($ in ‘000’s)$— $6,216 $10,370 
The weighted average fair value of the performance based PSUs granted was $40.14 for the year ended June 30, 2024.
Restricted Share Units (Issued Under LTIP)
A summary of activity under our RSUs issued under the LTIP for the year ended June 30, 2024 is as follows:
UnitsWeighted-Average
Grant Date Fair Value		Weighted-
Average
Remaining
Contractual Term
(years)		Aggregate Intrinsic Value
($’000’s)
Outstanding at June 30, 2023
774,360 $42.83 1.68$32,175 
Granted535,801 35.07 
Vested(223,577)43.40 
Forfeited or expired(130,259)39.23 
Outstanding at June 30, 2024
956,325 $39.61 1.77$28,728 
For the periods indicated, the weighted-average fair value and aggregate intrinsic value of RSUs (issued under LTIP) were as follows:
 Year Ended June 30,
 202420232022
Weighted–average fair value of restricted share units granted$35.07 $38.82 $49.91 
Weighted–average fair value of restricted share units vested$43.40 $36.83 $37.36 
Aggregate intrinsic value of restricted share units vested ($ in ‘000’s)
$9,093 $3,947 $9,139 
Restricted Share Units (Other)
In addition to the grants made in connection with the LTIP plans discussed above, from time to time, we may grant RSUs to certain employees in accordance with employment and other non-LTIP related agreements. RSUs (other) vest over a specified contract date, typically two or three years from the respective date of grants.
A summary of activity under our RSUs (other) issued for the year ended June 30, 2024 is as follows:
UnitsWeighted-Average
Grant Date Fair Value		Weighted-
Average
Remaining
Contractual Term
(years)		Aggregate Intrinsic Value
($’000’s)
Outstanding at June 30, 2023
5,310,595 $36.43 1.97$220,655 
Granted1,419,810 38.04 
Vested(1,576,565)40.94 
Forfeited or expired(597,885)35.76 
Outstanding at June 30, 2024
4,555,955 $35.87 1.79$136,861 
For the periods indicated, the weighted-average fair value and intrinsic value of RSUs (other) were as follows:
 Year Ended June 30,
 202420232022
Weighted–average fair value of restricted share units granted$38.04 $30.46 $44.81 
Weighted–average fair value of restricted share units vested$40.94 $36.33 $45.73 
Aggregate intrinsic value of restricted share units vested ($ in ‘000’s)
$62,821 $15,755 $7,406 
During the year ended June 30, 2024, we delivered to eligible participants 1,576,565 Common Shares that were purchased in the open market in connection with the settlement of vested RSUs, at a cost of $70.7 million (year ended June 30, 2023 and 2022—400,210 and 141,452 Common Shares, respectively, with a cost of $17.6 million and $5.9 million).
Deferred Share Units (DSUs)
The DSUs are granted to certain non-employee directors. DSUs are issued under our Deferred Share Unit Plan. DSUs granted as compensation for director fees vest immediately, whereas all other DSUs granted vest at our next annual general meeting following the granting of the DSUs. No DSUs are payable by us until the director ceases to be a member of the Board.
A summary of activity under our deferred share units issued for the year ended June 30, 2024 is as follows:
UnitsWeighted-Average
Price		Weighted-
Average
Remaining
Contractual Term
(years)		Aggregate Intrinsic Value
($’000’s)
Outstanding at June 30, 2023 (1)
994,568 $29.98 0.36$41,324 
Granted (2)
87,903 38.43 
Outstanding at June 30, 2024 (2)
1,082,471 $30.67 0.42$32,517 
______________________
(1)    Includes 90,906 unvested DSUs.
(2)    Includes 47,871 unvested DSUs.
For the periods indicated, the weighted-average fair value and intrinsic value of DSUs were as follows:
 Year Ended June 30,
 202420232022
Weighted–average fair value of deferred share units granted$38.43 $29.72 $50.04 
Weighted–average fair value of deferred share units vested$36.81 $32.44 $41.24 
Aggregate intrinsic value of deferred share units vested ($ in ‘000’s)
$1,461 $1,565 $4,133 
During the year ended June 30, 2024, we settled no DSUs at a cost of nil (year ended June 30, 2023 and 2022—30,273 and nil Common Shares, respectively, with a cost of $1.1 million and nil, respectively).
Employee Stock Purchase Plan (ESPP)
Our ESPP offers employees the opportunity to purchase our Common Shares at a purchase price discount of 15%. During the year ended June 30, 2024, 1,176,466 Common Shares were eligible for issuance to employees enrolled in the ESPP (year ended June 30, 2023 and 2022—1,089,120 and 931,036 Common Shares, respectively). During the year ended June 30, 2024, cash in the amount of $33.9 million was received from employees relating to the ESPP (year ended June 30, 2023 and 2022—$31.0 million and $34.5 million, respectively).
v3.24.2.u1
GUARANTEES AND CONTINGENCIES
 12 Months Ended
Jun. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
GUARANTEES AND CONTINGENCIES GUARANTEES AND CONTINGENCIES
We have entered into the following contractual obligations with minimum payments for the indicated fiscal periods as follows:
 Payments due between
 TotalJuly 1, 2024 - June 30, 2025July 1, 2025 - June 30, 2027July 1, 2027 - June 30, 2029July 1, 2029 and beyond
Long-term debt obligations (1)
$8,420,561 $406,261 $804,257 $2,555,304 $4,654,739 
Purchase obligations for contracts not accounted for as lease obligations (2)
340,765 181,003 159,762 — — 
$8,761,326 $587,264 $964,019 $2,555,304 $4,654,739 
______________________
(1)Includes interest up to maturity and principal payments. See Note 11 “Long-Term Debt” for more details.
(2)For contractual obligations relating to leases and purchase obligations accounted for under ASC Topic 842, see Note 6 “Leases” for more details.
Guarantees and Indemnifications
We have entered into customer agreements which may include provisions to indemnify our customers against third party claims that our software products or services infringe certain third-party intellectual property rights and for liabilities related to a breach of our confidentiality obligations. We have not made any material payments in relation to such indemnification provisions and have not accrued any liabilities related to these indemnification provisions in our Consolidated Financial Statements.
Occasionally, we enter into financial guarantees with third parties in the ordinary course of our business, including, among others, guarantees relating to taxes and letters of credit on behalf of parties with whom we conduct business. Such agreements have not had a material effect on our results of operations, financial position or cash flows.
Litigation
We are currently involved in various claims and legal proceedings.
Quarterly, we review the status of each significant legal matter and evaluate such matters to determine how they should be treated for accounting and disclosure purposes in accordance with the requirements of ASC Topic 450-20 “Loss Contingencies” (Topic 450-20). Specifically, this evaluation process includes the centralized tracking and itemization of the status of all our disputes and litigation items, discussing the nature of any litigation and claim, including any dispute or claim that is reasonably likely to result in litigation, with relevant internal and external counsel, and assessing the progress of each matter in light of its merits and our experience with similar proceedings under similar circumstances.
If the potential loss from any claim or legal proceeding is considered probable and the amount can be reasonably estimated, we accrue a liability for the estimated loss in accordance with Topic 450-20. As of the date of this Annual Report on Form 10-K, the aggregate of such accrued liabilities was not material to our consolidated financial position or results of operations and we do not believe as of the date of this filing that it is reasonably possible that a loss exceeding the amounts already recognized will be incurred that would be material to our consolidated financial position or results of operations. As described more fully below, we are unable at this time to estimate a possible loss or range of losses in respect of certain disclosed matters.
Contingencies
CRA Matter
As part of its ongoing audit of our Canadian tax returns, the Canada Revenue Agency (CRA) has disputed our transfer pricing methodology used for certain intercompany transactions with our international subsidiaries and has issued notices of reassessment for Fiscal 2012, Fiscal 2013, Fiscal 2014, Fiscal 2015 and Fiscal 2016. Assuming the utilization of available tax attributes (further described below), we estimate our potential aggregate liability, as of June 30, 2024, in connection with the CRA’s reassessments for Fiscal 2012, Fiscal 2013, Fiscal 2014, Fiscal 2015 and Fiscal 2016, to be limited to penalties, interest and provincial taxes that may be due of approximately $80 million. As of June 30, 2024, we have provisionally paid approximately $33 million in order to fully preserve our rights to object to the CRA’s audit positions, being the minimum payment required under Canadian legislation while the matter is in dispute. This amount is recorded within Long-term income taxes recoverable on the Consolidated Balance Sheets as of June 30, 2024.
The notices of reassessment for Fiscal 2012, Fiscal 2013, Fiscal 2014, Fiscal 2015 and Fiscal 2016 would, as drafted, increase our taxable income by approximately $90 million to $100 million for each of those years, as well as impose a 10% penalty on the proposed adjustment to income. Audits by the CRA of our tax returns for fiscal years prior to Fiscal 2012 have been completed with no reassessment of our income tax liability.
We strongly disagree with the CRA's positions and believe the reassessments of Fiscal 2012, Fiscal 2013, Fiscal 2014, Fiscal 2015 and Fiscal 2016 (including any penalties) are without merit, and we are continuing to contest these reassessments. On June 30, 2022, we filed a notice of appeal with the Tax Court of Canada seeking to reverse all such reassessments (including penalties) in full and the customary court process is ongoing.
Even if we are unsuccessful in challenging the CRA's reassessments to increase our taxable income for Fiscal 2012, Fiscal 2013, Fiscal 2014, Fiscal 2015 and Fiscal 2016, we have elective deductions available for those years (including carry-backs from later years) that would offset such increased amounts so that no additional cash tax would be payable, exclusive of any assessed penalties and interest, as described above.
The CRA has audited Fiscal 2017, Fiscal 2018 and Fiscal 2019 on a basis that we strongly disagree with and are contesting. The focus of the CRA audit has been the valuation of certain intellectual property and goodwill when one of our subsidiaries continued into Canada from Luxembourg in July 2016. In accordance with applicable rules, these assets were recognized for tax purposes at fair market value as of that time, which value was supported by an expert valuation prepared by an independent leading accounting and advisory firm. CRA’s position for Fiscal 2017 through Fiscal 2019 relies in significant part on the application of its positions regarding our transfer pricing methodology that are the basis for its reassessment of our fiscal years 2012 to 2016 described above, and that we believe are without merit. Other aspects of CRA’s position for Fiscal 2017 through Fiscal 2019 conflict with the expert valuation prepared by the independent leading accounting and advisory firm that was used to support our original filing position. The CRA issued notices of reassessment in respect of Fiscal 2017, Fiscal 2018 and Fiscal 2019 on a basis consistent with its proposal to reduce the available depreciable basis of assets in Canada. On April 19, 2022, we filed our notice of objection regarding the reassessment in respect of Fiscal 2017 and on March 15, 2023, we filed our notice of objection regarding the reassessment in respect of Fiscal 2018. On December 11, 2023, we filed a notice of objection regarding Fiscal 2019. If we are ultimately unsuccessful in defending our position, the estimated impact of the proposed adjustment could result in us recording an income tax expense, with no immediate cash payment, to reduce the stated value of our deferred tax assets of up to approximately $470 million. Any such income tax expense could also have a corresponding cash tax impact that would primarily occur over a period of several future years based upon annual income realization in Canada. We strongly disagree with the CRA’s position for Fiscal 2017 through Fiscal 2019 and intend to vigorously defend our original filing position. We are not required to provisionally pay any cash amounts to the CRA as a result of the reassessment in respect of Fiscal 2017 through Fiscal 2019 due to the utilization of available tax attributes; however, to the extent the CRA reassesses subsequent fiscal years on a similar basis, we expect to make certain minimum payments required under Canadian legislation, which may need to be provisionally made starting in Fiscal 2025 while the matter is in dispute.
We will continue to vigorously contest the adjustments to our taxable income and any penalty and interest assessments, as well as any reduction to the basis of our depreciable property. We are confident that our original tax filing positions were appropriate. Accordingly, as of the date of this Annual Report on Form 10-K, we have not recorded any accruals in respect of these reassessments or proposed reassessment in our Consolidated Financial Statements. The CRA is also in preliminary stages of auditing Fiscal 2020.
Carbonite Class Action Complaint
On August 1, 2019, prior to our acquisition of Carbonite Inc. (Carbonite), a purported stockholder of Carbonite filed a putative class action complaint against Carbonite, its former Chief Executive Officer, Mohamad S. Ali, and its former Chief
Financial Officer, Anthony Folger, in the United States District Court for the District of Massachusetts captioned Ruben A. Luna, Individually and on Behalf of All Others Similarly Situated v. Carbonite, Inc., Mohamad S. Ali, and Anthony Folger (No. 1:19-cv-11662-LTS) (the Luna Complaint). The complaint alleges violations of the federal securities laws under Sections 10(b) and 20(a) of the Exchange Act, and Rule 10b-5 promulgated thereunder. The complaint generally alleges that the defendants made materially false and misleading statements in connection with Carbonite’s Server Backup VM Edition, and seeks, among other things, the designation of the action as a class action, an award of unspecified compensatory damages, costs and expenses, including counsel fees and expert fees, and other relief as the court deems appropriate. On August 23, 2019, a nearly identical complaint was filed in the same court captioned William Feng, Individually and on Behalf of All Others Similarly Situated v. Carbonite, Inc., Mohamad S. Ali, and Anthony Folger (No. 1:19- cv-11808-LTS) (together with the Luna Complaint, the Securities Actions). On November 21, 2019, the district court consolidated the Securities Actions, appointed a lead plaintiff, and designated a lead counsel. On January 15, 2020, the lead plaintiff filed a consolidated amended complaint generally making the same allegations and seeking the same relief as the complaint filed on August 1, 2019. The defendants moved to dismiss the Securities Actions on March 10, 2020. On October 22, 2020, the district court granted with prejudice the defendants’ motion to dismiss the Securities Actions. On November 20, 2020, the lead plaintiff filed a notice of appeal to the United States Court of Appeals for the First Circuit. On December 21, 2021, the United States Court of Appeals for the First Circuit issued a decision reversing and remanding the Securities Actions to the district court for further proceedings. On July 14, 2023, the district court certified the lead plaintiff’s proposed class, following which the defendants filed a motion for class decertification. On January 31, 2024 the parties filed a motion for preliminary approval of a settlement to fully resolve the litigation. On February 1, 2024, the court issued a preliminary approval order and on May 15, 2024, the court issued a final approval order for the settlement and dismissal of the case with prejudice. The settlement was substantially paid from insurance coverage, with any remaining amount not covered by insurance being immaterial to the Company. All defendants denied the merit of the claims alleged in the case and the final settlement does not reflect any admission of fault, wrongdoing, or liability as to any defendant.
Other Matters
Also see Part I, Item 1A, “Risk Factors” in this Annual Report on Form 10-K for Fiscal 2024, as well as Note 15 “Income Taxes” related to certain historical matters arising prior to the Micro Focus Acquisition.
v3.24.2.u1
INCOME TAXES
 12 Months Ended
Jun. 30, 2024
Income Tax Disclosure [Abstract]  
INCOME TAXES INCOME TAXES
Our effective tax rate represents the net effect of the mix of income earned in various tax jurisdictions that are subject to a wide range of income tax rates.
The effective tax rate increased to a provision of 36.2% for the year ended June 30, 2024, compared to a provision of 32.0% for the year ended June 30, 2023. Tax expense increased from $70.8 million during the year ended June 30, 2023 to $264.0 million during the year ended June 30, 2024. The increase in the effective tax rate was driven by an increase in valuation allowance, the impact of internal reorganizations and the AMC Divestiture, and U.S. Base Erosion and Anti-Abuse Tax (BEAT), partially offset by tax credits and change in undistributed earnings. The tax rate for the year ended June 30, 2023 varied from the statutory rate due to withholding taxes, changes in valuation allowance, permanent differences related to foreign source income inclusions, and the impact of internal reorganizations, partially offset by tax credits and permanent differences related to preferential tax treatment of the mark-to-market gains on derivatives.
A reconciliation of the combined Canadian federal and provincial income tax rate with our effective income tax rate is as follows:
Year Ended June 30,
202420232022
Expected statutory rate26.50 %26.50 %26.50 %
Expected provision for income taxes$193,263 $58,653 $136,743 
Effect of foreign tax rate differences(18,338)(17,502)(4,578)
Change in valuation allowance71,328 16,218 (2,444)
Effect of permanent differences11,864 17,281 (12,710)
Effect of changes in unrecognized tax benefits(4,570)857 8,130 
Effect of withholding taxes18,680 12,464 6,617 
Effect of tax credits(84,244)(45,596)(12,330)
Effect of accrual for undistributed earnings(12,421)5,804 (6,343)
Effect of U.S. BEAT
17,927 6,854 — 
Impact of internal reorganizations59,761 8,822 13,077 
Other items10,762 6,912 (7,410)
Provision for income taxes$264,012 $70,767 $118,752 
The following is a geographical breakdown of income before the provision for income taxes:
Year Ended June 30,
202420232022
Domestic income (loss)359,865 300,437 435,355 
Foreign income (loss)369,431 (79,104)80,656 
Income before income taxes$729,296 $221,333 $516,011 
The provision for (recovery of) income taxes consisted of the following:
Year Ended June 30,
202420232022
Current income taxes (recoveries):
Domestic76,571 15,619 17,428 
Foreign329,712 204,708 137,412 
Total current income taxes (recoveries)406,283 220,327 154,840 
Deferred income taxes (recoveries):
Domestic17,205 17,461 54,867 
Foreign(159,476)(167,021)(90,955)
Total deferred income taxes (recoveries)(142,271)(149,560)(36,088)
Provision for income taxes$264,012 $70,767 $118,752 

The primary components of the deferred tax assets and liabilities are as follows, for the periods indicated below:
As of June 30,
20242023
Deferred tax assets
Non-capital loss carryforwards$750,895 $754,852 
Capital loss carryforwards13,221 13,512 
Interest expense carryforwards217,071 156,832 
Capitalized scientific research and development expenses416,126 343,308 
Restructuring costs and other reserves21,347 34,357 
Capitalized inventory and intangible expenses— 52,345 
Tax credits172,409 171,536 
Lease liabilities36,343 48,378 
Deferred revenue23,362 90,312 
Share-based compensation40,188 37,692 
Derivatives41,978 42,716 
Other88,901 50,272 
Total deferred tax asset$1,821,841 $1,796,112 
Valuation allowance(662,694)(605,926)
Deferred tax liabilities
Depreciation and amortization(233,219)(546,024)
Right of use assets(21,173)(31,933)
Other(120,730)(109,465)
Deferred tax liabilities$(375,122)$(687,422)
Net deferred tax asset$784,025 $502,764 
Comprised of:
Long-term assets932,657 926,719 
Long-term liabilities(148,632)(423,955)
Net deferred tax asset$784,025 $502,764 
As of June 30, 2024, we have $414.2 million of domestic non-capital loss carryforwards. In addition, we have $3.1 billion of foreign non-capital loss carryforwards, which includes $490.6 million of U.S. state loss carryforwards. $565.1 million of the foreign non-capital loss carryforwards have no expiry date, which includes $61.2 million of U.S. state loss carryforwards. The remainder of the domestic and foreign losses expire between 2025 and 2044. In addition, investment tax credits of $81.5 million will expire between 2028 and 2044.
We believe that sufficient uncertainty exists regarding the realization of certain deferred tax assets that a valuation allowance is required. We continue to evaluate our taxable position quarterly and consider factors by taxing jurisdiction, including but not limited to factors such as estimated taxable income, any historical experience of losses for tax purposes and the future growth of OpenText. As of June 30, 2024 and 2023, the Company had a valuation allowance on its domestic and foreign deferred tax assets of $662.7 million and $605.9 million, respectively. The balance at June 30, 2024 consisted of $8.8 million and $653.9 million against the Company’s domestic and foreign deferred tax assets, respectively, which, the Company believes, are more likely than not to be utilized in future years. The valuation allowance increased in Fiscal 2024 by $56.8 million primarily related to interest carryovers and losses that cannot be benefited.

The aggregate changes in the balance of our gross unrecognized tax benefits (including interest and penalties) were as follows:
Unrecognized tax benefits as of June 30, 2022
$54,126 
Increases on account of current year positions8,118 
Increases on account of prior year positions (1)
138,062 
Decreases on account of prior year positions(2,086)
Decreases due to settlements with tax authorities(4,485)
Decreases due to lapses of statutes of limitations(15,007)
Unrecognized tax benefits as of June 30, 2023
$178,728 
Increases on account of current year positions4,074 
Increases on account of prior year positions16,558 
Decreases on account of prior year positions(3,338)
Decreases due to settlements with tax authorities(11,497)
Decreases due to lapses of statutes of limitations(4,160)
Unrecognized tax benefits as of June 30, 2024
$180,365 
______________________
(1)The increase in unrecognized tax benefits is primarily driven by the assumption of unrecognized tax benefits related to the Micro Focus Acquisition.
Included in the above tabular reconciliation are unrecognized tax benefits of $63.0 million as of June 30, 2024 (June 30, 2023—$66.1 million) relating to tax attributes in which the unrecognized tax benefit has been recorded as a reduction to the deferred tax asset. The net unrecognized tax benefit excluding these deferred tax assets is $117.4 million as of June 30, 2024 (June 30, 2023—$112.6 million).
We recognize interest expense and penalties related to income tax matters in income tax expense. For the year ended June 30, 2024, 2023 and 2022, respectively, we recognized the following amounts as income tax-related interest expense and penalties:
Year Ended June 30,
202420232022
Interest expense (income)$7,778 $(1,922)$419 
Penalties expense964 (21)1,739 
Total$8,742 $(1,943)$2,158 
The following amounts have been accrued on account of income tax-related interest expense and penalties:
As of June 30, 2024As of June 30, 2023
Interest expense accrued (1)
$19,976 $10,187 
Penalties accrued (1)
$4,295 $3,332 
______________________
(1)These balances are primarily included within Long-term income taxes payable within the Consolidated Balance Sheets.
We believe that it is reasonably possible that the gross unrecognized tax benefits, as of June 30, 2024, could decrease tax expense in the next 12 months by $44.0 million, relating primarily to the expiration of competent authority relief and tax years becoming statute barred for purposes of future tax examinations by local taxing jurisdictions.
We are subject to income tax audits in all major taxing jurisdictions in which we operate. Our four most significant tax jurisdictions are Canada, the United States, the United Kingdom and Germany. Our tax filings remain subject to audits by applicable tax authorities for a certain length of time following the tax year to which those filings relate. We currently have income tax audits open in Canada, the United States, the United Kingdom, Germany and other immaterial jurisdictions. The earliest fiscal years open for examination for our major jurisdictions are 2012 for Canada, 2020 for the United States, 2015 for the United Kingdom and 2016 for Germany. On a quarterly basis we assess the status of these examinations and the potential for adverse outcomes to determine the adequacy of the provision for income and other taxes. Statements regarding the Canada audits are included in Note 14 “Guarantees and Contingencies.”
The timing of the resolution of income tax audits is highly uncertain, and the amounts ultimately paid, if any, upon resolution of the issues raised by the taxing authorities may differ from the amounts accrued. It is reasonably possible that within the next 12 months we will receive additional assessments by various tax authorities or possibly reach resolution of income tax audits in one or more jurisdictions. These assessments or settlements may or may not result in changes to our contingencies related to positions on tax filings. The actual amount of any change could vary significantly depending on the ultimate timing and nature of any settlements. We cannot currently provide an estimate of the range of possible outcomes. For more information relating to certain income tax audits, refer to Note 14 “Guarantees and Contingencies.”
As of June 30, 2024, we have recognized a provision of $15.9 million (June 30, 2023—$28.3 million) in respect of deferred income tax liabilities for temporary differences related to the undistributed earnings of certain non-United States subsidiaries and planned periodic repatriations from certain German subsidiaries, that will be subject to withholding taxes upon distribution. We have not provided for additional foreign withholding taxes or deferred income tax liabilities related to undistributed earnings of all other non-Canadian subsidiaries, since such earnings are considered permanently invested in those subsidiaries or are not subject to withholding taxes. It is not practicable to reasonably estimate the amount of additional deferred income tax liabilities or foreign withholding taxes that may be payable should these earnings be distributed in the future.
State Aid Matter
In April 2019, the European Commission published its final decision on its State Aid investigation into the UK’s “Financing Company Partial Exemption” legislation and concluded that part of the legislation was in breach of EU State Aid rules. The UK government and certain UK-based international companies, supported by Micro Focus, appealed to the General Court of the Court of Justice of the European Union (General Court of the CJEU) against the decision.
In February 2021, Micro Focus received and settled GBP denominated State Aid charging notices issued by HM Revenue and Customs, following the requirement for the UK government to start collection proceedings. As a result, Micro Focus recorded a long-term income tax receivable of $44.1 million. This reflects the payment that was made following the final decision published by the European Commission on its State Aid investigation into the UK’s ‘Financing Company Partial Exemption’ legislation. Based on management’s assessment of the value of the underlying tax benefit under dispute, and as supported by external professional advice, Micro Focus believed they had no liability in respect of these matters and therefore no tax charge was recorded.
On June 8, 2022, the General Court of the CJEU found in favor of the European Commission’s decision that the UK’s ‘Financing Company Partial Exemption’ legislation is in breach of EU State Aid rules. The UK Government and UK-based international companies, supported by Micro Focus, lodged an appeal against the judgement with the CJEU.
On April 11, 2024, the CJEU Advocate General (AG) issued an Opinion proposing that the CJEU should (i) set aside the General Court decision of June 8, 2022, (ii) annul the Commission Decision of April 2, 2019, and (iii) order the European Commission to pay the costs of the appeals. While this decision is not binding on the Court, and it is possible that the Court forms a different view to the AG, Court decisions do in most cases follow AG opinions. The AG decision is therefore considered as positively impacting the collectability of this income tax recoverable.
Furthermore, the Court has now confirmed that its decision will be handed down on September 19, 2024.
Micro Focus previously received and settled State Aid charging notices from HM Revenue and Customs (including historic interest). Although the Court decision is due within the period ending June 30, 2025, the timing of the refund is uncertain and therefore the income tax recoverable has continued to be treated as long term and recognized as part of non-current tangible assets as of June 30, 2024.
v3.24.2.u1
FAIR VALUE MEASUREMENT
 12 Months Ended
Jun. 30, 2024
Fair Value Disclosures [Abstract]  
FAIR VALUE MEASUREMENT FAIR VALUE MEASUREMENT
ASC Topic 820 “Fair Value Measurement” (Topic 820) defines fair value, establishes a framework for measuring fair value, and addresses disclosure requirements for fair value measurements. Fair value is the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value, in this context, should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk, including our own credit risk.
In addition to defining fair value and addressing disclosure requirements, Topic 820 establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels which are determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are: 
•Level 1—inputs are based upon unadjusted quoted prices for identical instruments traded in active markets.
•Level 2—inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
•Level 3—inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models and similar techniques.
Financial Assets and Liabilities Measured at Fair Value:
Our cash and cash equivalents, along with our accounts receivable and accounts payable and accrued liabilities balances, are measured and recognized in our Consolidated Financial Statements at an amount that approximates the fair value (a Level 2 measurement) due to their short maturities. The carrying value of our other long-term debt facilities approximates the fair value since the interest rate is at market. See Note 11 “Long-Term Debt” for further details.
The following table summarizes the fair value of the Company’s financial instruments as of June 30, 2024 and 2023:
Fair Value
Fair Value HierarchyJune 30, 2024June 30, 2023
Assets:
Available-for-sale financial assets (Note 9)
Level 2$15,603 $15,231 
Available-for-sale financial assets (Note 9)
Level 3$24,938 $24,627 
Derivative asset (Note 17)
Level 2$2,127 $3,547 
Liabilities:
Derivative liability (Note 17)
Level 2$(159,234)$(161,191)
Senior Notes (Note 11) (1)
Level 2$(4,006,771)$(3,827,888)
______________________
(1)Senior Notes are presented within the Consolidated Balance Sheets at amortized cost. See Note 11 “Long-Term Debt” for further details.
Changes in Level 3 Fair Value Measurements
The following table provides a reconciliation of changes in the fair value of our Level 3 available-for-sale financial assets between June 30, 2023 and June 30, 2024.
Available-for-sale
financial assets
Balance as of June 30, 2023
$24,627 
Gain (loss) recognized in income311 
Balance as of June 30, 2024
$24,938 
Our derivative liabilities and our derivative assets are classified as Level 2 and are comprised of foreign currency forward and swap contracts. Our valuation techniques used to measure the fair values of the derivative instruments, the counterparties to which have high credit ratings, were derived from pricing models including discounted cash flow techniques, with all significant inputs derived from or corroborated by observable market data, as no quoted market prices exist for these instruments. Our discounted cash flow techniques use observable market inputs, such as, where applicable, foreign currency spot and forward rates.
Our available-for-sale financial assets are classified as either Level 2 or Level 3. Our Level 2 available-for-sale financial assets are comprised primarily of various debt and equity funds, which are valued utilizing market quotes provided by our third-party custodian. Our Level 3 available-for-sale financial assets are comprised of insurance contracts which are valued by an external insurance expert by applying a discount rate to the future cash flows and taking into account the fixed interest rate, mortality rates and term of the insurance contracts. See Note 9 “Prepaid Expenses and Other Assets” for further details.
If applicable, we will recognize transfers between levels within the fair value hierarchy at the end of the reporting period in which the actual event or change in circumstance occurs. During the year ended June 30, 2024 and 2023, respectively, we did not have any transfers between Level 1, Level 2 or Level 3.
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis
We measure certain assets and liabilities at fair value on a nonrecurring basis. These assets and liabilities are recognized at fair value when they are deemed to be other-than-temporarily impaired. During the year ended June 30, 2024 and 2023, respectively, no indications of impairments were identified and therefore no fair value measurements were required.
v3.24.2.u1
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
 12 Months Ended
Jun. 30, 2024
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
Non-designated Hedges
In connection with the Micro Focus Acquisition, in August 2022, we entered into certain derivative transactions to meet certain foreign currency obligations under UK cash confirmation requirements related to the purchase price of the Micro Focus Acquisition, mitigate the risk of foreign currency appreciation in the GBP denominated purchase price and mitigate the risk of foreign currency appreciation in the EUR denominated existing debt held by Micro Focus. We entered into the following derivatives: (i) three deal-contingent forward contracts, (ii) a non-contingent forward contract, and (iii) EUR/USD cross currency swaps.
The deal-contingent forward contracts had an aggregate notional amount of £1.475 billion. The non-contingent forward contract had a notional amount of £350 million. The cross currency swaps are comprised of 5-year EUR/USD cross currency swaps with a notional amount of €690 million and 7-year EUR/USD cross currency swaps with a notional amount of €690 million.
These instruments were entered into as economic hedges to mitigate foreign currency risks associated with the Micro Focus Acquisition. The instruments did not initially qualify for hedge accounting at the time they were entered into. In connection with the closing of the Micro Focus Acquisition, the deal-contingent forward and non-contingent forward contracts were settled and we designated the 7-year EUR/USD cross currency swaps as net investment hedges (see further details below). The 5-year EUR/USD cross currency swaps are non-designated and are measured at fair value with changes to fair value being recognized in the Consolidated Statements of Income within Other income (expense), net.
Net Investment Hedge
During the third quarter of Fiscal 2023, the Company designated the €690 million of 7-year EUR/USD cross currency swaps as net investment hedges in accordance with “Derivatives and Hedging” (Topic 815). The Company utilizes the designated cross currency swaps to protect our EUR-denominated operations against exchange rate fluctuations.
The Company assesses the hedge effectiveness of its net investment hedges on a quarterly basis utilizing a method based on the changes in spot price. As such, for derivative instruments designated as net investment hedges, changes in fair value of the designated hedging instruments attributable to fluctuations in the foreign currency spot exchange rates are initially recorded as a component of currency translation adjustments included within Consolidated Statements of Comprehensive Income until the hedged foreign operations are either sold or substantially liquidated.
In accordance with Topic 815 certain components of the designated cross currency swaps relating to counterparty credit risk and forward exchange rates were excluded from the above effectiveness assessment. The fair value of these excluded components will be amortized over the life of the hedging instruments within Interest and other related expense, net within the Consolidated Statements of Income. Additionally, we will record the cash flows related to the periodic interest settlements on the 7-year EUR/USD cross currency swaps within the investing activities section of the Consolidated Statements of Cash
Flows. Any gains or losses recognized upon settlement of the cross currency swaps will be recorded within the investing activities section of the Consolidated Statements of Cash Flows.
Cash Flow Hedge
We are engaged in hedging programs with various banks to limit the potential foreign exchange fluctuations incurred on future cash flows relating to a portion of our Canadian dollar payroll expenses. We operate internationally and are therefore exposed to foreign currency exchange rate fluctuations in the normal course of our business, in particular to changes in the Canadian dollar on account of large costs that are incurred from our centralized Canadian operations, which are denominated in Canadian dollars. As part of our risk management strategy, we use foreign currency forward contracts to hedge portions of our payroll exposure with typical maturities of between one and twelve months. We do not use foreign currency forward contracts for speculative purposes.
We have designated these transactions as cash flow hedges of forecasted transactions under Topic 815. As the critical terms of the hedging instrument and of the entire hedged forecasted transaction are the same, in accordance with Topic 815, we have been able to conclude that changes in fair value or cash flows attributable to the risk being hedged are expected to completely offset at inception and on an ongoing basis. Accordingly, quarterly unrealized gains or losses on the effective portion of these forward contracts have been included within Other comprehensive loss, net within the Consolidated Statements of Comprehensive Income. As of June 30, 2024, the fair value of the contracts is recorded within Accounts payable and accrued liabilities within the Consolidated Balance Sheets and represents the net loss before tax effect that is expected to be reclassified from accumulated other comprehensive income (loss) into earnings with the next twelve months.
As of June 30, 2024, the notional amount of forward contracts we held to sell U.S. dollars in exchange for Canadian dollars was $95.7 million (June 30, 2023—$96.3 million).
Fair Value of Derivative Instruments and Effect of Derivative Instruments on Financial Performance
The fair values of outstanding derivative instruments are as follows:

As of
June 30, 2024		As of
June 30, 2023
InstrumentBalance Sheet LocationAssetLiabilityAssetLiability
Derivatives designated as hedges:
Cash flow hedgePrepaid expenses and other current assets (Accounts payable and accrued liabilities)$— $(828)$1,530 $— 
Net investment hedgePrepaid expenses and other current assets (Accounts payable and accrued liabilities)654 (88,186)596 (87,855)
Total derivatives designated as hedges:$654 $(89,014)$2,126 $(87,855)
Derivatives not designated as hedges:
Cross currency swap contractsPrepaid expenses and other current assets (Accounts payable and accrued liabilities)1,473 (70,220)1,421 (73,336)
Total derivatives not designated as hedges:$1,473 $(70,220)$1,421 $(73,336)
Total derivatives$2,127 $(159,234)$3,547 $(161,191)
The effects of gains (losses) from derivative instruments on our Consolidated Statements of Comprehensive Income is as follows:
Year Ended June 30,
InstrumentIncome Statement Location202420232022
Derivatives designated as hedges:
Cash flow hedgeOperating expenses$(1,312)$(3,702)$(507)
Net investment hedgeInterest and other related expense, net3,707 1,344 — 
Derivatives not designated as hedges:
Deal-contingent forward contract Other income (expense), net— 9,354 — 
Non-contingent forward contract Other income (expense), net— 9,052 — 
Cross currency swap contractsOther income (expense), net3,116 (9,779)— 
Cross currency swap contractsInterest and other related expense, net3,441 1,421 — 
Total$8,952 $7,690 $(507)
The effects of the cash flow and net investment hedges on our Consolidated Statements of Comprehensive Income:
Year Ended June 30,
Consolidated Statements of Income and Consolidated Statements of Comprehensive Income Location
202420232022
Gain (loss) recognized in OCI (loss) on cash flow hedge (effective portion)Unrealized gain (loss) on cash flow hedge$(3,670)$(1,280)$(2,530)
Gain (loss) recognized in OCI (loss) on net investment hedge (effective portion)Net foreign currency translation adjustment$(331)$(32,347)$— 
Gain (loss) reclassified from AOCI into income (effective portion) - cash flow hedgeOperating expenses$(1,312)$(3,702)$(507)
Gain (loss) reclassified from AOCI into income (excluded from effectiveness testing) - net investment hedgeInterest and other related expense, net$2,244 $748 $— 
v3.24.2.u1
SPECIAL CHARGES (RECOVERIES)
 12 Months Ended
Jun. 30, 2024
Restructuring, Settlement and Impairment Provisions [Abstract]  
SPECIAL CHARGES (RECOVERIES) SPECIAL CHARGES (RECOVERIES)
Special charges (recoveries) include costs and recoveries that relate to certain restructuring initiatives that we have undertaken from time to time under our various restructuring plans, as well as acquisition-related costs and other charges. 
 Year Ended June 30,
202420232022
Micro Focus Acquisition Restructuring Plan$74,267 $72,284 $— 
Fiscal 2022 Restructuring Plan340 6,744 25,778 
Other historical restructuring plans(593)(1,628)(3,892)
Divestiture-related costs
46,640 — — 
Acquisition-related costs2,036 48,941 6,872 
Other charges (recoveries)12,615 42,818 18,115 
Total$135,305 $169,159 $46,873 
Micro Focus Acquisition Restructuring Plan
During the third quarter of Fiscal 2023, as part of the Micro Focus Acquisition, we made a strategic decision to implement restructuring activities to reduce our overall workforce and further reduce our real estate footprint around the world (Micro Focus Acquisition Restructuring Plan). The Micro Focus Acquisition Restructuring Plan charges relate to facility costs and workforce reductions. Facility costs include the accelerated amortization associated with the abandonment of right of use assets, the write-off of property and equipment and other related variable lease and exit costs. These charges require management to make certain judgments and estimates regarding the amount and timing of restructuring charges or recoveries. Our estimated liability could change subsequent to its recognition, requiring adjustments to the expense and the liability recorded. On a quarterly basis, we conduct an evaluation of the related liabilities and expenses and revise our assumptions and estimates as appropriate.
During the year ended June 30, 2024, we recognized costs of $36.4 million related to abandoned office spaces that have been early terminated or assigned to a third party, of which $19.2 million was related to the write-off of right of use assets, and $3.5 million in charges associated with the write-off of property and equipment as part of the Micro Focus Acquisition Restructuring Plan.
Since the inception of the Micro Focus Acquisition Restructuring Plan, $146.6 million has been recorded within Special charges (recoveries) within the Consolidated Statements of Income to date. We do not expect to incur any further significant charges relating to the Micro Focus Acquisition Restructuring Plan.
A reconciliation of the beginning and ending restructuring liability, which is included within Accounts payable and accrued liabilities in our Consolidated Balance Sheets, for the year ended June 30, 2024 is shown below.
Micro Focus Acquisition Restructuring PlanWorkforce reductionFacility chargesTotal
Balance payable as of June 30, 2023
$25,816 $7,276 $33,092 
Accruals and adjustments37,889 17,209 55,098 
Cash payments(51,899)(4,417)(56,316)
Foreign exchange and other non-cash adjustments(41)(3,742)(3,783)
Balance payable as of June 30, 2024
$11,765 $16,326 $28,091 
Fiscal 2022 Restructuring Plan
During the third quarter of Fiscal 2022, as part of our return to office planning, we made a strategic decision to implement restructuring activities to streamline our operations and further reduce our real estate footprint around the world (Fiscal 2022 Restructuring Plan). The Fiscal 2022 Restructuring Plan charges relate to facility costs and workforce reductions. Facility costs include the accelerated amortization associated with the abandonment of right of use assets, the write-off of property and equipment and other related variable lease and exit costs. These charges require management to make certain judgments and estimates regarding the amount and timing of restructuring charges or recoveries. Our estimated liability could change subsequent to its recognition, requiring adjustments to the expense and the liability recorded. On a quarterly basis, we conduct an evaluation of the related liabilities and expenses and revise our assumptions and estimates as appropriate.
During the year ended June 30, 2024, we recognized costs of $0.5 million related to abandoned office spaces that have been early terminated or assigned to a third party, of which $0.1 million was related to the write-off of right of use assets.
Since the inception of the Fiscal 2022 Restructuring Plan, $32.9 million has been recorded within Special charges (recoveries) in our Consolidated Financial Statements to date. We do not expect to incur any further significant charges relating to the Fiscal 2022 Restructuring Plan.
A reconciliation of the beginning and ending restructuring liability, which is included within Accounts payable and accrued liabilities in our Consolidated Balance Sheets, for the year ended June 30, 2024 is shown below.
Fiscal 2022 Restructuring PlanWorkforce reductionFacility chargesTotal
Balance payable as of June 30, 2022
$989 $5,410 $6,399 
Accruals and adjustments3,729 1,387 5,116 
Cash payments(4,212)(3,199)(7,411)
Foreign exchange and other non-cash adjustments(9)(290)(299)
Balance payable as of June 30, 2023
$497 $3,308 $3,805 
Accruals and adjustments(159)411 252 
Cash payments(156)(1,431)(1,587)
Foreign exchange and other non-cash adjustments(7)307 300 
Balance payable as of June 30, 2024
$175 $2,595 $2,770 
Divestiture-related costs
Divestiture-related costs, recorded within Special charges (recoveries), include the direct costs related to the AMC Divestiture. For the year ended June 30, 2024, divestiture-related costs were $46.6 million (year ended June 30, 2023 and 2022—nil).
Acquisition-related costs
Acquisition-related costs, recorded within Special charges (recoveries) include direct costs of potential and completed acquisitions. Acquisition-related costs for the year ended June 30, 2024 were $2.0 million (year ended June 30, 2023 and 2022—$48.9 million and $6.9 million, respectively).
Other charges (recoveries)
For the year ended June 30, 2024, Other charges (recoveries) includes $5.5 million of compensation related charges and $5.8 million of other miscellaneous charges, both associated with the Micro Focus Acquisition, along with $1.3 million related to pre-acquisition equity incentives of Zix, which upon acquisition were replaced by equivalent value cash settlements (see Note 19 “Acquisitions and Divestitures” for more details).
For the year ended June 30, 2023, Other charges (recoveries) includes $23.0 million of severance charges, $11.8 million of other miscellaneous charges, both associated with the Micro Focus Acquisition and $8.3 million related to pre-acquisition equity incentives of Zix, which upon acquisition were replaced by equivalent value cash settlements (see Note 19 “Acquisitions and Divestitures” for more details).
For the year ended June 30, 2022, Other charges (recoveries) includes $15.4 million related to pre-acquisition equity incentives of Zix, which upon acquisition were replaced by equivalent value cash settlements (see Note 19 “Acquisitions and Divestitures”) and $2.7 million relating to other miscellaneous charges.
v3.24.2.u1
ACQUISITIONS AND DIVESTITURES
 12 Months Ended
Jun. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
ACQUISITIONS AND DIVESTITURES ACQUISITIONS AND DIVESTITURES
Fiscal 2024 Divestitures
Divestiture of AMC Business
On May 1, 2024, the Company completed the sale of its AMC business to Rocket Software for $2.275 billion in cash before taxes, fees and other adjustments. The results of the AMC business were recorded and presented within our Consolidated Financial Statements during Fiscal 2024 for the period of July 1, 2023 through April 30, 2024. In connection with the sale, a gain of $429.1 million was recorded in Other income (expense), net within the Company’s Consolidated Statements of Comprehensive Income for the year ended June 30, 2024.
The Company determined that the AMC business did not constitute a component, as its operations and cash flows cannot be clearly distinguished from the rest of the Company’s operations and cash flows due to significant shared costs, therefore, the transaction did not meet the discontinued operations criteria, and the results of operations from the AMC business are presented within Income from operations in our Consolidated Statements of Income.
The Company used the net proceeds from the transaction to prepay in full the outstanding principal balances of the Term Loan B and prepay a portion of the outstanding principal balance of the Acquisition Term Loan, as further described in Note 11 “Long-Term Debt.” The Company has also agreed to provide certain transition services to Rocket Software following completion of the divestiture for up to 24 months, which are included in financing activities on the Consolidated Statements of Cash Flows. These transition service costs are reimbursable by Rocket Software. For Fiscal 2024, we billed Rocket Software $11.5 million under the TSA.
The following table presents the carrying amounts of major classes of assets and liabilities disposed of in the AMC Divestiture as of April 30, 2024:
AMC Assets
Accounts receivable trade, net of allowance for credit losses
$57,927 
Contract assets
10,355 
Prepaid expenses and other current assets
4,651 
Property and equipment
1,091 
Goodwill
1,139,403 
Acquired intangible assets
930,771 
Deferred tax assets
2,820 
Other assets
1,502 
Total AMC Assets
$2,148,520 
AMC Liabilities
Accounts payable and accrued liabilities
$11,166 
Deferred revenues
188,648 
Long-term accrued liabilities
8,128 
Pension liability, net
1,640 
Long-term operating lease liabilities
672 
Long-term deferred revenues
23,623 
Long-term income taxes payable
9,845 
Deferred tax liabilities
116,086 
Total AMC Liabilities
$359,808 
Fiscal 2024 Acquisitions
Other Acquisitions
On August 23, 2023, we acquired all of the equity interest in KineMatik Ltd. (KineMatik), a provider of automated business process and project management solutions built on OpenText’s Content Server. In accordance with ASC Topic 805, “Business Combinations”, this acquisition was accounted for as a business combination. The results of operations of KineMatik have been consolidated with those of OpenText beginning August 24, 2023. The results of KineMatik are not considered to be material to our business.
On May 22, 2024, we acquired Pillr, a cloud native, multi-tenant Managed Detection and Response (MDR) platform from Novacoast, Inc. for Managed Service Providers (MSPs) that includes powerful threat-hunting capabilities. In accordance with ASC Topic 805, “Business Combinations”, this acquisition was accounted for as a business combination. The results of operations of Pillr have been consolidated with those of OpenText beginning May 22, 2024. The results of Pillr are not considered to be material to our business.
Fiscal 2023 Acquisitions
Acquisition of Micro Focus
On January 31, 2023, we acquired all of the issued and to be issued share capital of Micro Focus for a total purchase price of $6.2 billion, inclusive of Micro Focus’ cash and repayment of Micro Focus’ outstanding indebtedness. The results of operations of Micro Focus have been consolidated with those of OpenText with effect from February 1, 2023.
In connection with the financing of the Micro Focus Acquisition, concurrent with the announcement of the acquisition on August 25, 2022, the Company entered into the Acquisition Term Loan and Bridge Loan as well as certain derivative transactions. On December 1, 2022, the Company issued and sold $1 billion in aggregate principal amount of 6.90% Senior Secured Notes 2027, amended the Acquisition Term Loan and terminated the Bridge Loan. On January 31, 2023, we drew down the entire aggregate principal amount of $3.585 billion of the Acquisition Term Loan, net of original issuance discount and other fees, and drew down $450 million under the Revolver. We used these proceeds and cash on hand to fund the purchase price consideration and repayment of Micro Focus’ outstanding indebtedness. In conjunction with the closing of the Micro Focus Acquisition, the deal-contingent forward contracts and non-contingent forward contract, as described in Note 17 “Derivative Instruments and Hedging Activities,” were settled.
The results of operations of Micro Focus have been consolidated with those of OpenText beginning February 1, 2023.
Purchase Price Allocation
The recognized amounts of identifiable assets acquired and liabilities assumed, based on their fair values as of January 31, 2023, are set forth below:
Cash and cash equivalents$541,584 
Accounts receivable, net of allowance for credit losses (1)
408,921 
Other current assets (3)
288,842 
Non-current tangible assets441,129 
Goodwill (2) (3)
3,385,572 
Intangible customer assets2,162,400 
Intangible technology assets1,392,300 
Accounts payable and accrued liabilities(473,635)
Deferred revenues(1,107,627)
Other liabilities (3)
(793,049)
Net Assets Acquired$6,246,437 
______________________
(1)The gross amount receivable was $418.2 million of which $9.3 million of this receivable was expected to be uncollectible.
(2)The goodwill of $3.4 billion is primarily attributable to the synergies expected to arise after the acquisition. There is $67.3 million of goodwill that is deductible for tax purposes.
(3)Current period purchase price allocation adjustments of $32.1 million for the year ended June 30, 2024, were primarily driven by changes in other current assets and other liabilities related to adjustments of pre-acquisition other current assets and deferred tax liabilities.
A settlement related to Micro Focus’ securities litigation that was agreed to prior to the Micro Focus Acquisition has been accrued as part of the liabilities assumed. This settlement, which received final court approval and is now resolved, was fully paid from insurance coverage, and therefore a receivable was recognized as part of the assets acquired. During the third quarter of Fiscal 2023, payment was made into escrow by insurers, and therefore both the associated receivable and liability are no longer included on the Consolidated Balance Sheets as of June 30, 2023.
Acquisition-related costs for Micro Focus included in Special charges (recoveries) in the Consolidated Statements of Income for the year ended June 30, 2024 were $1.1 million (year ended June 30, 2023 and 2022—$48.3 million and nil.
The finalization of the purchase price allocation during the quarter ended March 31, 2024 did not result in any significant changes to the preliminary amounts previously disclosed.
The amount of Micro Focus’ revenues and net loss included in our Consolidated Statements of Income for the year ended June 30, 2023 is set forth below:
February 1, 2023 – June 30, 2023
Revenues$976,537 
Net loss (1)
$(94,741)
______________________
(1)Net loss for the year ended includes one-time fees of approximately $82.9 million on account of special charges and $202.4 million of amortization charges relating to intangible assets.
The unaudited pro forma revenues and net income of the combined entity for the year ended June 30, 2023 and 2022, respectively, had the Micro Focus Acquisition been consummated on July 1, 2021, are set forth below:
Year Ended June 30,
Supplemental Unaudited Pro Forma Information20232022
Revenues$5,933,106 $6,248,335 
Net income (loss) (1)
(500,105)206,985 
Net income (loss) attributable to OpenText (1)
(500,292)206,816 
______________________
(1)Included in the pro forma net loss for the year ended June 30, 2023, is a $448.2 million goodwill impairment recorded by Micro Focus in its pre-acquisition historical results as a result of the Company’s offer to acquire Micro Focus at a price of 532 pence per share.
The unaudited pro forma financial information in the table above is presented for information purposes only and is not indicative of the results of operations that would have been achieved if the Micro Focus Acquisition had taken place at the beginning of the periods presented or the results that may be realized in the future.
Fiscal 2022 Acquisitions
Acquisition of Zix Corporation
On December 23, 2021, we acquired all of the equity interest in Zix Corporation (Zix), a leader in SaaS based email encryption, threat protection and compliance cloud solutions for small and medium-sized businesses (SMB). Total consideration for Zix was $894.5 million paid in cash, inclusive of cash acquired and $18.6 million relating to the cash settlement of pre-acquisition vested share-based compensation that was previously accrued but since paid as of June 30, 2022. In accordance with Topic 805, this acquisition was accounted for as a business combination. We believe the acquisition increases our position in the data protection, threat management, email security and compliance solutions spaces.
The results of operations of Zix have been consolidated with those of OpenText beginning December 23, 2021.
Purchase Price Allocation
The recognized amounts of identifiable assets acquired, and liabilities assumed, based on their fair values as of December 23, 2021, are set forth below:
Current assets (inclusive of cash acquired of $38.3 million)
$71,527 
Non-current tangible assets13,450 
Intangible customer assets212,400 
Intangible technology assets92,650 
Liabilities assumed(81,476)
Total identifiable net assets308,551 
Goodwill585,910 
Net assets acquired$894,461 
The goodwill of $585.9 million is primarily attributable to the synergies expected to arise after the acquisition. There is $103.7 million of goodwill that is deductible for tax purposes.
The fair value of current assets acquired includes accounts receivable with a fair value of $26.0 million. The gross amount receivable was $32.6 million, of which $6.6 million is expected to be uncollectible.
Acquisition-related costs for Zix included in Special charges (recoveries) in the Consolidated Statements of Income for the year ended June 30, 2023 were $0.2 million.
Pre-acquisition equity incentives of $25.3 million were replaced upon acquisition by equivalent value cash settlements to be settled in accordance with the original vesting dates, primarily over the next two years.
The finalization of the purchase price allocation during the quarter ended December 31, 2022 did not result in any significant changes to the preliminary amounts previously disclosed.
Acquisition of Bricata Inc.
On November 24, 2021, we acquired all of the equity interest in Bricata Inc. (Bricata) for $17.8 million. In accordance with Topic 805, this acquisition was accounted for as a business combination. We believe the acquisition strengthens our OpenText Security and Protection Cloud with Network Detection and Response technologies.
The results of operations of Bricata have been consolidated with those of OpenText beginning November 24, 2021
v3.24.2.u1
SEGMENT INFORMATION
 12 Months Ended
Jun. 30, 2024
Segment Reporting [Abstract]  
SEGMENT INFORMATION SEGMENT INFORMATION
ASC Topic 280, “Segment Reporting” (Topic 280), establishes standards for reporting, by public business enterprises, information about operating segments, products and services, geographic areas and major customers. The method of determining what information, under Topic 280, to report is based on the way that an entity organizes operating segments for making operational decisions and how the entity’s management and CODM assess an entity’s financial performance. Our operations are analyzed by management and our CODM as being part of a single industry segment: the design, development, marketing and sale of Information Management software and solutions.
The following table sets forth the distribution of revenues, by significant geographic area, for the periods indicated:
 Year Ended June 30,
 202420232022
Revenues (1):
United States$3,030,457 $2,523,737 $1,968,597 
Germany394,071 291,772 241,506 
United Kingdom310,003 204,683 198,459 
Canada238,737 186,014 186,213 
Rest of EMEA (2)
1,127,717 808,824 586,236 
All other countries668,592 469,950 312,833 
Total revenues$5,769,577 $4,484,980 $3,493,844 
______________________
(1)Total revenues by geographic area are determined based on the location of our direct customer.
(2)EMEA consists of countries in Europe, the Middle East and Africa.
The following table sets forth the distribution of long-lived assets, representing property and equipment, ROU assets and intangible assets, by significant geographic area, as of the periods indicated below. 
As of June 30, 2024
As of June 30, 2023
Long-lived assets:
United States$1,632,652 $2,647,068 
United Kingdom1,053,220 1,560,968 
Canada200,695 280,174 
Germany27,389 39,231 
Rest of EMEA (1)
44,411 62,662 
All other countries115,411 133,403 
Total$3,073,778 $4,723,506 
______________________
(1)EMEA consists of countries in Europe, the Middle East and Africa.
v3.24.2.u1
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
 12 Months Ended
Jun. 30, 2024
Equity [Abstract]  
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
Foreign Currency Translation Adjustments (1)
Cash Flow HedgesAvailable-for-Sale Financial AssetsDefined Benefit Pension PlansAccumulated Other Comprehensive Income (Loss)
Balance as of June 30, 2021
$75,408 $830 $— $(10,000)$66,238 
Other comprehensive income (loss) before reclassifications, net of tax
(78,724)(1,859)— 5,595 (74,988)
Amounts reclassified into net income, net of tax— 373 — 718 1,091 
Total other comprehensive income (loss), net
(78,724)(1,486)— 6,313 (73,897)
Balance as of June 30, 2022
(3,316)(656)— (3,687)(7,659)
Other comprehensive income (loss) before reclassifications, net of tax
(40,798)(941)(602)(6,605)(48,946)
Amounts reclassified into net income, net of tax— 2,721 — 325 3,046 
Total other comprehensive income (loss) net
(40,798)1,780 (602)(6,280)(45,900)
Balance as of June 30, 2023
(44,114)1,124 (602)(9,967)(53,559)
Other comprehensive income (loss) before reclassifications, net of tax
(15,646)(2,697)228 640 (17,475)
Amounts reclassified into net income, net of tax— 965 — 450 1,415 
Total other comprehensive income (loss), net
(15,646)(1,732)228 1,090 (16,060)
Balance as of June 30, 2024
$(59,760)$(608)$(374)$(8,877)$(69,619)
______________________
(1)The amount of foreign currency translation recognized in other comprehensive income during the year ended June 30, 2024 and 2023 included net gains (losses) relating to our net investment hedge of $(0.3) million and $(32.3) million, respectively, as further discussed in Note 17 “Derivative Instruments and Hedging Activities.”
v3.24.2.u1
SUPPLEMENTAL CASH FLOW DISCLOSURES
 12 Months Ended
Jun. 30, 2024
Supplemental Cash Flow Information [Abstract]  
SUPPLEMENTAL CASH FLOW DISCLOSURES SUPPLEMENTAL CASH FLOW DISCLOSURES
 Year Ended June 30,
 202420232022
Cash paid during the period for interest$533,866 $360,232 $152,750 
Cash received during the period for interest$45,465 $53,486 $4,637 
Cash paid during the period for income taxes
$294,769 $202,486 $116,583 
v3.24.2.u1
OTHER INCOME (EXPENSE), NET
 12 Months Ended
Jun. 30, 2024
Other Income and Expenses [Abstract]  
OTHER INCOME (EXPENSE), NET OTHER INCOME (EXPENSE), NET
Year Ended June 30,
202420232022
Foreign exchange gains (losses) (1)
$1,202 $56,599 $(2,670)
Unrealized gains (losses) on derivatives not designated as hedges (2)
3,116 (128,841)— 
Realized gains on derivatives not designated as hedges (3)
— 137,471 — 
OpenText share in net income (loss) of equity investees (4)
(18,194)(23,077)58,702 
Loss on debt extinguishment (5) (6) (7)
(56,393)(8,152)(27,413)
Gain on AMC Divestiture (8)
429,102 — — 
Other miscellaneous income (expense)
(442)469 499 
Total other income, net
$358,391 $34,469 $29,118 
______________________
(1)The year ended June 30, 2023 includes a foreign exchange gain of $36.6 million resulting from the delayed payment of a portion of the purchase consideration, settled on February 9, 2023, related to the Micro Focus Acquisition (see Note 19 “Acquisitions and Divestitures” for more details).
(2)Represents the unrealized gains (losses) on our derivatives not designated as hedges (see Note 17 “Derivative Instruments and Hedging Activities” for more details).
(3)Represents the realized gains (losses) on our derivatives not designated as hedges (see Note 17 “Derivative Instruments and Hedging Activities” for more details).
(4)Represents our share in net income of equity investees, which approximates fair value and subject to volatility based on market trends and business conditions, based on our interest in certain investment funds in which we are a limited partner. Our interests in
each of these investees range from 4% to below 20% and these investments are accounted for using the equity method (see Note 9 “Prepaid Expenses and Other Assets” for more details).
(5)During the year ended June 30, 2024, the Company recognized a loss on debt extinguishment of $56.4 million related to the acceleration and recognition of unamortized debt discount and issuance costs resulting from the optional repayments and prepayments of the Acquisition Term Loan and Term Loan B in Fiscal 2024 (see Note 11 “Long-Term Debt” for more details).
(6)On December 1, 2022, the Company amended the Acquisition Term Loan and Bridge Loan to reallocate commitments under the Bridge Loan to the Acquisition Term Loan and terminated all remaining commitments under the Bridge Loan which resulted in a loss on debt extinguishment related to unamortized debt issuance costs (see Note 11 “Long-Term Debt” for more details).
(7)On December 9, 2021, the Company redeemed Senior Notes 2026 in full, which resulted in a loss on debt extinguishment of $27.4 million. Of this, $25.0 million related to the early termination call premium, $6.2 million related to unamortized debt issuance costs and $(3.8) million related to unamortized premium (see Note 11 “Long-Term Debt” for more details).
(8)On May 1, 2024, the Company completed the sale of its AMC business, which resulted in a gain on disposition (see Note 19 “Acquisitions and Divestitures” for more details).
v3.24.2.u1
EARNINGS PER SHARE
 12 Months Ended
Jun. 30, 2024
Earnings Per Share [Abstract]  
EARNINGS PER SHARE EARNINGS PER SHARE
Basic earnings per share are computed by dividing net income, attributable to OpenText, by the weighted average number of Common Shares outstanding during the period. Diluted earnings per share are computed by dividing net income, attributable to OpenText, by the shares used in the calculation of basic earnings per share plus the dilutive effect of Common Share equivalents, such as stock options, using the treasury stock method. Common Share equivalents are excluded from the computation of diluted earnings per share if their effect is anti-dilutive.
 Year Ended June 30,
 202420232022
Basic earnings per share
Net income attributable to OpenText$465,090 $150,379 $397,090 
Basic earnings per share attributable to OpenText$1.71 $0.56 $1.46 
Diluted earnings per share
Net income attributable to OpenText$465,090 $150,379 $397,090 
Diluted earnings per share attributable to OpenText$1.71 $0.56 $1.46 
Weighted-average number of shares outstanding
(in ‘000’s)
Basic271,548 270,299 271,271 
Effect of dilutive securities1,040 152 638 
Diluted272,588 270,451 271,909 
Excluded as anti-dilutive (1)
8,401 8,909 4,927 
______________________
(1)Represents options to purchase Common Shares excluded from the calculation of diluted earnings per share because the exercise price of the stock options was greater than or equal to the average price of the Common Shares during the period.
v3.24.2.u1
RELATED PARTY TRANSACTIONS
 12 Months Ended
Jun. 30, 2024
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS RELATED PARTY TRANSACTIONS
Our procedure regarding the approval of any related party transaction requires that the material facts of such transaction be reviewed by the independent members of the Audit Committee and the transaction be approved by a majority of the independent members of the Audit Committee. The Audit Committee reviews all transactions in which we are, or will be, a participant and any related party has or will have a direct or indirect interest in the transaction. In determining whether to approve a related party transaction, the Audit Committee generally takes into account, among other facts it deems appropriate, whether the transaction is on terms no less favorable than terms generally available to an unaffiliated third party under the same or similar circumstances; the extent and nature of the related person’s interest in the transaction; the benefits to the Company of the proposed transaction; if applicable, the effects on a director’s independence; and if applicable, the availability of other sources of comparable services or products.
During the year ended June 30, 2024, 2023 and 2022, Mr. Stephen Sadler, a member of the Board of Directors, earned consulting fees from OpenText for assistance with acquisition-related business activities. The fees earned were not material. Mr. Sadler abstained from voting on all transactions from which he would potentially derive consulting fees.
v3.24.2.u1
SUBSEQUENT EVENTS
 12 Months Ended
Jun. 30, 2024
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS SUBSEQUENT EVENTS
Cash Dividends
As part of our quarterly, non-cumulative cash dividend program, we declared, on July 31, 2024, a dividend of $0.2625 per Common Share. The record date for this dividend is August 30, 2024 and the payment date is September 20, 2024. Future declarations of dividends and the establishment of future record and payment dates are subject to the final determination and discretion of our Board.
Business Optimization Plan
On July 3, 2024, the Company announced a business optimization plan. The plan is expected to result in the reduction of approximately 1,200 positions across the Company, as well as the reinvestment of approximately 800 new roles in Sales, Professional Services and Engineering. The business optimization plan is intended to strategically align the Company’s workforce to support its growth and innovation plans. On an overall basis, the business optimization plan is expected to result in a 1.7% reduction of the Company’s workforce, to approximately 23,000 employees. The Company expects to complete the business optimization plan substantially during the first quarter of Fiscal 2025.
The Company expects to incur approximately $60 million in restructuring charges that will be substantially recognized in the first quarter of Fiscal 2025, with the majority of such charges anticipated to be paid in cash during the same quarter.
Share Repurchase Plan
On July 31, 2024, in order to align its share repurchase plan to its fiscal year, the Board approved the early termination of the Fiscal 2024 Repurchase Plan and authorized a new share repurchase plan (the Fiscal 2025 Repurchase Plan), pursuant to which we may purchase for cancellation in open market transactions, from time to time over the 12 month period commencing on August 7, 2024 until August 6, 2025, if considered advisable, up to an aggregate of $300 million of its common shares on the TSX (as part of a Fiscal 2025 NCIB, defined below), NASDAQ and/or alternative trading systems in Canada and/or the United States, if eligible, subject to applicable law and stock exchange rules. The price that we are authorized to pay for Common Shares in open market transactions is the market price at the time of purchase or such other price as is permitted by applicable law or stock exchange rules. The Fiscal 2025 Repurchase Plan will be effected in accordance with Rule 10b-18.
Normal Course Issuer Bid
On July 31, 2024, the Company voluntarily terminated the Fiscal 2024 NCIB and established a new normal course issuer bid (the Fiscal 2025 NCIB) in order to provide it with a means to execute purchases over the TSX as part of the overall Fiscal 2025 Repurchase Plan.
The TSX approved the Company’s notice of intention to commence the Fiscal 2025 NCIB, pursuant to which the Company may purchase Common Shares over the TSX for the period commencing on August 7, 2024 until August 6, 2025 in accordance with the TSX's normal course issuer bid rules, including that such purchases were to be made at prevailing market prices or as otherwise permitted. Under the rules of the TSX, the maximum number of Common Shares that may be purchased in this period is 21,179,064 (representing 10% of the Company’s public float (calculated in accordance with TSX rules) as of July 24, 2024, less the 5,073,913 Common Shares purchased under the Fiscal 2024 Repurchase Plan), and the maximum number of Common Shares that can be purchased on a single day is 138,175 Common Shares, which was 25% of 552,700 (the average daily trading volume for the Common Shares on the TSX for the six months ended March 31, 2024), subject to certain exceptions for block purchases, and subject in any case to the volume and other limitations under Rule 10b-18.
v3.24.2.u1
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Pay vs Performance Disclosure      
Net income attributable to OpenText $ 465,090 $ 150,379 $ 397,090
v3.24.2.u1
Insider Trading Arrangements
 3 Months Ended
Jun. 30, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.24.2.u1
Insider Trading Policies and Procedures
 12 Months Ended
Jun. 30, 2024
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true
v3.24.2.u1
ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS (Policies)
 12 Months Ended
Jun. 30, 2024
Accounting Policies [Abstract]  
Use of estimates
Use of estimates
The preparation of financial statements in conformity with U.S. GAAP requires us to make certain estimates, judgments and assumptions that affect the amounts reported in the Consolidated Financial Statements. These estimates, judgments and assumptions are evaluated on an ongoing basis. We base our estimates on historical experience and on various other assumptions that we believe are reasonable at that time, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from those estimates. In particular, key estimates, judgments and assumptions include those related to: (i) revenue recognition, (ii) accounting for income taxes, (iii) testing of goodwill for impairment, (iv) the valuation of acquired intangible assets, (v) the valuation of long-lived assets, (vi) the recognition of contingencies, (vii) restructuring accruals, (viii) acquisition accruals and pre-acquisition contingencies, (ix) the valuation of stock options granted and obligations related to share-based payments, including the valuation of our long-term incentive plans, (x) the valuation of pension obligations and pension assets, (xi) the
valuation of available-for-sale investments, (xii) the valuation of derivative instruments and (xiii) the accounting for disposals of assets and liabilities.
Cash and cash equivalents
Cash and cash equivalents
Cash and cash equivalents include balances with banks as well as deposits that have original terms to maturity of three months or less. Cash equivalents are recorded at cost and typically consist of term deposits, commercial paper, certificates of deposit and short-term interest-bearing investment-grade securities of major banks in the countries in which we operate.
Accounts Receivable and Allowance for Credit Losses
Accounts Receivable and Allowance for Credit Losses
In accordance with ASC Topic 326, “Financial Instruments - Credit Losses” (Topic 326), we recognize expected credit losses for accounts receivable and contract assets based on lifetime expected losses. We recognize a loss allowance using a collective assessment for accounts receivable, including contract assets, with similar risk characteristics based on historical credit loss experience, adjusted for forward-looking factors specific to the debtors and economic environment. We continue to maintain an allowance for 100% of all accounts deemed to be uncollectible.
Customer creditworthiness is evaluated prior to order fulfillment and based on evaluations, we adjust our credit limit to the respective customer. In addition to these evaluations, we conduct on-going credit evaluations of our customers’ payment history and current creditworthiness. To date, the actual losses have been within our expectations. No single customer accounted for more than 10% of the accounts receivable balance as of June 30, 2024 and 2023, respectively.
From time to time, we may sell certain accounts receivable to a financial institution on a non-recourse basis for cash, less a discount. Proceeds from the sale of receivables approximate their discounted book value and are included in operating cash flows on the Consolidated Statements of Cash Flows.
Property and equipment
Property and equipment
Property and equipment are stated at the lower of cost or net realizable value and shown net of depreciation which is computed on a straight-line basis over the estimated useful lives of the related assets. Gains and losses on asset disposals are taken into income in the year of disposition. Fully depreciated property and equipment are retired from the Consolidated Balance Sheets when they are no longer in use.
Capitalized Software
Capitalized Software
We capitalize software development costs in accordance with ASC Topic 350-40, “Internal-Use Software.” We capitalize costs for software to be used internally when we enter the application development stage. This occurs when we complete the preliminary project stage, management authorizes and commits to funding the project, and it is feasible that the project will be completed, and the software will perform the intended function. We cease to capitalize costs related to a software project when it enters the post-implementation and operation stage. If different determinations are made with respect to the state of development of a software project, then the amount capitalized and the amount charged to expense for that project could differ materially.
Costs capitalized during the application development stage consist of payroll and related costs for employees who are directly associated with, and who devote time directly to, a project to develop software for internal use. We also capitalize the direct costs of materials and services, which generally includes outside contractors, and interest. We do not capitalize any general and administrative or overhead costs or costs incurred during the application development stage related to training or data conversion costs. Costs related to upgrades and enhancements to internal-use software, if those upgrades and enhancements result in additional functionality, are capitalized. If upgrades and enhancements do not result in additional functionality, those costs are expensed as incurred. If different determinations are made with respect to whether upgrades or enhancements to software projects would result in additional functionality, then the amount capitalized and the amount charged to expense for that project could differ materially.
We amortize capitalized costs with respect to development projects for internal-use software when the software is ready for use. The capitalized software development costs are generally amortized using the straight-line method over a 3 to 5 year period. In determining and reassessing the estimated useful life over which the cost incurred for the software should be amortized, we consider the effects of obsolescence, technology, competition and other economic factors. If different determinations are made with respect to the estimated useful life of the software, the amount of amortization charged in a particular period could differ materially.
Leases
Leases
We enter into operating leases, both domestically and internationally, for certain facilities, automobiles, data centers and equipment for use in the ordinary course of business. During Fiscal 2023, as part of the Micro Focus Acquisition, we acquired certain finance leases primarily comprised of equipment leases, all of which are sublet. Leases with an initial term of 12 months or less are not recorded on the Consolidated Balance Sheets.
In accordance with ASC Topic 842, “Leases” (Topic 842), we account for a contract as a lease when we have the right to direct the use of the asset for a period of time while obtaining substantially all of the asset’s economic benefits. We determine the initial classification and measurement of our right of use (ROU) assets and lease liabilities at the lease commencement date and thereafter if modified.
ROU assets represent our right to control the underlying assets under lease, and the lease liability is our obligation to make the lease payments related to the underlying assets under lease, over the contractual term. ROU assets and lease liabilities are recognized on the Consolidated Balance Sheets based on the present value of future minimum lease payments to be made over the lease term. When available, we will use the rate implicit in the lease to discount lease payments to present value. However, real estate leases generally do not provide a readily determinable implicit rate, therefore, we must estimate our incremental borrowing rate to discount the lease payments. We estimate our incremental borrowing rate based on a collateralized basis with similar terms and payments, in an economic environment where the leased asset is located.
The ROU asset equals the lease liability, adjusted for any initial direct costs, prepaid rent and lease incentives on initial recognition. Fixed lease costs are included in the recognition of ROU assets and lease liabilities. Variable lease costs are not included in the measurement of the lease liability. These variable lease payments are recognized in the Consolidated Statements of Income in the period in which the obligation for those payments is incurred. Lease expense for minimum lease payments continues to be recognized in the Consolidated Statements of Income on a straight-line basis over the lease term.
We have not elected the practical expedient to combine lease and non-lease components in the determination of lease costs for our facility leases. For all other asset classes, we have elected the practical expedient to combine the lease and the non-lease components. The lease liability includes lease payments related to options to extend or renew the lease term only if we are reasonably certain we will exercise those options. Our leases typically do not contain any material residual value guarantees or restrictive covenants. In certain circumstances, we sublease all or a portion of a leased facility to various other companies through a sublease agreement.
We enter into operating leases, both domestically and internationally, for certain facilities, automobiles, data centers and equipment for use in the ordinary course of business. The duration of the majority of these leases generally ranges from 1 to 10 years, some of which include options to extend for an additional 3 to 5 years after the initial term. Additionally, the land upon which our headquarters in Waterloo, Ontario, Canada is located is leased from the University of Waterloo for a period of 49 years beginning in December 2005, with an option to renew for an additional term of 49 years. We also have finance lease liabilities comprised of equipment lease arrangements with an average duration of 4 to 5 years of which all are currently being sublet. Leases with an initial term of 12 months or less are not recorded on our Consolidated Balance Sheets.
Business combinations
Business combinations
We apply the provisions of ASC Topic 805, “Business Combinations” (Topic 805), in the accounting for our acquisitions. It requires us to recognize separately from goodwill the assets acquired and the liabilities assumed at their acquisition date fair values. Goodwill as of the acquisition date is measured as the excess of consideration transferred over the net of the acquisition date fair values of the assets acquired and the liabilities assumed. While we use our best estimates and assumptions to accurately value assets acquired and liabilities, including contingent consideration where applicable, assumed at the acquisition date, our estimates are inherently uncertain and subject to refinement, particularly since these assumptions and estimates are based in part on historical experience and information obtained from the management of the acquired companies. As a result, during the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill in the period identified. Furthermore, when valuing certain intangible assets that we have acquired, critical estimates may be made relating to, but not limited to: (i) future expected cash flows from software license sales, cloud SaaS, “desktop as a service” (DaaS) and PaaS contracts, support agreements, consulting agreements and other customer contracts (ii) the acquired company’s technology and competitive position, as well as assumptions about the period of time that the acquired technology will continue to be used in the combined company’s product portfolio, and (iii) discount rates. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments would be recorded to our Consolidated Statements of Income.
For a given acquisition, we may identify certain pre-acquisition contingencies as of the acquisition date and may extend our review and evaluation of these pre-acquisition contingencies throughout the measurement period in order to obtain sufficient information to assess whether we include these contingencies as a part of the purchase price allocation and, if so, to determine the estimated amounts.
If we determine that a pre-acquisition contingency (non-income tax related) is probable in nature and estimable as of the acquisition date, we record our best estimate for such a contingency as a part of the preliminary purchase price allocation. We often continue to gather information and evaluate our pre-acquisition contingencies throughout the measurement period and if we make changes to the amounts recorded or if we identify additional pre-acquisition contingencies during the measurement period, such amounts will be included in the purchase price allocation during the measurement period and, subsequently, in our results of operations.
Uncertain tax positions and tax related valuation allowances assumed in connection with a business combination are initially estimated as of the acquisition date. We review these items during the measurement period as we continue to actively seek and collect information relating to facts and circumstances that existed at the acquisition date. Changes to these uncertain tax positions and tax related valuation allowances made subsequent to the measurement period, or if they relate to facts and circumstances that did not exist at the acquisition date, are recorded in the Provision for income taxes line of our Consolidated Statements of Income.
Goodwill
Goodwill
Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. The carrying amount of goodwill is periodically reviewed for impairment (at a minimum annually) and whenever events or changes in circumstances indicate that the carrying value of this asset may not be recoverable.
Our operations are analyzed by management and our chief operating decision maker (CODM) as being part of a single industry segment: the design, development, marketing and sales of Information Management software and solutions. Therefore, our goodwill impairment assessment is based on the allocation of goodwill to a single reporting unit.
We perform a qualitative assessment to test our reporting unit’s goodwill for impairment. Based on our qualitative assessment, if we determine that the fair value of our reporting unit is more likely than not (i.e., a likelihood of more than 50 percent) to be less than its carrying amount, the quantitative assessment of the impairment test is performed. In the quantitative assessment, we compare the fair value of our reporting unit to its carrying value. If the fair value of the reporting unit exceeds its carrying value, goodwill is not considered impaired and we are not required to perform further testing. If the carrying value of the net assets of our reporting unit exceeds its fair value, then an impairment loss equal to the difference, but not exceeding the total carrying value of goodwill allocated to the reporting unit, would be recorded.
Our annual impairment analysis of goodwill was performed as of April 1, 2024. Our qualitative assessment indicated that there were no indications of impairment and therefore there was no impairment of goodwill required to be recorded for Fiscal 2024 (no impairments were recorded for Fiscal 2023 and Fiscal 2022, respectively).
Acquired intangibles
Acquired intangibles
Acquired intangibles consist of acquired technology and customer relationships associated with various acquisitions. Acquired technology is initially recorded at fair value based on the present value of the estimated net future income-producing capabilities of software products acquired in acquisitions. We amortize acquired technology over its estimated useful life on a straight-line basis.
Customer relationships represent relationships that we have with customers of the acquired companies and are either based upon contractual or legal rights or are considered separable; that is, capable of being separated from the acquired entity and being sold, transferred, licensed, rented or exchanged. These customer relationships are initially recorded at their fair value based on the present value of expected future cash flows. We amortize customer relationships on a straight-line basis over their estimated useful lives.
We continually evaluate the remaining estimated useful life of our intangible assets being amortized to determine whether events and circumstances warrant a revision to the remaining period of amortization.
Impairment of long-lived assets
Impairment of long-lived assets
We account for the impairment and disposition of long-lived assets in accordance with ASC Topic 360, “Property, Plant, and Equipment” (Topic 360). We test long-lived assets or asset groups, such as property and equipment, ROU assets and definite lived intangible assets, for recoverability when events or changes in circumstances indicate that their carrying amount may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant adverse changes in the business climate or legal factors; current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset; and a current expectation that the asset will more likely than not be sold or disposed of before the end of its estimated useful life.
Recoverability is assessed based on comparing the carrying amount of the asset to the aggregate pre-tax undiscounted cash flows expected to result from the use and eventual disposal of the asset or asset group. Impairment is recognized when the carrying amount is not recoverable and exceeds the fair value of the asset or asset group. The impairment loss, if any, is measured as the amount by which the carrying amount exceeds fair value, which for this purpose is based upon the discounted projected future cash flows of the asset or asset group.
Derivative financial instruments
Derivative financial instruments
We use derivative financial instruments to manage foreign currency rate risk. We account for these instruments in accordance with ASC Topic 815, “Derivatives and Hedging” (Topic 815), which requires that every derivative instrument be recorded on the balance sheet as either an asset or liability measured at its fair value as of the reporting date. Topic 815 also requires that changes in our derivative financial instruments’ fair values be recognized in earnings; unless specific hedge accounting and documentation criteria are met (i.e., the instruments are accounted for as hedges). We recorded the effective portions of the gain or loss on derivative financial instruments that were designated as cash flow hedges in Accumulated other comprehensive income (loss), net of tax, in our accompanying Consolidated Balance Sheets. Any ineffective or excluded portion of a designated cash flow hedge, if applicable, was recognized in our Consolidated Statements of Income.
In Fiscal 2023, we entered into certain derivative financial instruments, a portion of which were designated as a net investment hedge. In accordance with Topic 815, we recorded the effective portion of the gain or loss on derivative financial instruments that were designated as a net investment hedge within our currency translation adjustment component of Accumulated other comprehensive income (loss), in our accompanying Consolidated Balance Sheets. Any ineffective or excluded portion of our net investment hedge, if applicable, is recognized in Interest and other related expense, net of our Consolidated Statements of Income. See Note 17 “Derivative Instruments and Hedging Activities” for more details.
Asset retirement obligations
Asset retirement obligations
We account for asset retirement obligations in accordance with ASC Topic 410, “Asset Retirement and Environmental Obligations” (Topic 410), which applies to certain obligations associated with “leasehold improvements” within our leased office facilities. Topic 410 requires that a liability be initially recognized for the estimated fair value of the obligation when it is incurred. The associated asset retirement cost is capitalized as part of the carrying amount of the long-lived asset and depreciated over the remaining life of the underlying asset and the associated liability is accreted to the estimated fair value of the obligation at the settlement date through periodic accretion charges which are generally recorded within General and administrative expense in our Consolidated Statements of Income. When the obligation is settled, any difference between the final cost and the recorded amount is recognized as income or loss on settlement in our Consolidated Statements of Income.
Revenue recognition
Revenue recognition
In accordance with ASC Topic 606, we account for a customer contract when we obtain written approval, the contract is committed, the rights of the parties, including the payment terms, are identified, the contract has commercial substance and consideration is probable of collection. Revenue is recognized when, or as, control of a promised product or service is transferred to our customers in an amount that reflects the consideration we expect to be entitled to in exchange for our products and services (at its transaction price). Estimates of variable consideration and the determination of whether to include estimated amounts in the transaction price are based on readily available information, which may include historical, current and forecasted information, taking into consideration the type of customer, the type of transaction and specific facts and circumstances of each arrangement. We report revenue net of any revenue-based taxes assessed by governmental authorities that are imposed on and concurrent with specific revenue producing transactions.
We have four revenue streams: cloud services and subscriptions, customer support, license, and professional service and other.
Cloud services and subscriptions revenue
Cloud services and subscriptions revenue 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 B2B 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. Our cloud arrangements can be broadly categorized as PaaS, SaaS, cloud subscriptions and managed services.
PaaS/ SaaS/ Cloud Subscriptions (collectively referred to here as cloud-based solutions): We offer cloud-based solutions that provide customers the right to access our software through the internet. Our cloud-based solutions represent a series of distinct services that are substantially the same and have the same pattern of transfer to the customer. These services are made available to the customer continuously throughout the contractual period. However, the extent to which the customer uses the services may vary at the customer’s discretion. The payment for cloud-based solutions may be received either at inception of the arrangement, or over the term of the arrangement.
These cloud-based solutions are considered to have a single performance obligation where the customer simultaneously receives and consumes the benefit, and as such we recognize revenue for these cloud-based solutions ratably over the term of the contractual agreement. For example, revenue related to cloud-based solutions that are provided on a usage basis, such as the number of users, is recognized based on a customer’s utilization of the services in a given period.
Additionally, a software license is present in a cloud-based solutions arrangement if all of the following criteria are met:
(i)The customer has the contractual right to take possession of the software at any time without significant penalty; and
(ii)It is feasible for the customer to host the software independent of us.
In these cases where a software license is present in a cloud-based solutions arrangement it is assessed to determine if it is distinct from the cloud-based solutions arrangement. The revenue allocated to the distinct software license would be recognized at the point in time the software license is transferred to the customer, whereas the revenue allocated to the hosting performance obligation would be recognized ratably on a monthly basis over the contractual term unless evidence suggests that revenue is earned, or obligations are fulfilled in a different pattern over the contractual term of the arrangement.
Managed services: We provide comprehensive B2B process outsourcing services for all day-to-day operations of a customers’ B2B integration program. Customers using these managed services are not permitted to take possession of our software and the contract is for a defined period, where customers pay a monthly or quarterly fee. Our performance obligation is satisfied as we provide services of operating and managing a customer’s EDI environment. Revenue relating to these services is recognized using an output method based on the expected level of service we will provide over the term of the contract.
As part of cloud services and subscription revenues, in connection with cloud subscription and managed service contracts, we often agree to perform a variety of services before the customer goes live, such as, converting and migrating customer data, building interfaces and providing training. These services are considered an outsourced suite of professional services which can involve certain project-based activities. These services can be provided at the initiation of a contract, during the implementation or on an ongoing basis as part of the customer life cycle. These services can be charged separately on a fixed fee or time and materials basis, or the costs associated may be recovered as part of the ongoing cloud subscription or managed services fee. These outsourced professional services are considered to be distinct from the ongoing hosting services and represent a separate performance obligation within our cloud subscription or managed services arrangements. The obligation to provide outsourced professional services is satisfied over time, with the customer simultaneously receiving and consuming the benefits as we
satisfy our performance obligations. For outsourced professional services, we recognize revenue by measuring progress toward the satisfaction of our performance obligation. Progress for services that are contracted for a fixed price is generally measured based on hours incurred as a portion of total estimated hours. As a practical expedient, when we invoice a customer at an amount that corresponds directly with the value to the customer of our performance to date, we recognize revenue at that amount.
Customer support revenue
Customer support revenue is associated with perpetual, term license and off-cloud subscription arrangements. As customer support is not critical to the customer’s ability to derive benefit from its right to use our software, customer support is considered as a distinct performance obligation when sold together in a bundled arrangement along with the software.
Customer support consists primarily of technical support and the provision of unspecified updates and upgrades on a when-and-if-available basis. Customer support for perpetual licenses is renewable, generally on an annual basis, at the option of the customer. Customer support for term and subscription licenses is renewable concurrently with such licenses for the same duration of time. Payments for customer support are generally made at the inception of the contract term or in installments over the term of the maintenance period. Our customer support team is ready to provide these maintenance services, as needed, to the customer during the contract term. As the elements of customer support are delivered concurrently and have the same pattern of transfer, customer support is accounted for as a single performance obligation. The customer benefits evenly throughout the contract period from the guarantee that the customer support resources and personnel will be available to them, and that any unspecified upgrades or unspecified future products developed by us will be made available. Revenue for customer support is recognized ratably over the contract period based on the start and end dates of the maintenance term, in line with how we believe services are provided.
License revenue
Our license revenue can be broadly categorized as perpetual licenses, term licenses and subscription licenses, all of which are deployed on the customer’s premises (off-cloud).
Perpetual licenses: We sell perpetual licenses which provide customers the right to use software for an indefinite period of time in exchange for a one-time license fee, which is generally paid at contract inception. Our perpetual licenses provide a right to use IP that is functional in nature and have significant stand-alone functionality. Accordingly, for perpetual licenses of functional IP, revenue is recognized at the point-in-time when control has been transferred to the customer, which normally occurs once software activation keys have been made available for download.
Term licenses and Subscription licenses: We sell both term and subscription licenses which provide customers the right to use software for a specified period in exchange for a fee, which may be paid at contract inception or paid in installments over the period of the contract. Like perpetual licenses, both our term licenses and subscription licenses are functional IP that have significant stand-alone functionality. Accordingly, for both term and subscription licenses, revenue is recognized at the point-in-time when the customer is able to use and benefit from the software, which is normally once software activation keys have been made available for download at the commencement of the term.
Professional service and other revenue
Our professional services, when offered along with software licenses, consist primarily of technical services and training services. Technical services may include installation, customization, implementation or consulting services. Training services may include access to online modules or delivering a training package customized to the customer’s needs. At the customer’s discretion, we may offer one, all, or a mix of these services. Payment for professional services is generally a fixed fee or is a fee based on time and materials. Professional services can be arranged in the same contract as the software license or in a separate contract.
As our professional services do not significantly change the functionality of the license and our customers can benefit from our professional services on their own or together with other readily available resources, we consider professional services as distinct within the context of the contract.
Professional service revenue is recognized over time so long as: (i) the customer simultaneously receives and consumes the benefits as we perform them, (ii) our performance creates or enhances an asset the customer controls as we perform, and (iii) our performance does not create an asset with alternative use and we have enforceable right to payment.
If all the above criteria are met, we use an input-based measure of progress for recognizing professional service revenue. For example, we may consider total labour hours incurred compared to total expected labour hours. As a practical expedient, when we invoice a customer at an amount that corresponds directly with the value to the customer of our performance to date, we will recognize revenue at that amount.
Material rights
To the extent that we grant our customer an option to acquire additional products or services in one of our arrangements, we will account for the option as a distinct performance obligation in the contract only if the option provides a material right to the customer that the customer would not receive without entering into the contract. For example, if we give the customer an option to acquire additional goods or services in the future at a price that is significantly lower than the current price, this would be a material right as it allows the customer to, in effect, pay in advance for the option to purchase future products or services. If a material right exists in one of our contracts, then revenue allocated to the option is deferred and we would recognize revenue only when those future products or services are transferred or when the option expires.
Based on history, our contracts do not typically contain material rights and when they do, the material right is not significant to our Consolidated Financial Statements.
Arrangements with multiple performance obligations
Our contracts generally contain more than one of the products and services listed above. Determining whether goods and services are considered distinct performance obligations that should be accounted for separately or as a single performance obligation may require judgment, specifically when assessing whether both of the following two criteria are met:
•the customer can benefit from the product or service either on its own or together with other resources that are readily available to the customer; and
•our promise to transfer the product or service to the customer is separately identifiable from other promises in the contract.
If these criteria are not met, we determine an appropriate measure of progress based on the nature of our overall promise for the single performance obligation.
If these criteria are met, each product or service is separately accounted for as a distinct performance obligation and the total transaction price is allocated to each performance obligation on a relative SSP basis.
Standalone selling price
The SSP reflects the price we would charge for a specific product or service if it were sold separately in similar circumstances and to similar customers. In most cases we can establish the SSP based on observable data. We typically establish a narrow SSP range for our products and services and assess this range on a periodic basis or when material changes in facts and circumstances warrant a review.
If the SSP is not directly observable, then we estimate the amount using either the expected cost plus a margin or residual approach. Estimating SSP requires judgment that could impact the amount and timing of revenue recognized. SSP is a formal process whereby management considers multiple factors including, but not limited to, geographic or regional specific factors, competitive positioning, internal costs, profit objectives, and pricing practices.
Transaction Price Allocation
In bundled arrangements, where we have more than one distinct performance obligation, we must allocate the transaction price to each performance obligation based on its relative SSP. However, in certain bundled arrangements, the SSP may not always be directly observable. For instance, in bundled arrangements with license and customer support, we allocate the transaction price between the license and customer support performance obligations using the residual approach because we have determined that the SSP for licenses in these arrangements are highly variable. We use the residual approach only for our license arrangements. When the SSP is observable but contractual pricing does not fall within our established SSP range, then an adjustment is required, and we will allocate the transaction price between license and customer support based on the relative SSP established for the respective performance obligations.
When two or more contracts are entered into at or near the same time with the same customer, we evaluate the facts and circumstances associated with the negotiation of those contracts. Where the contracts are negotiated as a package, we will account for them as a single arrangement and allocate the consideration for the combined contracts among the performance obligations accordingly.
Sales to resellers
We execute certain sales contracts through resellers, distributors and channel partners (collectively referred to as resellers). Typically, we conclude that the resellers are OpenText customers in our reseller agreements. The resellers have control over the pricing, service and products prior to being transferred to the end customer. We also assess the creditworthiness of each reseller and if they are newly formed, undercapitalized or in financial difficulty, we defer any revenues expected to
emanate from such reseller and recognize revenue only when cash is received, and all other revenue recognition criteria under ASC Topic 606 are met.
Rights of return and other incentives
We do not generally offer rights of return or any other incentives such as concessions, product rotation, or price protection and, therefore, do not provide for or make estimates of rights of return and similar incentives. However, we do offer consumers who purchase certain of our products online directly from us an unconditional full 70-day money-back guarantee. Distributors and resellers are also permitted to return the consumer products, subject to certain limitations. Revenue is reduced for such rights based on the estimate of future returns originating from contractual agreements with these customers.
Additionally, in some contracts, however, discounts may be offered to the customer for future software purchases and other additional products or services. Such arrangements grant the customer an option to acquire additional goods or services in the future at a discount and therefore are evaluated under guidance related to “material rights” as discussed above.
Other policies
Payment terms and conditions vary by contract type, although terms generally include a requirement of payment within 30 to 60 days of the invoice date. In certain arrangements, we will receive payment from a customer either before or after the performance obligation to which the invoice relates has been satisfied. As a practical expedient, we do not account for significant financing components if the period between when we transfer the promised good or service to the customer and when the customer pays for the product or service will be one year or less. On that basis, our contracts for license and maintenance typically do not contain a significant financing component, however, in determining the transaction price we consider whether we need to adjust the promised consideration for the effects of the time value of money if the timing of payments provides either the customer or OpenText with a significant benefit of financing. Our managed services contracts may not include an upfront charge for outsourced professional services performed as part of an implementation and are recovered through an ongoing fee. Therefore, these contracts may be expected to have a financing component associated with revenue being recognized in advance of billings.
We may modify contracts to offer customers additional products or services. The additional products and services will be considered distinct from those products or services transferred to the customer before the modification and will be accounted for as a separate contract. We evaluate whether the price for the additional products and services reflects the SSP adjusted as appropriate for facts and circumstances applicable to that contract. In determining whether an adjustment is appropriate, we evaluate whether the incremental consideration is consistent with the prices previously paid by the customer or similar customers.
Certain of our subscription services and product support arrangements generally contain performance response time guarantees. For subscription services arrangements, we estimate variable consideration using a portfolio approach because performance penalties are tied to standard response time requirements. For product support arrangements, we estimate variable consideration on a contract basis because such arrangements are customer-specific. For both subscription services and product support arrangements, we use an expected value approach to estimate variable consideration based on historical business practices and current and future performance expectations to determine the likelihood of incurring penalties.
Performance Obligations
A summary of our typical performance obligations and when the obligations are satisfied are as follows:
Performance ObligationWhen Performance Obligation is Typically Satisfied
Cloud services and subscriptions revenue:
Outsourced Professional Services
Managed Services / Ongoing Hosting / SaaS
As the services are provided (over time)
Over the contract term, beginning on the date that service is made available (i.e., “Go live”) to the customer (over time)
Customer support revenue:
When and if available updates and upgrades and technical supportRatable over the course of the service term (over time)
License revenue:
Software licenses (Perpetual, Term, Subscription)When software activation keys have been made available for download (point in time)
Professional service and other revenue:
Professional servicesAs the services are provided (over time)
Incremental Costs of Obtaining a Contract with a Customer
Incremental costs of obtaining a contract include only those costs that we incur to obtain a contract that we would not have incurred if the contract had not been obtained, such as sales commissions. We have determined that certain of our commission programs meet the requirements to be capitalized. Some commission programs are not subject to capitalization as the commission expense is paid and recognized as the related revenue is recognized. In assessing costs to obtain a contract, we apply a practical expedient that allows us to assess our incremental costs on a portfolio of contracts with similar characteristics instead of assessing the incremental costs on each individual contract. We do not expect the financial statement effects of applying this practical expedient to the portfolio of contracts to be materially different than if we were to apply the standard to each individual contract.
We pay commissions on the sale of new customer contracts as well as for renewals of existing contracts to the extent the renewals generate incremental revenue. Commissions paid on renewal contracts are limited to the incremental new revenue and therefore these payments are not commensurate with the commission paid on the original sale. We allocate commission costs to the performance obligations in an arrangement consistent with the allocation of the transaction price. Commissions allocated to the license performance obligation are expensed at the time the license revenue is recognized. Commissions allocated to professional service performance obligations are expensed as incurred, as these contracts are generally for one year or less and we apply a practical expedient to expense costs as incurred if the amortization period would have been one year or less. Commissions allocated to maintenance, managed services, on-going hosting arrangements or other recurring services, are capitalized and amortized consistent with the pattern of transfer to the customer of the services over the period expected to benefit from the commission payment. As commissions paid on renewals are not commensurate with the original sale, the period of benefit considers anticipated renewals. The benefit period is estimated to be approximately six years which is based on our customer contracts and the estimated life of our technology.
Expenses for incremental costs associated with obtaining a contract are recorded within Sales and marketing expense in the Consolidated Statements of Income.
Our short-term capitalized costs to obtain a contract are included in Prepaid expenses and other current assets, while our long-term capitalized costs to obtain a contract are included in Other assets on our Consolidated Balance Sheets.
Contract Balances
A contract asset, net of allowance for credit losses, will be recorded if we have recognized revenue but do not have an unconditional right to the related consideration from the customer. For example, this will be the case if implementation services offered in a cloud arrangement are identified as a separate performance obligation and are provided to a customer prior to us being able to bill the customer. In addition, a contract asset may arise in relation to subscription licenses if the license revenue that is recognized upfront exceeds the amount that we are able to invoice the customer at that time. Contract assets are reclassified to accounts receivable when the rights become unconditional.
Research and development costs
Research and development costs
Research and development costs internally incurred in creating computer software to be sold, licensed or otherwise marketed are expensed as incurred unless they meet the criteria for deferral and amortization, as described in ASC Topic 985-20, “Costs of Software to be Sold, Leased, or Marketed” (Topic 985-20). In accordance with Topic 985-20, costs related to research, design and development of products are charged to expense as incurred and capitalized between the dates that the product is considered to be technologically feasible and is considered to be ready for general release to customers. In our historical experience, the dates relating to the achievement of technological feasibility and general release of the product have substantially coincided. In addition, no significant costs are incurred subsequent to the establishment of technological feasibility. As a result, we do not capitalize any research and development costs relating to internally developed software to be sold, licensed or otherwise marketed.
Advertising Expenses
Advertising Expenses
Advertising costs, which include digital advertising, marketing programs and other promotional costs, are expensed as incurred.
Income taxes
Income taxes
We account for income taxes in accordance with ASC Topic 740, “Income Taxes” (Topic 740). Deferred tax assets and liabilities arise from temporary differences between the tax bases of assets and liabilities and their reported amounts in the Consolidated Financial Statements that will result in taxable or deductible amounts in future years. These temporary differences are measured using enacted tax rates. A valuation allowance is recorded to reduce deferred tax assets to the extent that we consider it is more likely than not that a deferred tax asset will not be realized. In determining the valuation allowance, we consider factors such as the reversal of deferred income tax liabilities, projected taxable income, and the character of income tax assets and tax planning strategies. A change to these factors could impact the estimated valuation allowance and income tax expense.
We account for our uncertain tax provisions by using a two-step approach. The first step is to evaluate the tax position for recognition by determining if the weight of the available evidence indicates it is more likely than not, based solely on the technical merits, that the position will be sustained on audit, including the resolution of related appeals or litigation processes, if any. The second step is to measure the appropriate amount of the benefit to recognize. The amount of benefit to recognize is
measured as the maximum amount which is more likely than not to be realized. The tax position is derecognized when it is no longer more likely than not that the position will be sustained on audit. On subsequent recognition and measurement, the maximum amount which is more likely than not to be recognized at each reporting date will represent the Company’s best estimate, given the information available at the reporting date, although the outcome of the tax position is not absolute or final. We recognize both accrued interest and penalties related to liabilities for income taxes within the Provision for income taxes line of our Consolidated Statements of Income
Equity investments
Equity investments
We invest in investment funds in which we are a limited partner. Our interests in each of these investees range from 4% to below 20%. These investments are accounted for using the equity method. Our share of net income or losses based on our interest in these investments, which approximates fair value, is recorded as a component of Other income, net in our Consolidated Statements of Income
Fair value of financial instruments
Fair value of financial instruments
Carrying amounts of certain financial instruments, including cash and cash equivalents, accounts receivable and accounts payable (trade and accrued liabilities) approximate the fair value due to the relatively short period of time between origination of the instruments and their expected realization.
The fair value of our Senior Notes is determined based on observable market prices and categorized as a Level 2 measurement. The carrying value of our other long-term debt facilities approximates the fair value since the interest rate is at market.
We apply the provisions of ASC Topic 820, “Fair Value Measurement” (Topic 820), to our available-for-sale financial assets and derivative financial instruments that we are required to carry at fair value pursuant to other accounting standards
Foreign currency
Foreign currency
Our Consolidated Financial Statements are presented in U.S. dollars. In general, the functional currency of our subsidiaries is the local currency. For each subsidiary, assets and liabilities denominated in foreign currencies are translated into U.S dollars at the exchange rates in effect at the balance sheet dates and revenues and expenses are translated at the average exchange rates prevailing during the previous month of the transaction. The effect of foreign currency translation adjustments are recorded as a component of Accumulated other comprehensive income (loss).
Restructuring charges
Restructuring charges
We record restructuring charges relating to contractual lease obligations, not accounted for under Topic 842, and other exit costs in accordance with ASC Topic 420, “Exit or Disposal Cost Obligations” (Topic 420). Topic 420 requires that a liability for a cost associated with an exit or disposal activity be recognized and measured initially at its fair value in the period in which the liability is incurred. In order to incur a liability pursuant to Topic 420, our management must have established and approved a plan of restructuring in sufficient detail. A liability for a cost associated with involuntary termination benefits is recorded when benefits have been communicated and a liability for a cost to terminate an operating lease or other contract is incurred, when the contract has been terminated in accordance with the contract terms or we have ceased using the right conveyed by the contract, such as vacating a leased facility not accounted for under Topic 842.
The recognition of restructuring charges requires us to make certain judgments regarding the nature, timing and amount associated with the planned restructuring activities, including estimating sub-lease income and the net recoverable amount of equipment to be disposed of. At the end of each reporting period, we evaluate the appropriateness of the remaining accrued balances
Loss Contingencies
Loss Contingencies
We are currently involved in various claims and legal proceedings. Quarterly, we review the status of each significant legal matter and evaluate such matters to determine how they should be treated for accounting and disclosure purposes in accordance with the requirements of ASC Topic 450-20, “Loss Contingencies” (Topic 450-20). Specifically, this evaluation process includes the centralized tracking and itemization of the status of all our disputes and litigation items, discussing the nature of any litigation and claim, including any dispute or claim that is reasonably likely to result in litigation, with relevant
internal and external counsel, and assessing the progress of each matter in light of its merits and our experience with similar proceedings under similar circumstances.
If the potential loss from any claim or legal proceeding is considered probable and the amount can be reasonably estimated, we accrue a liability for the estimated loss in accordance with Topic 450-20. As of the date of this Annual Report on Form 10-K, the aggregate of such accrued liabilities was not material to our consolidated financial position or results of operations and we do not believe as of the date of this filing that it is reasonably possible that a loss exceeding the amounts already recognized will be incurred that would be material to our consolidated financial position or results of operations. As described more fully below, we are unable at this time to estimate a possible loss or range of losses in respect of certain disclosed matters
Net income per share
Net income per share
Basic net income per share is computed using the weighted average number of Common Shares outstanding including contingently issuable shares where the contingency has been resolved. Diluted net income per share is computed using the weighted average number of Common Shares and stock equivalents outstanding using the treasury stock method during the year. For periods in which we incur a net loss, our outstanding Common Share equivalents are not included in the calculation of diluted earnings (loss) per share as their effect is antidilutive. Accordingly, basic and diluted net loss per share for those periods are identical.
Share-based payment
Share-based payment
We measure share-based compensation costs, in accordance with ASC Topic 718, “Compensation - Stock Compensation” (Topic 718) on the grant date, based on the calculated fair value of the award. We have elected to treat awards with graded vesting as a single award when estimating fair value. Compensation cost is recognized on a straight-line basis over the employee requisite service period, which in our circumstances is the stated vesting period of the award, provided that total compensation cost recognized at least equals the pro-rata value of the award that has vested. Compensation cost is initially based on the estimated number of options for which the requisite service is expected to be rendered. This estimate is adjusted in the period once actual forfeitures are known
Accounting for Pensions, post-retirement and post-employment benefits
Accounting for Pensions, post-retirement and post-employment benefits
Pension expense is accounted for in accordance with ASC Topic 715, “Compensation-Retirement Benefits” (Topic 715). Pension expense consists of actuarially computed costs of pension benefits in respect of the current year of service, imputed returns on plan assets (for funded plans), imputed interest on pension obligations and amortization of actuarial gain/loss. The expected costs of post-retirement benefits, other than pensions, are accrued in the Consolidated Financial Statements based upon actuarial methods and assumptions.
The over-funded or under-funded status of defined benefit pension and other post-retirement plans are recognized as an asset or a liability (with the offset to Accumulated other comprehensive income (loss), net of tax, within Shareholders’ equity), respectively, on the Consolidated Balance Sheets. Actuarial gains or losses in excess of the greater of (i) 10% of the projected benefit obligation, or (ii) 10% of the plan assets, are recognized as a component of Other Comprehensive Income (Loss), net and subsequently amortized as a component of net periodic benefit costs over the weighted average of future working life of the plan’s active employees.
Held for Sale Classification
Held for Sale Classification
Assessments for held for sale accounting classification are performed by the Company when events or changes in business circumstances indicate that a change in classification may be necessary. The Company classifies assets and liabilities to be disposed of as held for sale in the period in which they are available for immediate sale in their present condition and when the sale is probable and expected to be completed within one year. Assets and liabilities classified as held for sale are presented separately within current assets and liabilities in our Consolidated Balance Sheets and are measured at the lower of their carrying amount or fair value less costs to sell. Further, the Company ceases to record depreciation and amortization expense on assets that are classified as held for sale.
Accounting Pronouncements Adopted in Fiscal 2024
Accounting Pronouncements Adopted in Fiscal 2024
During Fiscal 2024, we adopted the following Accounting Standards Updates (ASU):
Supplier Financing Program Obligations
In September 2022, the Financial Accounting Standards Board (FASB) issued ASU 2022-04 “Liabilities-Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations.” This standard requires companies that participate in supplier finance programs in connection with the procurement of goods or services to disclose quantitative and qualitative information about the programs. We adopted this ASU as of July 1, 2023, which did not have a material impact on our Consolidated Financial Statements and related disclosures, as we had no material supplier finance program obligations as of June 30, 2024.
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BASIS OF PRESENTATION (Tables)
 12 Months Ended
Jun. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Schedule of Fiscal Year Terms
The following Fiscal Year terms are used throughout this Annual Report on Form 10-K:
Fiscal YearBeginning DateEnding Date
Fiscal 2026
July 1, 2025
June 30, 2026
Fiscal 2025
July 1, 2024
June 30, 2025
Fiscal 2024
July 1, 2023
June 30, 2024
Fiscal 2023
July 1, 2022
June 30, 2023
Fiscal 2022
July 1, 2021
June 30, 2022
Fiscal 2021
July 1, 2020
June 30, 2021
Fiscal 2020
July 1, 2019
June 30, 2020
Fiscal 2019
July 1, 2018
June 30, 2019
Fiscal 2018
July 1, 2017
June 30, 2018
Fiscal 2017
July 1, 2016
June 30, 2017
Fiscal 2016
July 1, 2015
June 30, 2016
Fiscal 2015
July 1, 2014
June 30, 2015
Fiscal 2014
July 1, 2013
June 30, 2014
Fiscal 2013
July 1, 2012
June 30, 2013
Fiscal 2012
July 1, 2011
June 30, 2012
v3.24.2.u1
ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS (Tables)
 12 Months Ended
Jun. 30, 2024
Accounting Policies [Abstract]  
Schedule of Components of Property and Equipment by Type The following represents the estimated useful lives of property and equipment as of June 30, 2024:
Furniture, equipment and other
5 to 15 years
Computer hardware
3 to 5 years
Computer software
3 to 7 years
Capitalized software development costs
3 to 5 years
Leasehold improvements
Lesser of the lease term or 5 years
Building
40 years
 As of June 30, 2024
 CostAccumulated
Depreciation		Net
Computer hardware$423,689 $(281,331)$142,358 
Computer software201,942 (161,726)40,216 
Capitalized software development costs250,941 (153,285)97,656 
Leasehold improvements128,787 (94,605)34,182 
Land and buildings59,472 (19,333)40,139 
Furniture, equipment and other54,083 (40,894)13,189 
Total$1,118,914 $(751,174)$367,740 
 
 As of June 30, 2023
 CostAccumulated
Depreciation		Net
Computer hardware$386,400 $(254,131)$132,269 
Computer software178,899 (135,123)43,776 
Capitalized software development costs216,762 (122,730)94,032 
Leasehold improvements123,607 (94,721)28,886 
Land and buildings62,041 (18,020)44,021 
Furniture, equipment and other55,741 (41,821)13,920 
Total$1,023,450 $(666,546)$356,904 
v3.24.2.u1
REVENUES (Tables)
 12 Months Ended
Jun. 30, 2024
Revenue from Contract with Customer [Abstract]  
Schedule of Disaggregation of Revenue The following tables disaggregate our revenue by significant geographic area, based on the location of our direct end customer, by type of performance obligation and timing of revenue recognition for the periods indicated:
Year Ended June 30,
202420232022
Total Revenues by Geography:
Americas (1)
$3,341,881 $2,785,003 $2,187,629 
EMEA (2)
1,878,470 1,310,016 1,026,201 
Asia Pacific (3)
549,226 389,961 280,014 
Total revenues$5,769,577 $4,484,980 $3,493,844 
Total Revenues by Type of Performance Obligation:
Recurring revenues (4)
Cloud services and subscriptions revenue
$1,820,524 $1,700,433 $1,535,017 
Customer support revenue
2,713,297 1,915,020 1,330,965 
Total recurring revenues
$4,533,821 $3,615,453 $2,865,982 
License revenue (perpetual, term and subscriptions)834,162 539,026 358,351 
Professional service and other revenue401,594 330,501 269,511 
Total revenues$5,769,577 $4,484,980 $3,493,844 
Total Revenues by Timing of Revenue Recognition:
Point in time$834,162 $539,026 $358,351 
Over time (including professional service and other revenue)$4,935,415 $3,945,954 $3,135,493 
Total revenues$5,769,577 $4,484,980 $3,493,844 
______________________
(1)Americas consists of countries in North, Central and South America.
(2)EMEA consists of countries in Europe, the Middle East and Africa.
(3)Asia Pacific primarily consists of Japan, Australia, China, Korea, Philippines, Singapore, India and New Zealand.
(4)Recurring revenue is defined as the sum of Cloud services and subscriptions revenue and Customer support revenue.
Schedule of Contract Balances
The balance for our contract assets and contract liabilities (i.e., deferred revenues) for the periods indicated below were as follows:
As of June 30, 2024
As of June 30, 2023
Short-term contract assets
$66,450 $71,196 
Long-term contract assets
$38,684 $64,553 
Short-term deferred revenues
$1,521,416 $1,721,781 
Long-term deferred revenues
$162,401 $217,771 
Schedule of Incremental Costs of Obtaining a Contract with a Customer The following table summarizes the changes in total capitalized costs to obtain a contract, since June 30, 2021:
Capitalized costs to obtain a contract as of June 30, 2021
$72,900 
New capitalized costs incurred39,852 
Amortization of capitalized costs(26,255)
Impact of foreign exchange rate changes
(3,935)
Capitalized costs to obtain a contract as of June 30, 2022
82,562 
New capitalized costs incurred47,305 
Amortization of capitalized costs(33,269)
Impact of foreign exchange rate changes
609 
Capitalized costs to obtain a contract as of June 30, 2023
97,207 
New capitalized costs incurred60,507 
Amortization of capitalized costs(44,016)
Impact of foreign exchange rate changes(246)
Divestiture of AMC business (Note 19)
(3,964)
Capitalized costs to obtain a contract as of June 30, 2024
$109,488 
v3.24.2.u1
ALLOWANCE FOR CREDIT LOSSES (Tables)
 12 Months Ended
Jun. 30, 2024
Credit Loss [Abstract]  
Schedule of Activity for Allowance for Credit Losses
The following illustrates the activity in our allowance for credit losses on accounts receivable:
Balance as of June 30, 2021
$22,151 
Credit loss expense (recovery)
(1,913)
Write-off/adjustments
(3,765)
Balance as of June 30, 2022
$16,473 
Credit loss expense (recovery)(2,007)
Write-off/adjustments
(638)
Balance as of June 30, 2023
$13,828 
Credit loss expense (recovery)8,622 
Write-off/adjustments
(9,196)
Divestiture of AMC business (Note 19)
(1,146)
Balance as of June 30, 2024
$12,108 
v3.24.2.u1
PROPERTY AND EQUIPMENT (Tables)
 12 Months Ended
Jun. 30, 2024
Property, Plant and Equipment [Abstract]  
Schedule of Components of Property and Equipment by Type The following represents the estimated useful lives of property and equipment as of June 30, 2024:
Furniture, equipment and other
5 to 15 years
Computer hardware
3 to 5 years
Computer software
3 to 7 years
Capitalized software development costs
3 to 5 years
Leasehold improvements
Lesser of the lease term or 5 years
Building
40 years
 As of June 30, 2024
 CostAccumulated
Depreciation		Net
Computer hardware$423,689 $(281,331)$142,358 
Computer software201,942 (161,726)40,216 
Capitalized software development costs250,941 (153,285)97,656 
Leasehold improvements128,787 (94,605)34,182 
Land and buildings59,472 (19,333)40,139 
Furniture, equipment and other54,083 (40,894)13,189 
Total$1,118,914 $(751,174)$367,740 
 
 As of June 30, 2023
 CostAccumulated
Depreciation		Net
Computer hardware$386,400 $(254,131)$132,269 
Computer software178,899 (135,123)43,776 
Capitalized software development costs216,762 (122,730)94,032 
Leasehold improvements123,607 (94,721)28,886 
Land and buildings62,041 (18,020)44,021 
Furniture, equipment and other55,741 (41,821)13,920 
Total$1,023,450 $(666,546)$356,904 
v3.24.2.u1
LEASES (Tables)
 12 Months Ended
Jun. 30, 2024
Leases [Abstract]  
Schedule of Assets And Liabilities, Lessee
The following illustrates the Consolidated Balance Sheets information related to leases:
As of June 30, 2024As of June 30, 2023
Operating LeasesBalance Sheet Location
Operating lease right of use assetsOperating lease right of use assets$219,774 $285,723 
Operating lease liabilities (current)Operating lease liabilities$76,446 $91,425 
Operating lease liabilities (noncurrent)Long-term operating lease liabilities218,174 271,579 
Total operating lease liabilities$294,620 $363,004 
Finance Leases
Finance lease receivables (current)Prepaid expenses and other current assets$4,031 $6,362 
Finance lease receivables (noncurrent)Other assets2,329 5,515 
Total finance lease receivables$6,360 $11,877 
Finance lease liabilities (current)Accounts payable and accrued liabilities$3,173 $5,281 
Finance lease liabilities (noncurrent)Accrued liabilities2,327 5,500 
Total finance lease liabilities$5,500 $10,781 
Schedule of Lease Costs and Other Information
The weighted average remaining lease term and discount rate for the periods indicated below were as follows:
As of June 30, 2024As of June 30, 2023
Weighted-average remaining lease term
Operating leases5.13 years5.62 years
Finance leases1.85 years2.40 years
Weighted-average discount rate
Operating leases5.00 %4.66 %
Finance leases5.47 %5.60 %
The following illustrates the various components of lease costs for the period indicated:
Year Ended June 30,
202420232022
Operating lease cost$90,383 $72,977 $62,401 
Short-term lease cost2,920 4,195 687 
Variable lease cost5,084 3,488 2,694 
Sublease income(12,941)(12,518)(10,008)
Total lease cost$85,446 $68,142 $55,774 
The following table presents supplemental information relating to cash flows arising from lease transactions. Cash payments made for variable lease costs and short-term leases are not included in the measurement of lease liabilities, and, as such, are excluded from the amounts below:
Year Ended June 30,
202420232022
Cash paid for amounts included in the measurement of lease liabilities:
Operating leases$109,708 $93,556 $70,611 
Finance leases$5,722 $2,473 $— 
Right of use assets obtained in exchange for new lease liabilities:
Operating leases (1) (2)
$30,869 $29,551 $39,155 
___________________________
(1)The year ended June 30, 2023 excludes the impact of $129.7 million of right of use assets obtained through the Micro Focus Acquisition. See Note 19 “Acquisitions and Divestitures” for further details including the finalization of the purchase price allocation for the Micro Focus Acquisition.
(2)The year ended June 30, 2022 excludes the impact of $8.1 million of right of use assets obtained through the acquisition of Zix Corporation. See Note 19 “Acquisitions and Divestitures” for further details including the finalization of the purchase price allocation.
Schedule of Maturity of Lease Liabilities
The following table presents the future minimum lease payments under our lease liabilities as of June 30, 2024:
Fiscal years ending June 30,Operating LeasesFinance Leases
2025$88,768 $3,367 
202671,209 1,939 
202758,163 459 
202844,680 — 
202925,025 — 
Thereafter43,439 — 
Total lease payments$331,284 $5,765 
Less: Imputed interest(36,664)(265)
Total$294,620 $5,500 
v3.24.2.u1
GOODWILL (Tables)
 12 Months Ended
Jun. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Changes in Carrying Amount of Goodwill The following table summarizes the changes in goodwill:
Balance as of June 30, 2022
$5,244,653 
Acquisition of Micro Focus (Note 19)
3,417,635 
Acquisition of Zix Corporation (Note 19) (1)
4,878 
Impact of foreign exchange rate changes(4,563)
Balance as of June 30, 2023
8,662,603 
Acquisition of Micro Focus (Note 19) (2)
(32,063)
Divestiture of AMC business (Note 19)
(1,139,403)
Other acquisitions (Note 19)
4,649 
Impact of foreign exchange rate changes(7,419)
Balance as of June 30, 2024
$7,488,367 
______________________
(1)Adjustments relate to the measurement period, which closed on December 23, 2022.
(2)Adjustments relate to the measurement period, which closed on February 1, 2024.
v3.24.2.u1
ACQUIRED INTANGIBLE ASSETS (Tables)
 12 Months Ended
Jun. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Acquired Intangibles by Asset Class
As of June 30, 2024
Cost (1)
Accumulated Amortization (1)
Net (1)
Technology assets$1,153,457 $(342,528)$810,929 
Customer assets2,762,371 (1,087,036)1,675,335 
Total$3,915,828 $(1,429,564)$2,486,264 
As of June 30, 2023
CostAccumulated AmortizationNet
Technology assets$1,815,260 $(385,868)$1,429,392 
Customer assets3,691,252 (1,039,765)2,651,487 
Total$5,506,512 $(1,425,633)$4,080,879 
______________________
(1)Excludes technology and customer intangible net assets with cost of $432.1 million and $610.2 million respectively, accumulated amortization of $48.6 million and $62.9 million respectively, and net book value of $383.5 million and $547.3 million, respectively, disposed of as part of the AMC Divestiture. See Note 19 “Acquisitions and Divestitures” for more details.
Schedule of Estimated Future Amortization Expense
The following table shows the estimated future amortization expense for the fiscal years indicated. This calculation assumes no future adjustments to acquired intangible assets:
Fiscal years ending June 30,
2025$510,452 
2026467,124 
2027396,817 
2028379,177 
2029283,144 
2030 and Thereafter
449,550 
Total$2,486,264 
v3.24.2.u1
PREPAID EXPENSES AND OTHER ASSETS (Tables)
 12 Months Ended
Jun. 30, 2024
Other Assets [Abstract]  
Schedule of Components of Prepaid Expenses and Other Assets
Prepaid expenses and other current assets:
As of June 30, 2024
As of June 30, 2023
Deposits and restricted cash$4,142 $2,621 
Capitalized costs to obtain a contract44,577 39,685 
Short-term prepaid expenses and other current assets192,065 175,879 
Derivative asset (1)
2,127 3,547 
Total$242,911 $221,732 
______________________
(1)Represents the asset related to our derivative instrument activity. See Note 17 “Derivative Instruments and Hedging Activities” for more details.
Other assets:
As of June 30, 2024
As of June 30, 2023
Deposits and restricted cash$20,063 $20,418 
Capitalized costs to obtain a contract64,911 57,522 
Investments124,168 147,974 
Available-for-sale financial assets40,541 39,858 
Long-term prepaid expenses and other long-term assets48,598 76,546 
Total$298,281 $342,318 
v3.24.2.u1
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Tables)
 12 Months Ended
Jun. 30, 2024
Accounts Payable and Accrued Liabilities [Abstract]  
Schedule of Current Liabilities
Accounts payable and accrued liabilities:
 
As of June 30, 2024As of June 30, 2023
Accounts payable—trade$151,202 $162,720 
Accrued salaries, incentives and commissions267,991 333,543 
Accrued liabilities262,190 239,817 
Accrued sales and other tax liabilities21,167 25,439 
Derivative liability (1)
159,234 161,191 
Accrued interest on long-term debt38,670 37,563 
Amounts payable in respect of restructuring and other special charges22,489 30,073 
Asset retirement obligations8,173 5,915 
Total$931,116 $996,261 
______________________
(1)Represents the liability related to our derivative instrument activity (see Note 17 “Derivative Instruments and Hedging Activities” for more details)
Schedule of Long-Term Accrued Liabilities
Long-term accrued liabilities: 
As of June 30, 2024As of June 30, 2023
Amounts payable in respect of restructuring and other special charges$9,682 $8,875 
Other accrued liabilities15,390 17,749 
Asset retirement obligations21,411 25,337 
Total$46,483 $51,961 
v3.24.2.u1
LONG-TERM DEBT (Tables)
 12 Months Ended
Jun. 30, 2024
Debt Disclosure [Abstract]  
Schedule of Long-Term Debt
As of June 30, 2024As of June 30, 2023
Total debt
Senior Notes 2031$650,000 $650,000 
Senior Notes 2030900,000 900,000 
Senior Notes 2029850,000 850,000 
Senior Notes 2028900,000 900,000 
Senior Secured Notes 20271,000,000 1,000,000 
Term Loan B— 947,500 
Acquisition Term Loan2,221,225 3,567,075 
Revolver— 275,000 
Total principal payments due6,521,225 9,089,575 
Unamortized debt discount and issuance costs (1) (2)
(128,432)(206,629)
Total amount outstanding6,392,793 8,882,946 
Less:
Current portion of long-term debt
Term Loan B— 10,000 
Acquisition Term Loan35,850 35,850 
Revolver— 275,000 
Total current portion of long-term debt35,850 320,850 
Non-current portion of long-term debt$6,356,943 $8,562,096 
______________________
(1)During the year ended June 30, 2024, we recorded $3.5 million of debt issuance costs, related to the amendment of the Revolver (as defined below) and the modification of the Acquisition Term Loan (as defined below) (year ended June 30, 2023—$185.6 million of debt discount and issuance costs related to the issuance of Senior Secured Notes 2027 and Acquisition Term Loan, each as defined below).
(2)During the year ended June 30, 2024, we recognized a loss on debt extinguishment of $56.4 million related to the acceleration and recognition of unamortized debt discount and issuance costs related to the optional repayments of the Acquisition Term Loan and Term Loan B (as defined below) in Fiscal 2024.
v3.24.2.u1
PENSION PLANS AND OTHER POST RETIREMENT BENEFITS (Tables)
 12 Months Ended
Jun. 30, 2024
Retirement Benefits [Abstract]  
Schedule of Defined Benefit Plan and Long-Term Employee Benefit Obligations
The following tables provides the details of the funded status of our defined benefit pension and other post-retirement plans:
As of June 30, 2024As of June 30, 2023
Plan assets$217,324 $208,363 
Projected benefit obligations(349,427)(339,179)
Funded status$(132,103)$(130,816)
The following tables provides details of the net benefit obligations of our defined benefit pension and other post-retirement plans:
As of June 30, 2024As of June 30, 2023
Current portion of benefit obligation(1)
$4,848 $4,504 
Non-current portion of benefit obligation127,255 126,312 
Total $132,103 $130,816 
______________________
(1) The current portion of the benefit obligation has been included within “Accrued salaries, incentives and commissions,” all within Accounts payable and accrued liabilities in the Consolidated Balance Sheets (see Note 10 “Accounts Payable and Accrued Liabilities” for more details).
Schedule of Changes in Benefit Obligation of Defined Benefit Plan
The following tables provides the details of the change in the benefit obligation and plan assets for the periods indicated: 
As of June 30, 2024As of June 30, 2023
Benefit obligation—beginning of fiscal year$339,179 $115,591 
Service cost11,073 6,921 
Interest cost12,345 7,091 
Benefits paid(3,204)(3,293)
Company contributions(3,849)20 
Employee contributions2,007 1,393 
Plan settlement(7,089)(2,789)
Plan amendment1,501 (221)
Net transfers (228)205,556 
Actuarial (gain) loss3,412 6,199 
Foreign exchange (gain) loss(5,720)2,711 
Benefit obligation—end of period349,427 339,179 
Less: Current portion4,848 4,504 
Non-current portion of benefit obligation$344,579 $334,675 
As of June 30, 2024As of June 30, 2023
Plan assets—beginning of fiscal year$208,363 $52,111 
Benefit payments from plan assets(2,520)(325)
Expected return on plan assets11,400 5,502 
Return on plan assets3,973 (3,174)
Company contributions3,454 3,522 
Employee contributions2,007 1,515 
Net transfers — 150,058 
Plan settlement
(7,089)(2,789)
Foreign exchange (gain) loss(2,264)1,943 
Plan assets—end of period$217,324 $208,363 
Schedule of Components of Net Pension Expense for Pension Plan
The following table provides details of net pension expense for the periods indicated:
 Year Ended June 30,
Pension expense:202420232022
Service cost$11,073 $6,921 $4,404 
Interest cost12,345 7,091 2,271 
Expected return of plan assets(11,400)(5,502)(1,299)
Amortization of actuarial (gains) losses643 246 1,008 
Settlement cost1,220 451 — 
Net pension expense$13,881 $9,207 $6,384 
Schedule of Amounts Recognized in Other Comprehensive Income
The following table provides details of amounts recognized in Other Comprehensive Income:
 Year Ended June 30,
202420232022
Net actuarial gain (loss)$1,598 $(9,017)$7,461 
Amortization of actuarial loss (gain)643 246 1,008 
Settlement cost and plan amendments(193)673 — 
Total recognized in other comprehensive income$2,048 $(8,098)$8,469 
Schedule of Defined Benefit Plans Disclosures
The following table provides details of the plan assets measured at fair value presented by asset category and fair value hierarchy for the periods indicated:
 As of June 30, 2024As of June 30, 2023
Level 1Level 2Level 3Total Level 1Level 2Level 3Total
Cash$2,444 $— $— $2,444 $2,924 $— $— $2,924 
Debt funds82,264 9,301 — 91,565 73,053 14,765 — 87,818 
Equity funds79,538 6,122 — 85,660 66,975 5,745 — 72,720 
Real estate funds4,438 70 4,771 9,279 235 72 6,420 6,727 
Other22,002 4,487 1,887 28,376 9,497 26,625 2,052 38,174 
Total$190,686 $19,980 $6,658 $217,324 $152,684 $47,207 $8,472 $208,363 
In determining the fair value of the defined benefit obligations as of June 30, 2024 and 2023, we used the following weighted-average key assumptions:
Year Ended June 30,
20242023
Assumptions:
Salary increases3.0 %2.9 %
Pension increases2.1 %2.1 %
Discount rate3.8 %3.9 %
Expected return on plan assets5.5 %5.8 %
Normal retirement age64 64 
Schedule of Anticipated Pension Payments Under Pension Plan
Anticipated pension payments under the defined benefit plans for the fiscal years indicated below are as follows:
Fiscal years ending June 30,
2025$18,425 
202614,087 
202716,443 
202818,112 
202919,805 
2030 to 2034115,117 
Total$201,989 
v3.24.2.u1
SHARE CAPITAL, OPTION PLANS AND SHARE-BASED PAYMENTS (Tables)
 12 Months Ended
Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Schedule of Share-based Compensation Costs
Share-based compensation expense for the periods indicated below is detailed as follows: 
 Year Ended June 30,
 202420232022
Stock options$18,167 $20,144 $17,091 
Performance Share Units (issued under LTIP)26,415 18,631 13,844 
Restricted Share Units (issued under LTIP)10,677 9,762 7,799 
Restricted Share Units (other)75,642 72,149 20,859 
Deferred Share Units (directors)3,162 4,036 3,993 
Employee Stock Purchase Plan6,016 5,580 5,970 
Total share-based compensation expense$140,079 $130,302 $69,556 
Schedule of Unrecognized Compensation Cost
A summary of unrecognized compensation cost for unvested shared-based payment awards is as follows: 
 As of June 30, 2024
 Unrecognized Compensation CostWeighted Average Recognition Period (years)
Stock Options (issued under Stock Option Plans)$41,261 2.5
Performance Share Units (issued under LTIP)42,486 1.7
Restricted Share Units (issued under LTIP)17,058 1.9
Restricted Share Units (other)66,999 1.6
Total unrecognized share-based compensation cost$167,804 
Schedule of Share-based Compensation, Stock Options, Outstanding Under Various Plans
A summary of stock options outstanding under our 2004 Stock Option Plan is set forth below.
2004 Stock Option Plan
Date of inceptionOct-04
EligibilityEligible employees, as determined by the Board of Directors
Options granted to date48,015,347
Options exercised to date(22,937,101)
Options cancelled to date(12,870,834)
Options outstanding12,207,412
Options available for issuance5,018,767
Termination grace periods
Immediately “for cause”; 90 days for any other reason; 180 days due to death
Vesting schedule
25% per year, unless otherwise specified
Exercise price range
$26.81 - $52.62
Expiration dates
7/5/2024 - 5/06/2031
Schedule of Option Activity
A summary of activity under our stock option plans for the year ended June 30, 2024 is as follows:
OptionsWeighted-
Average Exercise
Price		Weighted-
Average
Remaining
Contractual Term
(years)		Aggregate Intrinsic Value
($’000’s)
Outstanding at June 30, 2023
12,219,439 $38.44 4.68$62,473 
Granted2,148,780 36.55 
Exercised(944,092)33.21 
Forfeited or expired(1,216,715)38.46 
Outstanding at June 30, 2024
12,207,412 $38.51 4.31$6,142 
Exercisable at June 30, 2024
4,616,707 $41.22 2.93$280 
Schedule of Weighted-Average Fair Value of Options and Weighted-Average Assumptions Used
For the periods indicated, the weighted-average fair value of options and weighted-average assumptions estimated under the Black-Scholes option-pricing model were as follows:
 Year Ended June 30,
 202420232022
Weighted–average fair value of options granted$9.00 $6.75 $9.02 
Weighted-average assumptions used:
Expected volatility30.46 %28.73 %26.39 %
Risk–free interest rate4.44 %3.98 %1.15 %
Expected dividend yield2.73 %3.07 %1.78 %
Expected life (in years)4.264.204.15
Forfeiture rate (based on historical rates)7 %7 %7 %
Average exercise share price$36.55 $31.13 $48.20 
For the periods in which performance options were granted, as indicated, the weighted-average fair value of performance options and weighted-average assumptions estimated under the Monte Carlo pricing model were as follows:
Year Ended June 30,
 202420232022
Weighted–average fair value of options granted$— $8.09 $— 
Derived service period (in years)—1.70—
Weighted-average assumptions used:
Expected volatility— %26.00 %— %
Risk–free interest rate— %3.21 %— %
Expected dividend yield— %2.00 %— %
Average exercise share price$— $31.89 $— 
Schedule of Non Option Award Activity
A summary of activity under our performance share units issued under the LTIP for the year ended June 30, 2024 is as follows:
UnitsWeighted-Average
Grant Date Fair Value		Weighted-
Average
Remaining
Contractual Term
(years)		Aggregate Intrinsic Value
($’000’s)
Outstanding at June 30, 2023
1,013,385 $61.64 1.75$42,106 
Granted (1)
1,006,609 51.13 
Vested (1)
(240,741)61.23 
Forfeited or expired(174,137)55.64 
Outstanding at June 30, 2024
1,605,116 $56.09 1.70$48,218 
______________________
(1)PSUs are earned based on market or performance conditions and the actual number of PSUs earned, if any, is dependent upon performance and may range from 0 to 200 percent.
Schedule of Weighted Average Assumptions, Fair Value and Intrinsic Value
For the periods indicated, the weighted-average fair value of market based PSUs issued under LTIP, and weighted-average assumptions estimated under the Monte Carlo pricing model were as follows:
 Year Ended June 30,
 202420232022
Weighted–average fair value of performance share units granted
$21.17 - $59.48
$43.10 - $55.06
$69.78 - $75.15
Weighted-average assumptions used:
Expected volatility28.05 %29.00 %28.00 %
Risk–free interest rate
4.38% - 4.95%
3.13% - 3.39%
0.45% - 0.71%
Expected dividend yield— %— %
1.7% - 1.8%
Expected life (in years)3.003.113.10
Forfeiture rate (based on historical rates)7 %7 %7 %
Weighted–average fair value of performance share units vested$— $41.75 $30.39 
Aggregate intrinsic value of performance share units vested ($ in ‘000’s)$— $6,216 $10,370 
For the periods indicated, the weighted-average fair value and aggregate intrinsic value of RSUs (issued under LTIP) were as follows:
 Year Ended June 30,
 202420232022
Weighted–average fair value of restricted share units granted$35.07 $38.82 $49.91 
Weighted–average fair value of restricted share units vested$43.40 $36.83 $37.36 
Aggregate intrinsic value of restricted share units vested ($ in ‘000’s)
$9,093 $3,947 $9,139 
For the periods indicated, the weighted-average fair value and intrinsic value of RSUs (other) were as follows:
 Year Ended June 30,
 202420232022
Weighted–average fair value of restricted share units granted$38.04 $30.46 $44.81 
Weighted–average fair value of restricted share units vested$40.94 $36.33 $45.73 
Aggregate intrinsic value of restricted share units vested ($ in ‘000’s)
$62,821 $15,755 $7,406 
For the periods indicated, the weighted-average fair value and intrinsic value of DSUs were as follows:
 Year Ended June 30,
 202420232022
Weighted–average fair value of deferred share units granted$38.43 $29.72 $50.04 
Weighted–average fair value of deferred share units vested$36.81 $32.44 $41.24 
Aggregate intrinsic value of deferred share units vested ($ in ‘000’s)
$1,461 $1,565 $4,133 
Schedule of Restricted Stock Activity
A summary of activity under our RSUs issued under the LTIP for the year ended June 30, 2024 is as follows:
UnitsWeighted-Average
Grant Date Fair Value		Weighted-
Average
Remaining
Contractual Term
(years)		Aggregate Intrinsic Value
($’000’s)
Outstanding at June 30, 2023
774,360 $42.83 1.68$32,175 
Granted535,801 35.07 
Vested(223,577)43.40 
Forfeited or expired(130,259)39.23 
Outstanding at June 30, 2024
956,325 $39.61 1.77$28,728 
A summary of activity under our RSUs (other) issued for the year ended June 30, 2024 is as follows:
UnitsWeighted-Average
Grant Date Fair Value		Weighted-
Average
Remaining
Contractual Term
(years)		Aggregate Intrinsic Value
($’000’s)
Outstanding at June 30, 2023
5,310,595 $36.43 1.97$220,655 
Granted1,419,810 38.04 
Vested(1,576,565)40.94 
Forfeited or expired(597,885)35.76 
Outstanding at June 30, 2024
4,555,955 $35.87 1.79$136,861 
Schedule of Nonvested Share Activity
A summary of activity under our deferred share units issued for the year ended June 30, 2024 is as follows:
UnitsWeighted-Average
Price		Weighted-
Average
Remaining
Contractual Term
(years)		Aggregate Intrinsic Value
($’000’s)
Outstanding at June 30, 2023 (1)
994,568 $29.98 0.36$41,324 
Granted (2)
87,903 38.43 
Outstanding at June 30, 2024 (2)
1,082,471 $30.67 0.42$32,517 
______________________
(1)    Includes 90,906 unvested DSUs.
(2)    Includes 47,871 unvested DSUs.
v3.24.2.u1
GUARANTEES AND CONTINGENCIES (Tables)
 12 Months Ended
Jun. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
Schedule of Contractual Obligations
We have entered into the following contractual obligations with minimum payments for the indicated fiscal periods as follows:
 Payments due between
 TotalJuly 1, 2024 - June 30, 2025July 1, 2025 - June 30, 2027July 1, 2027 - June 30, 2029July 1, 2029 and beyond
Long-term debt obligations (1)
$8,420,561 $406,261 $804,257 $2,555,304 $4,654,739 
Purchase obligations for contracts not accounted for as lease obligations (2)
340,765 181,003 159,762 — — 
$8,761,326 $587,264 $964,019 $2,555,304 $4,654,739 
______________________
(1)Includes interest up to maturity and principal payments. See Note 11 “Long-Term Debt” for more details.
(2)For contractual obligations relating to leases and purchase obligations accounted for under ASC Topic 842, see Note 6 “Leases” for more details.
v3.24.2.u1
INCOME TAXES (Tables)
 12 Months Ended
Jun. 30, 2024
Income Tax Disclosure [Abstract]  
Schedule of Effective Income Tax Rate Reconciliation
A reconciliation of the combined Canadian federal and provincial income tax rate with our effective income tax rate is as follows:
Year Ended June 30,
202420232022
Expected statutory rate26.50 %26.50 %26.50 %
Expected provision for income taxes$193,263 $58,653 $136,743 
Effect of foreign tax rate differences(18,338)(17,502)(4,578)
Change in valuation allowance71,328 16,218 (2,444)
Effect of permanent differences11,864 17,281 (12,710)
Effect of changes in unrecognized tax benefits(4,570)857 8,130 
Effect of withholding taxes18,680 12,464 6,617 
Effect of tax credits(84,244)(45,596)(12,330)
Effect of accrual for undistributed earnings(12,421)5,804 (6,343)
Effect of U.S. BEAT
17,927 6,854 — 
Impact of internal reorganizations59,761 8,822 13,077 
Other items10,762 6,912 (7,410)
Provision for income taxes$264,012 $70,767 $118,752 
Schedule of Income before Income Tax, Domestic and Foreign
The following is a geographical breakdown of income before the provision for income taxes:
Year Ended June 30,
202420232022
Domestic income (loss)359,865 300,437 435,355 
Foreign income (loss)369,431 (79,104)80,656 
Income before income taxes$729,296 $221,333 $516,011 
Schedule of Components of Income Tax Expense (Benefit)
The provision for (recovery of) income taxes consisted of the following:
Year Ended June 30,
202420232022
Current income taxes (recoveries):
Domestic76,571 15,619 17,428 
Foreign329,712 204,708 137,412 
Total current income taxes (recoveries)406,283 220,327 154,840 
Deferred income taxes (recoveries):
Domestic17,205 17,461 54,867 
Foreign(159,476)(167,021)(90,955)
Total deferred income taxes (recoveries)(142,271)(149,560)(36,088)
Provision for income taxes$264,012 $70,767 $118,752 
Schedule of Deferred Tax Assets and Liabilities
The primary components of the deferred tax assets and liabilities are as follows, for the periods indicated below:
As of June 30,
20242023
Deferred tax assets
Non-capital loss carryforwards$750,895 $754,852 
Capital loss carryforwards13,221 13,512 
Interest expense carryforwards217,071 156,832 
Capitalized scientific research and development expenses416,126 343,308 
Restructuring costs and other reserves21,347 34,357 
Capitalized inventory and intangible expenses— 52,345 
Tax credits172,409 171,536 
Lease liabilities36,343 48,378 
Deferred revenue23,362 90,312 
Share-based compensation40,188 37,692 
Derivatives41,978 42,716 
Other88,901 50,272 
Total deferred tax asset$1,821,841 $1,796,112 
Valuation allowance(662,694)(605,926)
Deferred tax liabilities
Depreciation and amortization(233,219)(546,024)
Right of use assets(21,173)(31,933)
Other(120,730)(109,465)
Deferred tax liabilities$(375,122)$(687,422)
Net deferred tax asset$784,025 $502,764 
Comprised of:
Long-term assets932,657 926,719 
Long-term liabilities(148,632)(423,955)
Net deferred tax asset$784,025 $502,764 
Schedule of Unrecognized Tax Benefits Roll Forward
The aggregate changes in the balance of our gross unrecognized tax benefits (including interest and penalties) were as follows:
Unrecognized tax benefits as of June 30, 2022
$54,126 
Increases on account of current year positions8,118 
Increases on account of prior year positions (1)
138,062 
Decreases on account of prior year positions(2,086)
Decreases due to settlements with tax authorities(4,485)
Decreases due to lapses of statutes of limitations(15,007)
Unrecognized tax benefits as of June 30, 2023
$178,728 
Increases on account of current year positions4,074 
Increases on account of prior year positions16,558 
Decreases on account of prior year positions(3,338)
Decreases due to settlements with tax authorities(11,497)
Decreases due to lapses of statutes of limitations(4,160)
Unrecognized tax benefits as of June 30, 2024
$180,365 
______________________
(1)The increase in unrecognized tax benefits is primarily driven by the assumption of unrecognized tax benefits related to the Micro Focus Acquisition.
Schedule of Interest and Penalties Related to Liabilities for Income Tax Expense For the year ended June 30, 2024, 2023 and 2022, respectively, we recognized the following amounts as income tax-related interest expense and penalties:
Year Ended June 30,
202420232022
Interest expense (income)$7,778 $(1,922)$419 
Penalties expense964 (21)1,739 
Total$8,742 $(1,943)$2,158 
Schedule of Interest Accrued and Penalties Accrued Related to Income Tax Expense
The following amounts have been accrued on account of income tax-related interest expense and penalties:
As of June 30, 2024As of June 30, 2023
Interest expense accrued (1)
$19,976 $10,187 
Penalties accrued (1)
$4,295 $3,332 
______________________
(1)These balances are primarily included within Long-term income taxes payable within the Consolidated Balance Sheets.
v3.24.2.u1
FAIR VALUE MEASUREMENT (Tables)
 12 Months Ended
Jun. 30, 2024
Fair Value Disclosures [Abstract]  
Schedule of Fair Value of the Company’s Financial Instruments
The following table summarizes the fair value of the Company’s financial instruments as of June 30, 2024 and 2023:
Fair Value
Fair Value HierarchyJune 30, 2024June 30, 2023
Assets:
Available-for-sale financial assets (Note 9)
Level 2$15,603 $15,231 
Available-for-sale financial assets (Note 9)
Level 3$24,938 $24,627 
Derivative asset (Note 17)
Level 2$2,127 $3,547 
Liabilities:
Derivative liability (Note 17)
Level 2$(159,234)$(161,191)
Senior Notes (Note 11) (1)
Level 2$(4,006,771)$(3,827,888)
______________________
(1)Senior Notes are presented within the Consolidated Balance Sheets at amortized cost. See Note 11 “Long-Term Debt” for further details.
Schedule of Fair Value Assets Measured on Recurring Basis Unobservable Input Reconciliation
The following table provides a reconciliation of changes in the fair value of our Level 3 available-for-sale financial assets between June 30, 2023 and June 30, 2024.
Available-for-sale
financial assets
Balance as of June 30, 2023
$24,627 
Gain (loss) recognized in income311 
Balance as of June 30, 2024
$24,938 
v3.24.2.u1
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Tables)
 12 Months Ended
Jun. 30, 2024
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Schedule of Fair Value of Derivative Instruments in the Condensed Consolidated Balance Sheets
The fair values of outstanding derivative instruments are as follows:

As of
June 30, 2024		As of
June 30, 2023
InstrumentBalance Sheet LocationAssetLiabilityAssetLiability
Derivatives designated as hedges:
Cash flow hedgePrepaid expenses and other current assets (Accounts payable and accrued liabilities)$— $(828)$1,530 $— 
Net investment hedgePrepaid expenses and other current assets (Accounts payable and accrued liabilities)654 (88,186)596 (87,855)
Total derivatives designated as hedges:$654 $(89,014)$2,126 $(87,855)
Derivatives not designated as hedges:
Cross currency swap contractsPrepaid expenses and other current assets (Accounts payable and accrued liabilities)1,473 (70,220)1,421 (73,336)
Total derivatives not designated as hedges:$1,473 $(70,220)$1,421 $(73,336)
Total derivatives$2,127 $(159,234)$3,547 $(161,191)
The effects of gains (losses) from derivative instruments on our Consolidated Statements of Comprehensive Income is as follows:
Year Ended June 30,
InstrumentIncome Statement Location202420232022
Derivatives designated as hedges:
Cash flow hedgeOperating expenses$(1,312)$(3,702)$(507)
Net investment hedgeInterest and other related expense, net3,707 1,344 — 
Derivatives not designated as hedges:
Deal-contingent forward contract Other income (expense), net— 9,354 — 
Non-contingent forward contract Other income (expense), net— 9,052 — 
Cross currency swap contractsOther income (expense), net3,116 (9,779)— 
Cross currency swap contractsInterest and other related expense, net3,441 1,421 — 
Total$8,952 $7,690 $(507)
Schedule of Effects of the Cash Flow and Net Investment Hedges
The effects of the cash flow and net investment hedges on our Consolidated Statements of Comprehensive Income:
Year Ended June 30,
Consolidated Statements of Income and Consolidated Statements of Comprehensive Income Location
202420232022
Gain (loss) recognized in OCI (loss) on cash flow hedge (effective portion)Unrealized gain (loss) on cash flow hedge$(3,670)$(1,280)$(2,530)
Gain (loss) recognized in OCI (loss) on net investment hedge (effective portion)Net foreign currency translation adjustment$(331)$(32,347)$— 
Gain (loss) reclassified from AOCI into income (effective portion) - cash flow hedgeOperating expenses$(1,312)$(3,702)$(507)
Gain (loss) reclassified from AOCI into income (excluded from effectiveness testing) - net investment hedgeInterest and other related expense, net$2,244 $748 $— 
v3.24.2.u1
SPECIAL CHARGES (RECOVERIES) (Tables)
 12 Months Ended
Jun. 30, 2024
Restructuring, Settlement and Impairment Provisions [Abstract]  
Schedule of Restructuring Reserve
Special charges (recoveries) include costs and recoveries that relate to certain restructuring initiatives that we have undertaken from time to time under our various restructuring plans, as well as acquisition-related costs and other charges. 
 Year Ended June 30,
202420232022
Micro Focus Acquisition Restructuring Plan$74,267 $72,284 $— 
Fiscal 2022 Restructuring Plan340 6,744 25,778 
Other historical restructuring plans(593)(1,628)(3,892)
Divestiture-related costs
46,640 — — 
Acquisition-related costs2,036 48,941 6,872 
Other charges (recoveries)12,615 42,818 18,115 
Total$135,305 $169,159 $46,873 
A reconciliation of the beginning and ending restructuring liability, which is included within Accounts payable and accrued liabilities in our Consolidated Balance Sheets, for the year ended June 30, 2024 is shown below.
Micro Focus Acquisition Restructuring PlanWorkforce reductionFacility chargesTotal
Balance payable as of June 30, 2023
$25,816 $7,276 $33,092 
Accruals and adjustments37,889 17,209 55,098 
Cash payments(51,899)(4,417)(56,316)
Foreign exchange and other non-cash adjustments(41)(3,742)(3,783)
Balance payable as of June 30, 2024
$11,765 $16,326 $28,091 
A reconciliation of the beginning and ending restructuring liability, which is included within Accounts payable and accrued liabilities in our Consolidated Balance Sheets, for the year ended June 30, 2024 is shown below.
Fiscal 2022 Restructuring PlanWorkforce reductionFacility chargesTotal
Balance payable as of June 30, 2022
$989 $5,410 $6,399 
Accruals and adjustments3,729 1,387 5,116 
Cash payments(4,212)(3,199)(7,411)
Foreign exchange and other non-cash adjustments(9)(290)(299)
Balance payable as of June 30, 2023
$497 $3,308 $3,805 
Accruals and adjustments(159)411 252 
Cash payments(156)(1,431)(1,587)
Foreign exchange and other non-cash adjustments(7)307 300 
Balance payable as of June 30, 2024
$175 $2,595 $2,770 
v3.24.2.u1
ACQUISITIONS AND DIVESTITURES (Tables)
 12 Months Ended
Jun. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
Schedule of Divestiture of AMC Business
The following table presents the carrying amounts of major classes of assets and liabilities disposed of in the AMC Divestiture as of April 30, 2024:
AMC Assets
Accounts receivable trade, net of allowance for credit losses
$57,927 
Contract assets
10,355 
Prepaid expenses and other current assets
4,651 
Property and equipment
1,091 
Goodwill
1,139,403 
Acquired intangible assets
930,771 
Deferred tax assets
2,820 
Other assets
1,502 
Total AMC Assets
$2,148,520 
AMC Liabilities
Accounts payable and accrued liabilities
$11,166 
Deferred revenues
188,648 
Long-term accrued liabilities
8,128 
Pension liability, net
1,640 
Long-term operating lease liabilities
672 
Long-term deferred revenues
23,623 
Long-term income taxes payable
9,845 
Deferred tax liabilities
116,086 
Total AMC Liabilities
$359,808 
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed
The recognized amounts of identifiable assets acquired and liabilities assumed, based on their fair values as of January 31, 2023, are set forth below:
Cash and cash equivalents$541,584 
Accounts receivable, net of allowance for credit losses (1)
408,921 
Other current assets (3)
288,842 
Non-current tangible assets441,129 
Goodwill (2) (3)
3,385,572 
Intangible customer assets2,162,400 
Intangible technology assets1,392,300 
Accounts payable and accrued liabilities(473,635)
Deferred revenues(1,107,627)
Other liabilities (3)
(793,049)
Net Assets Acquired$6,246,437 
______________________
(1)The gross amount receivable was $418.2 million of which $9.3 million of this receivable was expected to be uncollectible.
(2)The goodwill of $3.4 billion is primarily attributable to the synergies expected to arise after the acquisition. There is $67.3 million of goodwill that is deductible for tax purposes.
(3)Current period purchase price allocation adjustments of $32.1 million for the year ended June 30, 2024, were primarily driven by changes in other current assets and other liabilities related to adjustments of pre-acquisition other current assets and deferred tax liabilities.
The recognized amounts of identifiable assets acquired, and liabilities assumed, based on their fair values as of December 23, 2021, are set forth below:
Current assets (inclusive of cash acquired of $38.3 million)
$71,527 
Non-current tangible assets13,450 
Intangible customer assets212,400 
Intangible technology assets92,650 
Liabilities assumed(81,476)
Total identifiable net assets308,551 
Goodwill585,910 
Net assets acquired$894,461 
Schedule of Unaudited Pro Forma Information
The amount of Micro Focus’ revenues and net loss included in our Consolidated Statements of Income for the year ended June 30, 2023 is set forth below:
February 1, 2023 – June 30, 2023
Revenues$976,537 
Net loss (1)
$(94,741)
______________________
(1)Net loss for the year ended includes one-time fees of approximately $82.9 million on account of special charges and $202.4 million of amortization charges relating to intangible assets.
The unaudited pro forma revenues and net income of the combined entity for the year ended June 30, 2023 and 2022, respectively, had the Micro Focus Acquisition been consummated on July 1, 2021, are set forth below:
Year Ended June 30,
Supplemental Unaudited Pro Forma Information20232022
Revenues$5,933,106 $6,248,335 
Net income (loss) (1)
(500,105)206,985 
Net income (loss) attributable to OpenText (1)
(500,292)206,816 
______________________
(1)Included in the pro forma net loss for the year ended June 30, 2023, is a $448.2 million goodwill impairment recorded by Micro Focus in its pre-acquisition historical results as a result of the Company’s offer to acquire Micro Focus at a price of 532 pence per share.
v3.24.2.u1
SEGMENT INFORMATION (Tables)
 12 Months Ended
Jun. 30, 2024
Segment Reporting [Abstract]  
Schedule of Revenue From External Customers Attributed To Foreign Countries By Geographic Area
The following table sets forth the distribution of revenues, by significant geographic area, for the periods indicated:
 Year Ended June 30,
 202420232022
Revenues (1):
United States$3,030,457 $2,523,737 $1,968,597 
Germany394,071 291,772 241,506 
United Kingdom310,003 204,683 198,459 
Canada238,737 186,014 186,213 
Rest of EMEA (2)
1,127,717 808,824 586,236 
All other countries668,592 469,950 312,833 
Total revenues$5,769,577 $4,484,980 $3,493,844 
______________________
(1)Total revenues by geographic area are determined based on the location of our direct customer.
(2)EMEA consists of countries in Europe, the Middle East and Africa.
Schedule of Entity-Wide Disclosure On Geographic Areas, Long-Lived Assets In Individual Foreign Countries By Country
The following table sets forth the distribution of long-lived assets, representing property and equipment, ROU assets and intangible assets, by significant geographic area, as of the periods indicated below. 
As of June 30, 2024
As of June 30, 2023
Long-lived assets:
United States$1,632,652 $2,647,068 
United Kingdom1,053,220 1,560,968 
Canada200,695 280,174 
Germany27,389 39,231 
Rest of EMEA (1)
44,411 62,662 
All other countries115,411 133,403 
Total$3,073,778 $4,723,506 
______________________
(1)EMEA consists of countries in Europe, the Middle East and Africa.
v3.24.2.u1
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables)
 12 Months Ended
Jun. 30, 2024
Equity [Abstract]  
Schedule of Accumulated Other Comprehensive Income (Loss)
Foreign Currency Translation Adjustments (1)
Cash Flow HedgesAvailable-for-Sale Financial AssetsDefined Benefit Pension PlansAccumulated Other Comprehensive Income (Loss)
Balance as of June 30, 2021
$75,408 $830 $— $(10,000)$66,238 
Other comprehensive income (loss) before reclassifications, net of tax
(78,724)(1,859)— 5,595 (74,988)
Amounts reclassified into net income, net of tax— 373 — 718 1,091 
Total other comprehensive income (loss), net
(78,724)(1,486)— 6,313 (73,897)
Balance as of June 30, 2022
(3,316)(656)— (3,687)(7,659)
Other comprehensive income (loss) before reclassifications, net of tax
(40,798)(941)(602)(6,605)(48,946)
Amounts reclassified into net income, net of tax— 2,721 — 325 3,046 
Total other comprehensive income (loss) net
(40,798)1,780 (602)(6,280)(45,900)
Balance as of June 30, 2023
(44,114)1,124 (602)(9,967)(53,559)
Other comprehensive income (loss) before reclassifications, net of tax
(15,646)(2,697)228 640 (17,475)
Amounts reclassified into net income, net of tax— 965 — 450 1,415 
Total other comprehensive income (loss), net
(15,646)(1,732)228 1,090 (16,060)
Balance as of June 30, 2024
$(59,760)$(608)$(374)$(8,877)$(69,619)
______________________
(1)The amount of foreign currency translation recognized in other comprehensive income during the year ended June 30, 2024 and 2023 included net gains (losses) relating to our net investment hedge of $(0.3) million and $(32.3) million, respectively, as further discussed in Note 17 “Derivative Instruments and Hedging Activities.”
v3.24.2.u1
SUPPLEMENTAL CASH FLOW DISCLOSURES (Tables)
 12 Months Ended
Jun. 30, 2024
Supplemental Cash Flow Information [Abstract]  
Schedule of Supplemental Disclosure of Cash Flow Information
 Year Ended June 30,
 202420232022
Cash paid during the period for interest$533,866 $360,232 $152,750 
Cash received during the period for interest$45,465 $53,486 $4,637 
Cash paid during the period for income taxes
$294,769 $202,486 $116,583 
v3.24.2.u1
OTHER INCOME (EXPENSE), NET (Tables)
 12 Months Ended
Jun. 30, 2024
Other Income and Expenses [Abstract]  
Schedule of Other Income (Expense), Net
Year Ended June 30,
202420232022
Foreign exchange gains (losses) (1)
$1,202 $56,599 $(2,670)
Unrealized gains (losses) on derivatives not designated as hedges (2)
3,116 (128,841)— 
Realized gains on derivatives not designated as hedges (3)
— 137,471 — 
OpenText share in net income (loss) of equity investees (4)
(18,194)(23,077)58,702 
Loss on debt extinguishment (5) (6) (7)
(56,393)(8,152)(27,413)
Gain on AMC Divestiture (8)
429,102 — — 
Other miscellaneous income (expense)
(442)469 499 
Total other income, net
$358,391 $34,469 $29,118 
______________________
(1)The year ended June 30, 2023 includes a foreign exchange gain of $36.6 million resulting from the delayed payment of a portion of the purchase consideration, settled on February 9, 2023, related to the Micro Focus Acquisition (see Note 19 “Acquisitions and Divestitures” for more details).
(2)Represents the unrealized gains (losses) on our derivatives not designated as hedges (see Note 17 “Derivative Instruments and Hedging Activities” for more details).
(3)Represents the realized gains (losses) on our derivatives not designated as hedges (see Note 17 “Derivative Instruments and Hedging Activities” for more details).
(4)Represents our share in net income of equity investees, which approximates fair value and subject to volatility based on market trends and business conditions, based on our interest in certain investment funds in which we are a limited partner. Our interests in
each of these investees range from 4% to below 20% and these investments are accounted for using the equity method (see Note 9 “Prepaid Expenses and Other Assets” for more details).
(5)During the year ended June 30, 2024, the Company recognized a loss on debt extinguishment of $56.4 million related to the acceleration and recognition of unamortized debt discount and issuance costs resulting from the optional repayments and prepayments of the Acquisition Term Loan and Term Loan B in Fiscal 2024 (see Note 11 “Long-Term Debt” for more details).
(6)On December 1, 2022, the Company amended the Acquisition Term Loan and Bridge Loan to reallocate commitments under the Bridge Loan to the Acquisition Term Loan and terminated all remaining commitments under the Bridge Loan which resulted in a loss on debt extinguishment related to unamortized debt issuance costs (see Note 11 “Long-Term Debt” for more details).
(7)On December 9, 2021, the Company redeemed Senior Notes 2026 in full, which resulted in a loss on debt extinguishment of $27.4 million. Of this, $25.0 million related to the early termination call premium, $6.2 million related to unamortized debt issuance costs and $(3.8) million related to unamortized premium (see Note 11 “Long-Term Debt” for more details).
(8)On May 1, 2024, the Company completed the sale of its AMC business, which resulted in a gain on disposition (see Note 19 “Acquisitions and Divestitures” for more details).
v3.24.2.u1
EARNINGS PER SHARE (Tables)
 12 Months Ended
Jun. 30, 2024
Earnings Per Share [Abstract]  
Schedule of Earnings Per Share
 Year Ended June 30,
 202420232022
Basic earnings per share
Net income attributable to OpenText$465,090 $150,379 $397,090 
Basic earnings per share attributable to OpenText$1.71 $0.56 $1.46 
Diluted earnings per share
Net income attributable to OpenText$465,090 $150,379 $397,090 
Diluted earnings per share attributable to OpenText$1.71 $0.56 $1.46 
Weighted-average number of shares outstanding
(in ‘000’s)
Basic271,548 270,299 271,271 
Effect of dilutive securities1,040 152 638 
Diluted272,588 270,451 271,909 
Excluded as anti-dilutive (1)
8,401 8,909 4,927 
______________________
(1)Represents options to purchase Common Shares excluded from the calculation of diluted earnings per share because the exercise price of the stock options was greater than or equal to the average price of the Common Shares during the period.
v3.24.2.u1
BASIS OF PRESENTATION (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
May 01, 2024
Jan. 31, 2023
Sep. 30, 2021
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Noncontrolling Interest [Line Items]            
Distribution to non-controlling interest     $ 400 $ 0 $ 0 $ 396
Disposal by sale | AMC Business            
Noncontrolling Interest [Line Items]            
Cash $ 2,275,000          
Micro Focus            
Noncontrolling Interest [Line Items]            
Purchase consideration   $ 6,200,000        
OT South Africa            
Noncontrolling Interest [Line Items]            
Ownership by open text (as a percent)       70.00%    
GXS Singapore            
Noncontrolling Interest [Line Items]            
Ownership by open text (as a percent)       81.00%    
v3.24.2.u1
ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS - Schedule of Property and Equipment (Details)
Jun. 30, 2024
Leasehold improvements  
Property, Plant and Equipment [Line Items]  
Useful life (in years) 5 years
Building  
Property, Plant and Equipment [Line Items]  
Useful life (in years) 40 years
Minimum  
Property, Plant and Equipment [Line Items]  
Amortization period (in years) 3 years
Minimum | Furniture, equipment and other  
Property, Plant and Equipment [Line Items]  
Useful life (in years) 5 years
Minimum | Computer hardware  
Property, Plant and Equipment [Line Items]  
Useful life (in years) 3 years
Minimum | Computer software  
Property, Plant and Equipment [Line Items]  
Useful life (in years) 3 years
Minimum | Capitalized software development costs  
Property, Plant and Equipment [Line Items]  
Amortization period (in years) 3 years
Maximum  
Property, Plant and Equipment [Line Items]  
Amortization period (in years) 5 years
Maximum | Furniture, equipment and other  
Property, Plant and Equipment [Line Items]  
Useful life (in years) 15 years
Maximum | Computer hardware  
Property, Plant and Equipment [Line Items]  
Useful life (in years) 5 years
Maximum | Computer software  
Property, Plant and Equipment [Line Items]  
Useful life (in years) 7 years
Maximum | Capitalized software development costs  
Property, Plant and Equipment [Line Items]  
Amortization period (in years) 5 years
v3.24.2.u1
ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS - Capitalized Software (Details) - USD ($)
$ in Millions
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Minimum    
Property, Plant and Equipment [Line Items]    
Amortization period (in years) 3 years  
Maximum    
Property, Plant and Equipment [Line Items]    
Amortization period (in years) 5 years  
Capitalized software development costs    
Property, Plant and Equipment [Line Items]    
Capitalized software development costs $ 250.9 $ 216.8
Additions related to capitalized software development costs $ 26.1 $ 18.3
Capitalized software development costs | Minimum    
Property, Plant and Equipment [Line Items]    
Amortization period (in years) 3 years  
Capitalized software development costs | Maximum    
Property, Plant and Equipment [Line Items]    
Amortization period (in years) 5 years  
v3.24.2.u1
ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS - Goodwill (Details) - USD ($)
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Accounting Policies [Abstract]      
Goodwill impairment $ 0 $ 0 $ 0
v3.24.2.u1
ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS - Impairment of long-lived assets (Details) - USD ($)
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Accounting Policies [Abstract]      
Impairment of long-lived assets $ 0 $ 0 $ 0
v3.24.2.u1
ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS - Revenue recognition (Details)
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2024
revenue_stream
Jun. 30, 2024
revenue
Disaggregation of Revenue [Line Items]      
Number of revenue streams (in revenue streams)   4 4
Capitalized contract cost, amortization period (in years) 6 years 6 years 6 years
Minimum      
Disaggregation of Revenue [Line Items]      
Payment period (in days) 30 days    
Maximum      
Disaggregation of Revenue [Line Items]      
Payment period (in days) 60 days    
v3.24.2.u1
ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS - Advertising Expenses (Details) - USD ($)
$ in Millions
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Accounting Policies [Abstract]      
Advertising expense $ 66.9 $ 73.8 $ 59.6
v3.24.2.u1
ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS - Equity investments (Details) - Limited Partner Investments
Jun. 30, 2024
Minimum  
Schedule of Equity Method Investments [Line Items]  
Ownership by noncontrolling owners (as a percent) 4.00%
Maximum  
Schedule of Equity Method Investments [Line Items]  
Ownership by noncontrolling owners (as a percent) 20.00%
v3.24.2.u1
ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS - Foreign currency (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Intercompany Foreign Currency Balance [Line Items]      
Foreign exchange gains (losses) $ 1,202 $ 56,599 $ (2,670)
Other Income (Expense)      
Intercompany Foreign Currency Balance [Line Items]      
Foreign exchange gains (losses) $ 1,200 $ 56,600 $ (2,700)
v3.24.2.u1
REVENUES - Schedule of Disaggregation of Revenue (Details)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
USD ($)
Jun. 30, 2024
revenue_stream
Jun. 30, 2024
revenue
Jun. 30, 2023
USD ($)
Jun. 30, 2022
USD ($)
Revenue from Contract with Customer [Abstract]          
Number of revenue streams (in revenue streams)   4 4    
Disaggregation of Revenue [Line Items]          
Total revenues $ 5,769,577     $ 4,484,980 $ 3,493,844
Point in time          
Disaggregation of Revenue [Line Items]          
Total revenues 834,162     539,026 358,351
Over time (including professional service and other revenue)          
Disaggregation of Revenue [Line Items]          
Total revenues 4,935,415     3,945,954 3,135,493
Cloud services and subscriptions          
Disaggregation of Revenue [Line Items]          
Total revenues 1,820,524     1,700,433 1,535,017
Customer support revenue          
Disaggregation of Revenue [Line Items]          
Total revenues 2,713,297     1,915,020 1,330,965
Total recurring revenues          
Disaggregation of Revenue [Line Items]          
Total revenues 4,533,821     3,615,453 2,865,982
License revenue (perpetual, term and subscriptions)          
Disaggregation of Revenue [Line Items]          
Total revenues 834,162     539,026 358,351
Professional service and other revenue          
Disaggregation of Revenue [Line Items]          
Total revenues 401,594     330,501 269,511
Americas          
Disaggregation of Revenue [Line Items]          
Total revenues 3,341,881     2,785,003 2,187,629
EMEA          
Disaggregation of Revenue [Line Items]          
Total revenues 1,878,470     1,310,016 1,026,201
Asia Pacific          
Disaggregation of Revenue [Line Items]          
Total revenues $ 549,226     $ 389,961 $ 280,014
v3.24.2.u1
REVENUES - Schedule of Contract Balances (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Revenue from Contract with Customer [Abstract]    
Short-term contract assets $ 66,450 $ 71,196
Long-term contract assets 38,684 64,553
Short-term deferred revenues 1,521,416 1,721,781
Long-term deferred revenues $ 162,401 $ 217,771
v3.24.2.u1
REVENUES - Additional Information (Details) - USD ($)
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]      
Contract assets reclassified to receivables $ 116,300,000 $ 61,900,000  
Asset impairment 0 0 $ 0
Revenue recognized 1,700,000,000 887,000,000 843,000,000
Impairment loss 0 $ 0 $ 0
Remaining performance obligation $ 2,700,000,000    
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01      
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]      
Revenue, remaining performance obligation (as a percent) 44.00%    
Expected timing of satisfaction, period 12 months    
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-07-01      
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]      
Expected timing of satisfaction, period 3 years    
v3.24.2.u1
REVENUES - Schedule of Incremental Costs of Obtaining a Contract with a Customer (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Capitalized Contract Cost [Roll Forward]      
Capitalized costs to obtain a contract, beginning balance $ 97,207 $ 82,562 $ 72,900
New capitalized costs incurred 60,507 47,305 39,852
Amortization of capitalized costs (44,016) (33,269) (26,255)
Impact of foreign exchange rate changes (246) 609 (3,935)
Divestiture of AMC business (3,964)    
Capitalized costs to obtain a contract, ending balance $ 109,488 $ 97,207 $ 82,562
v3.24.2.u1
ALLOWANCE FOR CREDIT LOSSES - Schedule of Activity for Allowance for Credit Losses (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Credit Loss [Abstract]      
Balance at beginning of period $ 13,828 $ 16,473 $ 22,151
Credit loss expense (recovery) 8,622 (2,007) (1,913)
Write-off/adjustments (9,196) (638) (3,765)
Divestiture of AMC business (Note 19) (1,146)    
Balance at end of period $ 12,108 $ 13,828 $ 16,473
v3.24.2.u1
ALLOWANCE FOR CREDIT LOSSES - Additional Information (Details) - USD ($)
$ in Millions
Jun. 30, 2024
Jun. 30, 2023
Credit Loss [Abstract]    
Unbilled receivables $ 62.1 $ 66.5
Allowance for credit loss, contract assets $ 0.5 $ 0.3
v3.24.2.u1
PROPERTY AND EQUIPMENT (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Property, Plant and Equipment [Line Items]    
Cost $ 1,118,914 $ 1,023,450
Accumulated Depreciation (751,174) (666,546)
Net 367,740 356,904
Disposal by sale | Company owned facility    
Property, Plant and Equipment [Line Items]    
Carrying value of company owned facility, proposed sale 4,500  
Gain on sale 1,000  
Computer hardware    
Property, Plant and Equipment [Line Items]    
Cost 423,689 386,400
Accumulated Depreciation (281,331) (254,131)
Net 142,358 132,269
Computer software    
Property, Plant and Equipment [Line Items]    
Cost 201,942 178,899
Accumulated Depreciation (161,726) (135,123)
Net 40,216 43,776
Capitalized software development costs    
Property, Plant and Equipment [Line Items]    
Cost 250,941 216,762
Accumulated Depreciation (153,285) (122,730)
Net 97,656 94,032
Leasehold improvements    
Property, Plant and Equipment [Line Items]    
Cost 128,787 123,607
Accumulated Depreciation (94,605) (94,721)
Net 34,182 28,886
Land and buildings    
Property, Plant and Equipment [Line Items]    
Cost 59,472 62,041
Accumulated Depreciation (19,333) (18,020)
Net 40,139 44,021
Furniture, equipment and other    
Property, Plant and Equipment [Line Items]    
Cost 54,083 55,741
Accumulated Depreciation (40,894) (41,821)
Net $ 13,189 $ 13,920
v3.24.2.u1
LEASES - Additional Information (Details)
$ in Millions
Jun. 30, 2024
USD ($)
Lessee, Lease, Description [Line Items]  
Sublease income to be received remainder of fiscal year $ 10.7
Sublease income to be received thereafter $ 24.0
Land  
Lessee, Lease, Description [Line Items]  
Operating leases, term of contract (in years) 49 years
Operating leases, term of extension option (in years) 49 years
Minimum  
Lessee, Lease, Description [Line Items]  
Operating leases, term of contract (in years) 1 year
Operating leases, term of extension option (in years) 3 years
Minimum | Equipment  
Lessee, Lease, Description [Line Items]  
Useful life (in years) 4 years
Maximum  
Lessee, Lease, Description [Line Items]  
Operating leases, term of contract (in years) 10 years
Operating leases, term of extension option (in years) 5 years
Maximum | Equipment  
Lessee, Lease, Description [Line Items]  
Useful life (in years) 5 years
v3.24.2.u1
LEASES - Schedule of Condensed Consolidated Balance Sheets Information Related to Leases (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Operating Leases    
Operating lease right of use assets $ 219,774 $ 285,723
Operating lease liabilities (current) 76,446 91,425
Operating lease liabilities (noncurrent) 218,174 271,579
Total 294,620 363,004
Finance Leases    
Finance lease receivables (current) 4,031 6,362
Finance lease receivables (noncurrent) 2,329 5,515
Total finance lease receivables 6,360 11,877
Finance lease liabilities (current) 3,173 5,281
Finance lease liabilities (noncurrent) 2,327 5,500
Total $ 5,500 $ 10,781
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] Accounts Payable and Accrued Liabilities Accounts Payable and Accrued Liabilities
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Accounts payable and accrued liabilities (Note 10) Accounts payable and accrued liabilities (Note 10)
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] Accrued liabilities (Note 10) Accrued liabilities (Note 10)
v3.24.2.u1
LEASES - Schedule of Weighted Average Remaining Lease Term (Details)
Jun. 30, 2024
Jun. 30, 2023
Weighted-average remaining lease term    
Operating leases 5 years 1 month 17 days 5 years 7 months 13 days
Finance leases 1 year 10 months 6 days 2 years 4 months 24 days
Weighted-average discount rate    
Operating leases 5.00% 4.66%
Finance leases 5.47% 5.60%
v3.24.2.u1
LEASES - Schedule of Lease Costs and Other Information (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Leases [Abstract]      
Operating lease cost $ 90,383 $ 72,977 $ 62,401
Short-term lease cost 2,920 4,195 687
Variable lease cost 5,084 3,488 2,694
Sublease income (12,941) (12,518) (10,008)
Total lease cost $ 85,446 $ 68,142 $ 55,774
v3.24.2.u1
LEASES - Supplemental Cash Flow Information (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Cash Paid For Amounts Included In The Measurement Of Lease Liabilities [Abstract]      
Operating leases $ 109,708 $ 93,556 $ 70,611
Finance leases 5,722 2,473 0
Right Of Use Assets Obtained In Exchange For New Lease Liabilities [Abstract]      
Right of use assets obtained in exchange for new operating lease liabilities $ 30,869 29,551 39,155
Micro Focus      
Right Of Use Assets Obtained In Exchange For New Lease Liabilities [Abstract]      
ROU assets acquired   $ 129,700  
Zix Corporation      
Right Of Use Assets Obtained In Exchange For New Lease Liabilities [Abstract]      
ROU assets acquired     $ 8,100
v3.24.2.u1
LEASES - Schedule of Maturity of Lease Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Operating Leases    
2025 $ 88,768  
2026 71,209  
2027 58,163  
2028 44,680  
2029 25,025  
Thereafter 43,439  
Total lease payments 331,284  
Less: Imputed interest (36,664)  
Total 294,620  
Finance Leases    
2025 3,367  
2026 1,939  
2027 459  
2028 0  
2029 0  
Thereafter 0  
Total lease payments 5,765  
Less: Imputed interest (265)  
Total $ 5,500 $ 10,781
v3.24.2.u1
GOODWILL (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Goodwill [Roll Forward]    
Beginning balance $ 8,662,603 $ 5,244,653
Impact of foreign exchange rate changes (7,419) (4,563)
Ending balance 7,488,367 8,662,603
Micro Focus    
Goodwill [Roll Forward]    
Acquisitions   3,417,635
Acquisition of Micro Focus (32,063)  
Zix Corporation    
Goodwill [Roll Forward]    
Acquisitions   $ 4,878
AMC    
Goodwill [Roll Forward]    
Divestiture of AMC business (Note 19) (1,139,403)  
Other Acquisitions    
Goodwill [Roll Forward]    
Acquisitions $ 4,649  
v3.24.2.u1
ACQUIRED INTANGIBLE ASSETS - Schedule of Acquired Intangibles by Asset Class (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Finite-Lived Intangible Assets, Net [Abstract]    
Cost $ 3,915,828 $ 5,506,512
Accumulated Amortization (1,429,564) (1,425,633)
Total 2,486,264 4,080,879
Technology assets    
Finite-Lived Intangible Assets, Net [Abstract]    
Cost 1,153,457 1,815,260
Accumulated Amortization (342,528) (385,868)
Total 810,929 1,429,392
Technology assets | Disposal by sale | AMC Divestiture    
Finite-Lived Intangible Assets, Net [Abstract]    
Cost 432,100  
Accumulated Amortization (48,600)  
Total 383,500  
Customer assets    
Finite-Lived Intangible Assets, Net [Abstract]    
Cost 2,762,371 3,691,252
Accumulated Amortization (1,087,036) (1,039,765)
Total 1,675,335 $ 2,651,487
Customer assets | Disposal by sale | AMC Divestiture    
Finite-Lived Intangible Assets, Net [Abstract]    
Cost 610,200  
Accumulated Amortization (62,900)  
Total $ 547,300  
v3.24.2.u1
ACQUIRED INTANGIBLE ASSETS - Additional Information (Details)
$ in Millions
 12 Months Ended
Jun. 30, 2024
USD ($)
Technology assets  
Acquired Finite-Lived Intangible Assets [Line Items]  
Reduction to technology assets $ 240
Acquired finite-lived intangible assets, weighted average useful life (in years) 6 years
Customer assets  
Acquired Finite-Lived Intangible Assets [Line Items]  
Reduction to technology assets $ 322
Acquired finite-lived intangible assets, weighted average useful life (in years) 9 years
v3.24.2.u1
ACQUIRED INTANGIBLE ASSETS - Schedule of Estimated Future Amortization Expense (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]    
2025 $ 510,452  
2026 467,124  
2027 396,817  
2028 379,177  
2029 283,144  
2030 and Thereafter 449,550  
Total $ 2,486,264 $ 4,080,879
v3.24.2.u1
PREPAID EXPENSES AND OTHER ASSETS - Schedule of Components of Prepaid Expenses and Other Assets (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Prepaid expenses and other current assets:    
Deposits and restricted cash $ 4,142 $ 2,621
Capitalized costs to obtain a contract 44,577 39,685
Short-term prepaid expenses and other current assets 192,065 175,879
Derivative asset 2,127 3,547
Total 242,911 221,732
Other assets:    
Deposits and restricted cash 20,063 20,418
Capitalized costs to obtain a contract 64,911 57,522
Investments 124,168 147,974
Available-for-sale financial assets 40,541 39,858
Long-term prepaid expenses and other long-term assets 48,598 76,546
Total $ 298,281 $ 342,318
v3.24.2.u1
PREPAID EXPENSES AND OTHER ASSETS - Additional Information (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Schedule of Equity Method Investments [Line Items]      
OpenText share in net income of equity investees $ (18,194) $ (23,077) $ 58,702
Minimum | Limited Partner Investments      
Schedule of Equity Method Investments [Line Items]      
Ownership by noncontrolling owners (as a percent) 4.00%    
Maximum | Limited Partner Investments      
Schedule of Equity Method Investments [Line Items]      
Ownership by noncontrolling owners (as a percent) 20.00%    
v3.24.2.u1
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES - Schedule of Current Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Accounts Payable and Accrued Liabilities [Abstract]    
Accounts payable—trade $ 151,202 $ 162,720
Accrued salaries, incentives and commissions 267,991 333,543
Accrued liabilities 262,190 239,817
Accrued sales and other tax liabilities 21,167 25,439
Derivative liability 159,234 161,191
Accrued interest on long-term debt 38,670 37,563
Amounts payable in respect of restructuring and other special charges 22,489 30,073
Asset retirement obligations 8,173 5,915
Total $ 931,116 $ 996,261
v3.24.2.u1
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES - Schedule of Long-Term Accrued Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Accounts Payable and Accrued Liabilities [Abstract]    
Amounts payable in respect of restructuring and other special charges $ 9,682 $ 8,875
Other accrued liabilities 15,390 17,749
Asset retirement obligations 21,411 25,337
Total $ 46,483 $ 51,961
v3.24.2.u1
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES - Additional Information (Details) - USD ($)
$ in Millions
Jun. 30, 2024
Jun. 30, 2023
Accounts Payable and Accrued Liabilities [Abstract]    
Present value of asset retirement obligation $ 29.6 $ 31.3
Undiscounted value of asset retirement obligation $ 32.8 $ 35.0
v3.24.2.u1
LONG-TERM DEBT - Schedule of Long-Term Debt (Details) - USD ($)
 12 Months Ended
May 06, 2024
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Jan. 31, 2023
Debt Instrument [Line Items]          
Total principal payments due   $ 6,521,225,000 $ 9,089,575,000    
Unamortized debt discount and issuance costs   (128,432,000) (206,629,000)    
Total amount outstanding   6,392,793,000 8,882,946,000    
Less:          
Current portion of long-term debt   35,850,000 320,850,000    
Non-current portion of long-term debt   6,356,943,000 8,562,096,000    
Loss on extinguishment of debt   56,393,000 8,152,000 $ 27,413,000  
Revolving credit facility          
Less:          
Current portion of long-term debt   0 275,000,000    
Term Loan B          
Less:          
Current portion of long-term debt   0 10,000,000    
Acquisition Term Loan          
Less:          
Current portion of long-term debt   35,850,000 35,850,000    
Senior Secured Notes 2027 And Acquisition Term Loan          
Less:          
Debt issuance costs     185,600,000    
Senior Notes | Senior Notes 2031          
Debt Instrument [Line Items]          
Total principal payments due   650,000,000 650,000,000    
Senior Notes | Senior Notes 2030          
Debt Instrument [Line Items]          
Total principal payments due   900,000,000 900,000,000    
Senior Notes | Senior Notes 2029          
Debt Instrument [Line Items]          
Total principal payments due   850,000,000 850,000,000    
Senior Notes | Senior Notes 2028          
Debt Instrument [Line Items]          
Total principal payments due   900,000,000 900,000,000    
Senior Notes | Senior Secured Notes 2027          
Debt Instrument [Line Items]          
Total principal payments due   1,000,000,000 1,000,000,000    
Line of Credit | Revolving credit facility          
Debt Instrument [Line Items]          
Total principal payments due   0 275,000,000   $ 450,000,000
Line of Credit | Term Loan B | Secured Debt          
Debt Instrument [Line Items]          
Total principal payments due $ 0 0 947,500,000    
Less:          
Loss on extinguishment of debt $ 1,800,000        
Line of Credit | Acquisition Term Loan | Secured Debt          
Debt Instrument [Line Items]          
Total principal payments due   2,221,225,000 $ 3,567,075,000    
Less:          
Loss on extinguishment of debt   54,600,000      
Line of Credit | Acquisition Term Loan And Revolver | Secured Debt          
Less:          
Debt issuance costs   $ 3,500,000      
v3.24.2.u1
LONG-TERM DEBT - Additional Information (Details)
 3 Months Ended 12 Months Ended
May 15, 2024
May 06, 2024
USD ($)
Jan. 22, 2024
USD ($)
Dec. 19, 2023
Oct. 20, 2023
USD ($)
Aug. 14, 2023
Jun. 06, 2023
Aug. 25, 2022
USD ($)
Dec. 09, 2021
USD ($)
Mar. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Jun. 30, 2024
USD ($)
Jun. 30, 2023
USD ($)
Jun. 30, 2022
USD ($)
Jan. 31, 2023
USD ($)
Dec. 01, 2022
USD ($)
Nov. 24, 2021
USD ($)
Feb. 18, 2020
USD ($)
May 30, 2018
USD ($)
Dec. 20, 2016
USD ($)
May 31, 2016
USD ($)
Jan. 16, 2014
USD ($)
Debt Instrument [Line Items]                                            
Total principal payments due                       $ 6,521,225,000 $ 9,089,575,000                  
Loss on extinguishment of debt                       (56,393,000) (8,152,000) $ (27,413,000)                
Debt extinguishment costs                       0 0 24,969,000                
Amortization of debt discount and issuance costs                       $ 25,257,000 16,753,000 5,422,000                
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration]                       Secured Overnight Financing Rate (SOFR) [Member]                    
Unamortized discount (as a percent)                               3.00%            
Line of Credit | Revolving credit facility                                            
Debt Instrument [Line Items]                                            
Interest expense                       $ 2,200,000 10,100,000 0                
Total principal payments due                       $ 0 275,000,000   $ 450,000,000              
Interest addition to floating rate (as a percent)       0.10%                                    
Leverage ratio, compliance maximum       4.50               2.32                    
Line of Credit | Revolving credit facility | Minimum                                            
Debt Instrument [Line Items]                                            
Interest addition to floating rate (as a percent)             1.25%                              
Line of Credit | Revolving credit facility | Maximum                                            
Debt Instrument [Line Items]                                            
Interest addition to floating rate (as a percent)             1.75%                              
Senior Notes 2031 | Senior Notes                                            
Debt Instrument [Line Items]                                            
Debt instrument face amount                                 $ 650,000,000          
Debt instrument interest rate (as a percent)                                 4.125%          
Interest expense                       $ 26,800,000 26,800,000 16,100,000                
Total principal payments due                       650,000,000 650,000,000                  
Senior Notes 2030 | Senior Notes                                            
Debt Instrument [Line Items]                                            
Debt instrument face amount                                   $ 900,000,000        
Debt instrument interest rate (as a percent)                                   4.125%        
Interest expense                       37,100,000 37,100,000 37,100,000                
Total principal payments due                       900,000,000 900,000,000                  
Senior Notes 2029 | Senior Notes                                            
Debt Instrument [Line Items]                                            
Debt instrument face amount                                 $ 850,000,000          
Debt instrument interest rate (as a percent)                                 3.875%          
Interest expense                       32,900,000 32,900,000 19,800,000                
Total principal payments due                       850,000,000 850,000,000                  
Senior Notes 2028 | Senior Notes                                            
Debt Instrument [Line Items]                                            
Debt instrument face amount                                   $ 900,000,000        
Debt instrument interest rate (as a percent)                                   3.875%        
Interest expense                       34,900,000 34,900,000 34,900,000                
Total principal payments due                       900,000,000 900,000,000                  
Senior Notes 2026 | Senior Notes                                            
Debt Instrument [Line Items]                                            
Debt instrument face amount                                       $ 250,000,000 $ 600,000,000  
Debt instrument interest rate (as a percent)                                         5.875%  
Interest expense                       $ 0 0 21,900,000                
Debt premium issue price (as a percent)                                       102.75%    
Total principal payments due                 $ 850,000,000                          
Redemption price                 102.9375%                          
Loss on extinguishment of debt                 $ (27,400,000)                          
Debt extinguishment costs                 25,000,000.0                          
Unamortized debt issuance costs                 6,200,000                          
Unamortized premium                 $ (3,800,000)                          
Senior Secured Notes 2027                                            
Debt Instrument [Line Items]                                            
Debt instrument interest rate (as a percent)                               6.90%            
Effective interest rate (as a percent)                       7.39%                    
Amortization of debt discount and issuance costs                       $ 2,700,000                    
Senior Secured Notes 2027 | Senior Notes                                            
Debt Instrument [Line Items]                                            
Debt instrument face amount                               $ 1,000,000,000            
Interest expense                       69,000,000.0 40,300,000 0                
Total principal payments due                       1,000,000,000 1,000,000,000                  
Term Loan B                                            
Debt Instrument [Line Items]                                            
Debt instrument face amount                                     $ 1,000,000,000     $ 800,000,000
Interest expense                       58,400,000 54,000,000.0 19,700,000                
Term Loan B | Line of Credit | Secured Debt                                            
Debt Instrument [Line Items]                                            
Total principal payments due   $ 0                   $ 0 947,500,000                  
Loss on extinguishment of debt   (1,800,000)                                        
Repayment of line of credit   940,000,000                                        
Acquisition Term Loan                                            
Debt Instrument [Line Items]                                            
Effective interest rate (as a percent)                       8.67%                    
Amortization of debt discount and issuance costs                       $ 18,300,000                    
Leverage ratio                       2.32                    
Acquisition Term Loan | Line of Credit | Secured Debt                                            
Debt Instrument [Line Items]                                            
Debt instrument face amount                             $ 3,585,000,000 3,585,000,000            
Debt instrument interest rate (as a percent)               2.25%       7.58%                    
Interest expense                       $ 272,500,000 125,700,000 $ 0                
Total principal payments due                       2,221,225,000 3,567,075,000                  
Loss on extinguishment of debt                       (54,600,000)                    
Repayment of line of credit   $ 1,060,000,000.00 $ 175,000,000   $ 75,000,000                                  
Interest addition to floating rate (as a percent) 0.10%                                          
Leverage ratio, compliance maximum               2.75                            
Amount drawn down                   $ 3,585,000,000                        
Reduction of applicable interest rate margin 0.50%         0.75%                                
Term loan period (in years)               7 years                            
Quarterly repayment as percentage of principal               0.25%                            
Credit agreement, maximum capacity               $ 250,000,000                            
Acquisition Term Loan | Line of Credit | Secured Debt | Minimum                                            
Debt Instrument [Line Items]                                            
Debt instrument face amount               $ 2,585,000,000                            
Acquisition Term Loan | Line of Credit | Secured Debt | Maximum                                            
Debt Instrument [Line Items]                                            
Leverage ratio               4.50                            
Twenty Twenty Two Bridge Loan | Line of Credit | Secured Debt                                            
Debt Instrument [Line Items]                                            
Interest expense                       $ 0 $ 0                  
Total principal payments due                               $ 0            
Loss on extinguishment of debt                     $ (8,200,000)                      
Credit agreement, maximum capacity               $ 2,000,000,000.0                            
v3.24.2.u1
PENSION PLANS AND OTHER POST RETIREMENT BENEFITS - Additional Information (Details)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
USD ($)
plan
Jun. 30, 2023
USD ($)
Jun. 30, 2022
USD ($)
Defined Benefit Plan Disclosure [Line Items]      
Number of pension And postretirement plans | plan 51    
Number of defined benefit and other postretirement plans | plan 37    
Geographic concentration percentage of pension obligations (as percent) 58.00%    
Cash contributions $ 4,200 $ 6,500 $ 3,700
Defined benefit plan, expected future employer contributions, next fiscal year 7,600    
Asset 2,127 3,547  
Defined contribution plan, cost 54,700 $ 40,000 $ 24,000
Level 3 | Recurring      
Defined Benefit Plan Disclosure [Line Items]      
Asset 24,900    
Pension Plan      
Defined Benefit Plan Disclosure [Line Items]      
Liability, defined benefit pension plan $ 48,900    
Defined benefit plan, funded (as percent) 77.00%    
Fair value of acquired plan assets $ 167,000    
v3.24.2.u1
PENSION PLANS AND OTHER POST RETIREMENT BENEFITS - Schedule of Defined Benefit Plans (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Defined Benefit Plan Disclosure [Line Items]      
Non-current portion of benefit obligation $ 127,255 $ 126,312  
Pension Plan      
Defined Benefit Plan Disclosure [Line Items]      
Plan assets 217,324 208,363 $ 52,111
Projected benefit obligations (349,427) (339,179) $ (115,591)
Funded status (132,103) (130,816)  
Current portion of benefit obligation 4,848 4,504  
Non-current portion of benefit obligation 127,255 126,312  
Total $ 132,103 $ 130,816  
v3.24.2.u1
PENSION PLANS AND OTHER POST RETIREMENT BENEFITS - Schedule of the Change in Benefit Obligation (Details) - Pension Plan - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward]      
Benefit obligation—beginning of fiscal year $ 339,179 $ 115,591  
Service cost 11,073 6,921 $ 4,404
Interest cost 12,345 7,091 2,271
Benefits paid (3,204) (3,293)  
Company contributions (3,849) 20  
Employee contributions 2,007 1,393  
Plan settlement (7,089) (2,789)  
Plan amendment 1,501 (221)  
Net transfers (228) 205,556  
Actuarial (gain) loss 3,412 6,199  
Foreign exchange (gain) loss (5,720) 2,711  
Benefit obligation—end of period 349,427 339,179 115,591
Benefit obligation 349,427 339,179 $ 115,591
Less: Current portion 4,848 4,504  
Non-current portion of benefit obligation $ 344,579 $ 334,675  
v3.24.2.u1
PENSION PLANS AND OTHER POST RETIREMENT BENEFITS - Schedule of the Change in Plan Assets (Details) - Pension Plan - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]      
Plan assets—beginning of fiscal year $ 208,363 $ 52,111  
Benefit payments from plan assets (2,520) (325)  
Expected return on plan assets 11,400 5,502 $ 1,299
Return on plan assets 3,973 (3,174)  
Company contributions 3,454 3,522  
Employee contributions 2,007 1,515  
Net transfers 0 150,058  
Plan settlement (7,089) (2,789)  
Foreign exchange (gain) loss (2,264) 1,943  
Plan assets—end of period $ 217,324 $ 208,363 $ 52,111
v3.24.2.u1
PENSION PLANS AND OTHER POST RETIREMENT BENEFITS - Components of Net Pension Expense (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Defined Benefit Plan Disclosure [Line Items]      
Net pension expense $ 13,881 $ 9,207 $ 6,606
Pension Plan      
Defined Benefit Plan Disclosure [Line Items]      
Service cost 11,073 6,921 4,404
Interest cost 12,345 7,091 2,271
Expected return of plan assets (11,400) (5,502) (1,299)
Amortization of actuarial (gains) losses 643 246 1,008
Settlement cost 1,220 451 0
Net pension expense $ 13,881 $ 9,207 $ 6,384
v3.24.2.u1
PENSION PLANS AND OTHER POST RETIREMENT BENEFITS- Schedule of Amounts Recognized in Other Comprehensive Income (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Defined Benefit Plan Disclosure [Line Items]      
Net actuarial gain (loss) [1] $ 640 $ (6,605) $ 5,595
Amortization of actuarial loss (gain) [2] 450 325 718
Total other comprehensive loss, net (16,060) (45,900) (73,897)
Pension Plan      
Defined Benefit Plan Disclosure [Line Items]      
Net actuarial gain (loss) 1,598 (9,017) 7,461
Amortization of actuarial loss (gain) 643 246 1,008
Settlement cost and plan amendments (193) 673 0
Total other comprehensive loss, net $ 2,048 $ (8,098) $ 8,469
[1] Net of tax expense (recovery) of $765, $(1,961) and $1,866 for the year ended June 30, 2024, 2023 and 2022, respectively.
[2] Net of tax expense (recovery) of $193, $143 and $290 for the year ended June 30, 2024, 2023 and 2022, respectively.
v3.24.2.u1
PENSION PLANS AND OTHER POST RETIREMENT BENEFITS - Schedule of Defined Benefit Plans Disclosures (Details) - Pension Plan - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets $ 217,324 $ 208,363 $ 52,111
Level 1      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 190,686 152,684  
Level 2      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 19,980 47,207  
Level 3      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 6,658 8,472  
Cash      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 2,444 2,924  
Cash | Level 1      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 2,444 2,924  
Cash | Level 2      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 0 0  
Cash | Level 3      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 0 0  
Debt funds      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 91,565 87,818  
Debt funds | Level 1      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 82,264 73,053  
Debt funds | Level 2      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 9,301 14,765  
Debt funds | Level 3      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 0 0  
Equity funds      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 85,660 72,720  
Equity funds | Level 1      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 79,538 66,975  
Equity funds | Level 2      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 6,122 5,745  
Equity funds | Level 3      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 0 0  
Real estate funds      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 9,279 6,727  
Real estate funds | Level 1      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 4,438 235  
Real estate funds | Level 2      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 70 72  
Real estate funds | Level 3      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 4,771 6,420  
Other      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 28,376 38,174  
Other | Level 1      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 22,002 9,497  
Other | Level 2      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets 4,487 26,625  
Other | Level 3      
Defined Benefit Plan Disclosure [Line Items]      
Fair value of plan assets $ 1,887 $ 2,052  
v3.24.2.u1
PENSION PLANS AND OTHER POST RETIREMENT BENEFITS - Defined Benefit Obligations (Details) - Pension Plan - year
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Defined Benefit Plan Disclosure [Line Items]    
Salary increases 3.00% 2.90%
Pension increases 2.10% 2.10%
Discount rate 3.80% 3.90%
Expected return on plan assets 5.50% 5.80%
Normal retirement age (in years) 64 64
v3.24.2.u1
PENSION PLANS AND OTHER POST RETIREMENT BENEFITS - Anticipated Pension Payments Under Pension Plans (Details) - Pension Plan
$ in Thousands
Jun. 30, 2024
USD ($)
Defined Benefit Plan Disclosure [Line Items]  
2025 $ 18,425
2026 14,087
2027 16,443
2028 18,112
2029 19,805
2030 to 2034 115,117
Total $ 201,989
v3.24.2.u1
SHARE CAPITAL, OPTION PLANS AND SHARE-BASED PAYMENTS - Additional Information (Details) - USD ($)
 12 Months Ended
Jul. 31, 2024
Apr. 30, 2024
Nov. 04, 2021
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Cash Dividends            
Dividends declared per common share (in dollars per share)       $ 1.00 $ 0.9720 $ 0.8836
Payments of dividends       $ 267,362,000 $ 259,549,000 $ 237,655,000
Share Capital            
Preference shares issued (in shares)       0    
Treasury Stock            
Purchase of treasury stock (in shares)       1,400,000 521,136 2,630,000
Purchase of treasury stock       $ 53,085,000 $ 21,919,000 $ 111,593,000
Issuance of treasury stock (in shares)       1,800,395 691,181 491,244
Issuance of treasury stock       $ 0 $ (1,067,000) $ 0
Stock Repurchase Plan            
Stock repurchased and retired (in shares)         0 3,809,559
Stock repurchased and retired         $ 0 $ 177,000,000.0
Performance options granted (in shares)       2,148,780    
Aggregate intrinsic value of options exercised       $ 7,000,000.0 1,800,000 17,000,000.0
Cash proceeds from exercise of options granted       31,400,000 7,800,000 32,700,000
Tax benefit realized from exercise of options       $ 1,500,000 $ 300,000 $ 2,800,000
Subsequent event            
Cash Dividends            
Dividends declared per common share (in dollars per share) $ 0.2625          
Twenty Twenty Two Share Repurchase Plan            
Stock Repurchase Plan            
Stock repurchase plan, period in force (in months)     12 months      
Stock repurchase plan, authorized amount     $ 350,000,000      
Twenty Twenty Four Share Repurchase Plan            
Stock Repurchase Plan            
Stock repurchase plan, period in force (in months)   12 months        
Stock repurchase plan, authorized amount   $ 250,000,000        
Stock repurchased and retired (in shares)       5,073,913    
Stock repurchased and retired       $ 152,300,000    
Employee stock option            
Stock Repurchase Plan            
Expiration period of options, minimum term (in years)       7 years    
Expiration period of options, maximum term (in years)       10 years    
Performance stock options            
Stock Repurchase Plan            
Performance options granted (in shares)       0 1,000,000 0
Deferred Share Units (DSUs)            
Stock Repurchase Plan            
Shares issued (in shares)       0 30,273 0
Value of shares issued       $ 0 $ 1,100,000 $ 0
Minimum | Employee stock option            
Stock Repurchase Plan            
Award vesting period (in years)       4 years    
Maximum | Employee stock option            
Stock Repurchase Plan            
Award vesting period (in years)       5 years    
Long Term Incentive Plan            
Treasury Stock            
Issuance of treasury stock (in shares)       223,577    
Issuance of treasury stock       $ 10,700,000    
Stock Repurchase Plan            
Award vesting period (in years)       3 years    
v3.24.2.u1
SHARE CAPITAL, OPTION PLANS AND SHARE-BASED PAYMENTS - Schedule of Share-Based Payments (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total share-based compensation expense $ 140,079 $ 130,302 $ 69,556
Employee stock option      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total share-based compensation expense 18,167 20,144 17,091
Performance Share Units (issued under LTIP) | Long Term Incentive Plan      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total share-based compensation expense 26,415 18,631 13,844
Restricted Share Units (RSUs) | Long Term Incentive Plan      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total share-based compensation expense 10,677 9,762 7,799
Restricted Share Units (RSUs) | Other plans      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total share-based compensation expense 75,642 72,149 20,859
Deferred Share Units (DSUs)      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total share-based compensation expense 3,162 4,036 3,993
Employee Stock ESPP      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total share-based compensation expense $ 6,016 $ 5,580 $ 5,970
v3.24.2.u1
SHARE CAPITAL, OPTION PLANS AND SHARE-BASED PAYMENTS - Unrecognized Compensation Cost (Details)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Unrecognized Compensation Cost $ 167,804
Other plans  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Weighted Average Recognition Period (years) 1 year 7 months 6 days
Employee stock option  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Unrecognized Compensation Cost $ 41,261
Weighted Average Recognition Period (years) 2 years 6 months
PSUs | Long Term Incentive Plan  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Unrecognized Compensation Cost $ 42,486
Weighted Average Recognition Period (years) 1 year 8 months 12 days
Restricted Stock Units (RSUs) | Long Term Incentive Plan  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Unrecognized Compensation Cost $ 17,058
Weighted Average Recognition Period (years) 1 year 10 months 24 days
Restricted Stock Units (RSUs) | Other plans  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Unrecognized Compensation Cost $ 66,999
v3.24.2.u1
SHARE CAPITAL, OPTION PLANS AND SHARE-BASED PAYMENTS - Schedule of Stock Options Outstanding Under Various Stock Option Plans (Details) - $ / shares
 12 Months Ended 237 Months Ended
Jun. 30, 2024
Jun. 30, 2024
Jun. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Options exercised to date (in shares) (944,092)    
Options outstanding (in shares) 12,207,412 12,207,412 12,219,439
Employee stock option      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Options available for issuance (in shares) 5,018,767 5,018,767  
2004 Stock Option Plan      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Options grated to date (in shares)   48,015,347  
Options exercised to date (in shares)   (22,937,101)  
Options cancelled to date (in shares)   (12,870,834)  
Options outstanding (in shares) 12,207,412 12,207,412  
Vesting schedule 25.00%    
Minimum exercise price (in dollars per share) $ 26.81    
Maximum exercise price (in dollars per share) $ 52.62    
2004 Stock Option Plan | Minimum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Termination grace periods 90 days    
2004 Stock Option Plan | Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Termination grace periods 180 days    
v3.24.2.u1
SHARE CAPITAL, OPTION PLANS AND SHARE-BASED PAYMENTS - Schedule of Outstanding Stock Options Activity (Details)
$ / shares in Units, $ in Thousands
 12 Months Ended
Jun. 30, 2024
USD ($)
$ / shares
shares
Jun. 30, 2023
USD ($)
$ / shares
shares
Options    
Outstanding at beginning of period (in shares) | shares 12,219,439  
Granted (in shares) | shares 2,148,780  
Exercised (in shares) | shares (944,092)  
Forfeited or expired (in shares) | shares (1,216,715)  
Outstanding at end of period (in shares) | shares 12,207,412 12,219,439
Exercisable ending balance (in shares) | shares 4,616,707  
Weighted- Average Exercise Price    
Outstanding at beginning of period (in dollars per share) | $ / shares $ 38.44  
Granted (in dollars per share) | $ / shares 36.55  
Exercised (in dollars per share) | $ / shares 33.21  
Forfeited or expired (in dollars per share) | $ / shares 38.46  
Outstanding at end of period (in dollars per share) | $ / shares 38.51 $ 38.44
Exercisable at end of period (in dollars per share) | $ / shares $ 41.22  
Weighted- Average Remaining Contractual Term (years)    
Outstanding 4 years 3 months 21 days 4 years 8 months 4 days
Exercisable 2 years 11 months 4 days  
Aggregate Intrinsic Value ($’000’s)    
Outstanding | $ $ 6,142 $ 62,473
Exercisable | $ $ 280  
v3.24.2.u1
SHARE CAPITAL, OPTION PLANS AND SHARE-BASED PAYMENTS - Schedule of Weighted-Average Fair Value Of Options And Weighted-Average Assumptions Used (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Employee stock option      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Weighted-average fair value of options granted (in dollars per share) $ 9.00 $ 6.75 $ 9.02
Weighted-average assumptions used:      
Expected volatility 30.46% 28.73% 26.39%
Risk–free interest rate 4.44% 3.98% 1.15%
Expected dividend yield 2.73% 3.07% 1.78%
Expected life (in years) 4 years 3 months 3 days 4 years 2 months 12 days 4 years 1 month 24 days
Forfeiture rate (based on historical rates) 7.00% 7.00% 7.00%
Average exercised share price (in dollars per share) $ 36.55 $ 31.13 $ 48.20
Performance stock options      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Weighted-average fair value of options granted (in dollars per share) $ 0 $ 8.09 $ 0
Derived service period (in years) 0 years 1 year 8 months 12 days 0 years
Weighted-average assumptions used:      
Expected volatility 0.00% 26.00% 0.00%
Risk–free interest rate 0.00% 3.21% 0.00%
Expected dividend yield 0.00% 2.00% 0.00%
Average exercised share price (in dollars per share) $ 0 $ 31.89 $ 0
PSUs      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Weighted-average fair value of options granted (in dollars per share) $ 40.14    
Weighted-average assumptions used:      
Expected volatility 28.05% 29.00% 28.00%
Expected dividend yield 0.00% 0.00%  
Expected life (in years) 3 years 3 years 1 month 9 days 3 years 1 month 6 days
Forfeiture rate (based on historical rates) 7.00% 7.00% 7.00%
Average exercised share price (in dollars per share) $ 0 $ 41.75 $ 30.39
Aggregate intrinsic value of performance share units vested ($ in ‘000’s) $ 0 $ 6,216 $ 10,370
PSUs | Minimum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Weighted-average fair value of instruments other than options granted (in dollars per share) $ 21.17 $ 43.10 $ 69.78
Weighted-average assumptions used:      
Risk–free interest rate 4.38% 3.13% 0.45%
Expected dividend yield     1.70%
PSUs | Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Weighted-average fair value of instruments other than options granted (in dollars per share) $ 59.48 $ 55.06 $ 75.15
Weighted-average assumptions used:      
Risk–free interest rate 4.95% 3.39% 0.71%
Expected dividend yield     1.80%
PSUs | Long Term Incentive Plan      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Weighted-average fair value of instruments other than options granted (in dollars per share) $ 51.13    
Restricted Share Units (RSUs)      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Weighted-average fair value of instruments other than options granted (in dollars per share) 38.04 $ 30.46 $ 44.81
Weighted-average fair value of restricted share units vested (in dollars per share) $ 40.94 $ 36.33 $ 45.73
Weighted-average assumptions used:      
Aggregate intrinsic value of performance share units vested ($ in ‘000’s) $ 62,821 $ 15,755 $ 7,406
Restricted Share Units (RSUs) | Long Term Incentive Plan      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Weighted-average fair value of instruments other than options granted (in dollars per share) $ 35.07 $ 38.82 $ 49.91
Weighted-average fair value of restricted share units vested (in dollars per share) $ 43.40 $ 36.83 $ 37.36
Weighted-average assumptions used:      
Aggregate intrinsic value of performance share units vested ($ in ‘000’s) $ 9,093 $ 3,947 $ 9,139
Deferred Share Units (DSUs)      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Weighted-average fair value of instruments other than options granted (in dollars per share) $ 38.43 $ 29.72 $ 50.04
Weighted-average fair value of restricted share units vested (in dollars per share) $ 36.81 $ 32.44 $ 41.24
Weighted-average assumptions used:      
Aggregate intrinsic value of performance share units vested ($ in ‘000’s) $ 1,461 $ 1,565 $ 4,133
v3.24.2.u1
SHARE CAPITAL, OPTION PLANS AND SHARE-BASED PAYMENTS - Long-Term Incentive Plans (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Issuance of treasury stock (in shares) 1,800,395 691,181 491,244
Issuance of treasury stock $ 0 $ (1,067) $ 0
Long Term Incentive Plan      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Term of plan (in years) 3 years    
Issuance of treasury stock (in shares) 223,577    
Issuance of treasury stock $ 10,700    
v3.24.2.u1
SHARE CAPITAL, OPTION PLANS AND SHARE-BASED PAYMENTS - Schedule of Non Option Unit Activity (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
PSUs | Minimum      
Weighted Average      
Granted (in dollars per share) $ 21.17 $ 43.10 $ 69.78
PSUs | Maximum      
Weighted Average      
Granted (in dollars per share) $ 59.48 $ 55.06 75.15
PSUs | Long Term Incentive Plan      
Units      
Beginning balance (in shares) 1,013,385    
Granted (in shares) 1,006,609    
Vested (in shares) (240,741)    
Forfeited or expired (in shares) (174,137)    
Ending balance (in shares) 1,605,116 1,013,385  
Weighted Average      
Beginning balance (in dollars per share) $ 61.64    
Granted (in dollars per share) 51.13    
Vested (in dollars per share) 61.23    
Forfeited or expired (in dollars per share) 55.64    
Ending balance (in dollars per share) $ 56.09 $ 61.64  
Weighted- Average Remaining Contractual Term (years) 1 year 8 months 12 days 1 year 9 months  
Aggregate Intrinsic Value ($’000’s) $ 48,218 $ 42,106  
PSUs | Long Term Incentive Plan | Minimum      
Weighted Average      
Performance target 0.00%    
PSUs | Long Term Incentive Plan | Maximum      
Weighted Average      
Performance target 200.00%    
Restricted Share Units (RSUs)      
Units      
Beginning balance (in shares) 5,310,595    
Granted (in shares) 1,419,810    
Vested (in shares) (1,576,565)    
Forfeited or expired (in shares) (597,885)    
Ending balance (in shares) 4,555,955 5,310,595  
Weighted Average      
Beginning balance (in dollars per share) $ 36.43    
Granted (in dollars per share) 38.04 $ 30.46 44.81
Vested (in dollars per share) 40.94    
Forfeited or expired (in dollars per share) 35.76    
Ending balance (in dollars per share) $ 35.87 $ 36.43  
Weighted- Average Remaining Contractual Term (years) 1 year 9 months 14 days 1 year 11 months 19 days  
Aggregate Intrinsic Value ($’000’s) $ 136,861 $ 220,655  
Restricted Share Units (RSUs) | Long Term Incentive Plan      
Units      
Beginning balance (in shares) 774,360    
Granted (in shares) 535,801    
Vested (in shares) (223,577)    
Forfeited or expired (in shares) (130,259)    
Ending balance (in shares) 956,325 774,360  
Weighted Average      
Beginning balance (in dollars per share) $ 42.83    
Granted (in dollars per share) 35.07 $ 38.82 49.91
Vested (in dollars per share) 43.40    
Forfeited or expired (in dollars per share) 39.23    
Ending balance (in dollars per share) $ 39.61 $ 42.83  
Weighted- Average Remaining Contractual Term (years) 1 year 9 months 7 days 1 year 8 months 4 days  
Aggregate Intrinsic Value ($’000’s) $ 28,728 $ 32,175  
Deferred Share Units (DSUs)      
Units      
Beginning balance (in shares) 994,568    
Granted (in shares) 87,903    
Ending balance (in shares) 1,082,471 994,568  
Weighted Average      
Beginning balance (in dollars per share) $ 29.98    
Granted (in dollars per share) 38.43 $ 29.72 $ 50.04
Ending balance (in dollars per share) $ 30.67 $ 29.98  
Weighted- Average Remaining Contractual Term (years) 5 months 1 day 4 months 9 days  
Aggregate Intrinsic Value ($’000’s) $ 32,517 $ 41,324  
Unvested grants in period (in shares) 47,871 90,906  
v3.24.2.u1
SHARE CAPITAL, OPTION PLANS AND SHARE-BASED PAYMENTS - RSUs, DSUs and ESPP (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Issuance of treasury stock (in shares) 1,800,395 691,181 491,244
Issuance of treasury stock $ 0 $ (1,067) $ 0
Long Term Incentive Plan      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Award vesting period (in years) 3 years    
Issuance of treasury stock (in shares) 223,577    
Issuance of treasury stock $ 10,700    
Restricted Stock Units (RSUs)      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock issued (in shares) 1,576,565 400,210 141,452
Stock issued $ 70,700 $ 17,600 $ 5,900
Restricted Stock Units (RSUs) | Minimum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Award vesting period (in years) 2 years    
Restricted Stock Units (RSUs) | Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Award vesting period (in years) 3 years    
Employee Stock ESPP      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Awards purchase price discount 15.00%    
Common shares eligible for issuance (in shares) 1,176,466 1,089,120 931,036
Cash received from employee stock purchase plan $ 33,900 $ 31,000 $ 34,500
v3.24.2.u1
GUARANTEES AND CONTINGENCIES - Schedule of Contractual Obligations with Minimum Payments (Details)
$ in Thousands
Jun. 30, 2024
USD ($)
Long term debt obligations  
Total $ 8,420,561
July 1, 2024 - June 30, 2025 406,261
July 1, 2025 - June 30, 2027 804,257
July 1, 2027 - June 30, 2029 2,555,304
July 1, 2029 and beyond 4,654,739
Purchase obligations for contracts not accounted for as lease obligations  
Total 340,765
July 1, 2024 - June 30, 2025 181,003
July 1, 2025 - June 30, 2027 159,762
July 1, 2027 - June 30, 2029 0
July 1, 2029 and beyond 0
Total payments due  
Total 8,761,326
July 1, 2024 - June 30, 2025 587,264
July 1, 2025 - June 30, 2027 964,019
July 1, 2027 - June 30, 2029 2,555,304
July 1, 2029 and beyond $ 4,654,739
v3.24.2.u1
GUARANTEES AND CONTINGENCIES - Additional Information (Details) - Canada Revenue Agency (CRA)
$ in Millions
 12 Months Ended
Jun. 30, 2024
USD ($)
Loss Contingencies [Line Items]  
Estimated amount of loss resulting from an adverse tax position $ 80
Income taxes paid $ 33
Tax Year 2012  
Loss Contingencies [Line Items]  
Additional tax expense (as a percent) 10.00%
Tax Year 2013  
Loss Contingencies [Line Items]  
Additional tax expense (as a percent) 10.00%
Tax Year 2014  
Loss Contingencies [Line Items]  
Additional tax expense (as a percent) 10.00%
Tax Year 2015  
Loss Contingencies [Line Items]  
Additional tax expense (as a percent) 10.00%
Tax Year 2016  
Loss Contingencies [Line Items]  
Additional tax expense (as a percent) 10.00%
Tax Years 2017, 2018 and 2019  
Loss Contingencies [Line Items]  
Estimated amount of loss resulting from an adverse tax position $ 470
Minimum | Tax Year 2012  
Loss Contingencies [Line Items]  
Income tax examination, estimate of increase to taxable income 90
Minimum | Tax Year 2013  
Loss Contingencies [Line Items]  
Income tax examination, estimate of increase to taxable income 90
Minimum | Tax Year 2014  
Loss Contingencies [Line Items]  
Income tax examination, estimate of increase to taxable income 90
Minimum | Tax Year 2015  
Loss Contingencies [Line Items]  
Income tax examination, estimate of increase to taxable income 90
Minimum | Tax Year 2016  
Loss Contingencies [Line Items]  
Income tax examination, estimate of increase to taxable income 90
Maximum | Tax Year 2012  
Loss Contingencies [Line Items]  
Income tax examination, estimate of increase to taxable income 100
Maximum | Tax Year 2013  
Loss Contingencies [Line Items]  
Income tax examination, estimate of increase to taxable income 100
Maximum | Tax Year 2014  
Loss Contingencies [Line Items]  
Income tax examination, estimate of increase to taxable income 100
Maximum | Tax Year 2015  
Loss Contingencies [Line Items]  
Income tax examination, estimate of increase to taxable income 100
Maximum | Tax Year 2016  
Loss Contingencies [Line Items]  
Income tax examination, estimate of increase to taxable income $ 100
v3.24.2.u1
INCOME TAXES - Additional Information (Details) - USD ($)
$ in Thousands
 1 Months Ended 12 Months Ended
Feb. 28, 2021
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Income Tax Contingency [Line Items]        
Effective income tax rate (as a percent)   36.20% 32.00%  
Provision for income taxes (Note 15)   $ 264,012 $ 70,767 $ 118,752
Investment tax credit   81,500    
Deferred Tax Assets, Valuation Allowance   662,694 605,926  
Deferred tax assets (Note 15)   932,657 926,719  
Decrease in deferred tax assets   56,800    
Unrecognized tax benefits of deferred tax assets offset by valuation allowance   63,000 66,100  
Net unrecognized tax benefit excluding portion offset by valuation allowance   117,400 112,600  
Possible decrease in tax expense in next 12 months   44,000    
Provision for deferred income tax liabilities   15,900 $ 28,300  
Micro Focus        
Income Tax Contingency [Line Items]        
Tax settlement resulting in long-term income tax receivable $ 44,100      
Foreign        
Income Tax Contingency [Line Items]        
Operating loss carryforwards   3,100,000    
Operating loss carryforwards, no expiration   565,100    
Deferred tax assets (Note 15)   653,900    
Domestic        
Income Tax Contingency [Line Items]        
Operating loss carryforwards   414,200    
Deferred tax assets (Note 15)   8,800    
State and local jurisdiction        
Income Tax Contingency [Line Items]        
Operating loss carryforwards   490,600    
Operating loss carryforwards, no expiration   $ 61,200    
v3.24.2.u1
INCOME TAXES - Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Income Tax Disclosure [Abstract]      
Expected statutory rate 26.50% 26.50% 26.50%
Expected provision for income taxes $ 193,263 $ 58,653 $ 136,743
Effect of foreign tax rate differences (18,338) (17,502) (4,578)
Change in valuation allowance 71,328 16,218 (2,444)
Effect of permanent differences 11,864 17,281 (12,710)
Effect of changes in unrecognized tax benefits (4,570) 857 8,130
Effect of withholding taxes 18,680 12,464 6,617
Effect of tax credits (84,244) (45,596) (12,330)
Effect of accrual for undistributed earnings (12,421) 5,804 (6,343)
Effect of U.S. BEAT 17,927 6,854 0
Impact of internal reorganizations 59,761 8,822 13,077
Other items 10,762 6,912 (7,410)
Provision for income taxes $ 264,012 $ 70,767 $ 118,752
v3.24.2.u1
INCOME TAXES - Schedule of Income Before Provision for Income Tax (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Income Tax Disclosure [Abstract]      
Domestic income (loss) $ 359,865 $ 300,437 $ 435,355
Foreign income (loss) 369,431 (79,104) 80,656
Income before income taxes $ 729,296 $ 221,333 $ 516,011
v3.24.2.u1
INCOME TAXES - Schedule of Components of Income Tax (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Current income taxes (recoveries):      
Domestic $ 76,571 $ 15,619 $ 17,428
Foreign 329,712 204,708 137,412
Total 406,283 220,327 154,840
Deferred income taxes (recoveries):      
Domestic 17,205 17,461 54,867
Foreign (159,476) (167,021) (90,955)
Total deferred income taxes (recoveries) (142,271) (149,560) (36,088)
Provision for income taxes $ 264,012 $ 70,767 $ 118,752
v3.24.2.u1
INCOME TAXES - Schedule of Components of Deferred Tax Assets and Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Deferred tax assets    
Non-capital loss carryforwards $ 750,895 $ 754,852
Capital loss carryforwards 13,221 13,512
Interest expense carryforwards 217,071 156,832
Capitalized scientific research and development expenses 416,126 343,308
Restructuring costs and other reserves 21,347 34,357
Capitalized inventory and intangible expenses 0 52,345
Tax credits 172,409 171,536
Lease liabilities 36,343 48,378
Deferred revenue 23,362 90,312
Share-based compensation 40,188 37,692
Derivatives 41,978 42,716
Other 88,901 50,272
Total deferred tax asset 1,821,841 1,796,112
Valuation allowance (662,694) (605,926)
Deferred tax liabilities    
Depreciation and amortization (233,219) (546,024)
Right of use assets (21,173) (31,933)
Other (120,730) (109,465)
Deferred tax liabilities (375,122) (687,422)
Net deferred tax asset 784,025 502,764
Comprised of:    
Long-term assets 932,657 926,719
Long-term liabilities $ (148,632) $ (423,955)
v3.24.2.u1
INCOME TAXES - Schedule of Changes in the Balance of Gross Unrecognized Tax Benefits (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]    
Unrecognized tax benefits as of beginning of the period $ 178,728 $ 54,126
Increases on account of current year positions 4,074 8,118
Increases on account of prior year positions 16,558 138,062
Decreases on account of prior year positions (3,338) (2,086)
Decreases due to settlements with tax authorities (11,497) (4,485)
Decreases due to lapses of statutes of limitations (4,160) (15,007)
Unrecognized tax benefits as of end of the period $ 180,365 $ 178,728
v3.24.2.u1
INCOME TAXES - Schedule of Interest and Penalties Related to Liabilities for Income Tax Expense (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Income Tax Disclosure [Abstract]      
Interest expense (income) $ 7,778 $ (1,922) $ 419
Penalties expense 964 (21) 1,739
Total $ 8,742 $ (1,943) $ 2,158
v3.24.2.u1
INCOME TAXES - Schedule of Interest Accrued and Penalties Accrued Related to Income Tax Expense (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Income Tax Disclosure [Abstract]    
Interest expense accrued $ 19,976 $ 10,187
Penalties accrued $ 4,295 $ 3,332
v3.24.2.u1
FAIR VALUE MEASUREMENT - Schedule of Fair Value of the Company’s Financial Instruments (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Available-for-sale financial assets $ 40,541 $ 39,858
Derivative asset (Note 17) 2,127 3,547
Liability $ (159,234) $ (161,191)
Derivative Liability, Statement of Financial Position [Extensible Enumeration] Non-current portion of long-term debt Non-current portion of long-term debt
Recurring | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Available-for-sale financial assets $ 15,603 $ 15,231
Derivative asset (Note 17) 2,127 3,547
Liability (159,234) (161,191)
Recurring | Level 2 | Senior Notes    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liability (4,006,771) (3,827,888)
Recurring | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Available-for-sale financial assets 24,938 $ 24,627
Derivative asset (Note 17) $ 24,900  
v3.24.2.u1
FAIR VALUE MEASUREMENT - Schedule of Long-term Investments (Details) - Available-for-sale financial assets - Level 3 - Recurring - Derivatives not designated as hedges:
$ in Thousands
 12 Months Ended
Jun. 30, 2024
USD ($)
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]  
Beginning balance $ 24,627
Gain (loss) recognized in income 311
Ending balance $ 24,938
v3.24.2.u1
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Narratives (Details)
€ in Millions, £ in Millions, $ in Millions
 1 Months Ended 3 Months Ended 12 Months Ended
Aug. 31, 2022
GBP (£)
derivative
Mar. 31, 2023
EUR (€)
Jun. 30, 2024
USD ($)
Jun. 30, 2023
USD ($)
Aug. 31, 2022
EUR (€)
derivative
Minimum          
Derivative [Line Items]          
Contract maturity (in months)     1 month    
Maximum          
Derivative [Line Items]          
Contract maturity (in months)     12 months    
Currency Swap          
Derivative [Line Items]          
Number of foreign currency swaps (in derivatives) | derivative 3       3
Deal-contingent forward contract | Micro Focus | Derivatives not designated as hedges:          
Derivative [Line Items]          
Notional amount of forward contracts held to sell U.S. dollars in exchange for Canadian dollars | £ £ 1,475        
Non-contingent forward contract          
Derivative [Line Items]          
Notional amount of forward contracts held to sell U.S. dollars in exchange for Canadian dollars | $     $ 95.7 $ 96.3  
Non-contingent forward contract | Micro Focus | Derivatives not designated as hedges:          
Derivative [Line Items]          
Notional amount of forward contracts held to sell U.S. dollars in exchange for Canadian dollars | £ £ 350        
5 Year EUR to USD Market Hedge | Micro Focus | Derivatives not designated as hedges:          
Derivative [Line Items]          
Notional amount of forward contracts held to sell U.S. dollars in exchange for Canadian dollars         € 690
Contract maturity (in months) 5 years        
7 Year EUR to USD Market Hedge | Micro Focus | Derivatives not designated as hedges:          
Derivative [Line Items]          
Notional amount of forward contracts held to sell U.S. dollars in exchange for Canadian dollars         € 690
Contract maturity (in months) 7 years        
7 Year EUR to USD Market Hedge | Micro Focus | Derivatives designated as hedges:          
Derivative [Line Items]          
Notional amount of forward contracts held to sell U.S. dollars in exchange for Canadian dollars   € 690      
Contract maturity (in months)   7 years      
v3.24.2.u1
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Fair Values of Outstanding Derivative Instruments (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Derivatives, Fair Value [Line Items]    
Asset $ 2,127 $ 3,547
Liability $ (159,234) $ (161,191)
Derivative Asset, Statement of Financial Position [Extensible Enumeration] Prepaid expenses and other current assets (Note 9) Prepaid expenses and other current assets (Note 9)
Derivatives designated as hedges:    
Derivatives, Fair Value [Line Items]    
Asset $ 654 $ 2,126
Liability (89,014) (87,855)
Derivatives not designated as hedges:    
Derivatives, Fair Value [Line Items]    
Asset 1,473 1,421
Liability (70,220) (73,336)
Derivatives not designated as hedges: | Currency Swap    
Derivatives, Fair Value [Line Items]    
Asset 1,473 1,421
Liability (70,220) (73,336)
Cash flow hedge | Derivatives designated as hedges:    
Derivatives, Fair Value [Line Items]    
Asset 0 1,530
Liability (828) 0
Net investment hedge | Derivatives designated as hedges:    
Derivatives, Fair Value [Line Items]    
Asset 654 596
Liability $ (88,186) $ (87,855)
v3.24.2.u1
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Effects of Gains (losses) from Derivative Instruments (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Derivatives, Fair Value [Line Items]      
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal, Statement of Income or Comprehensive Income [Extensible Enumeration] Other income, net (Note 23)    
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] Interest and other related expense, net Interest and other related expense, net Interest and other related expense, net
Derivative, gain (loss) on derivative, net $ 8,952 $ 7,690 $ (507)
Operating expenses | Currency Swap      
Derivatives, Fair Value [Line Items]      
Gain (loss) or derivatives not designated as hedging instruments, net 3,441 1,421 0
Nonoperating Income (Expense) | Deal-contingent forward contract      
Derivatives, Fair Value [Line Items]      
Gain (loss) or derivatives not designated as hedging instruments, net 0 9,354 0
Nonoperating Income (Expense) | Non-contingent forward contract      
Derivatives, Fair Value [Line Items]      
Gain (loss) or derivatives not designated as hedging instruments, net 0 9,052 0
Nonoperating Income (Expense) | Currency Swap      
Derivatives, Fair Value [Line Items]      
Gain (loss) or derivatives not designated as hedging instruments, net 3,116 (9,779) 0
Cash flow hedge | Derivatives designated as hedges: | Operating expenses      
Derivatives, Fair Value [Line Items]      
Gain (loss) reclassified from AOCI into income (effective portion) - cash flow hedge (1,312) (3,702) (507)
Net investment hedge | Derivatives designated as hedges: | Operating expenses      
Derivatives, Fair Value [Line Items]      
Gain (loss) reclassified from AOCI into income (effective portion) - cash flow hedge $ 3,707 $ 1,344 $ 0
v3.24.2.u1
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Effects of the Cash Flow and Net Investment Hedges (Details) - Derivatives designated as hedges: - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Cash flow hedge | Operating expenses      
Derivatives, Fair Value [Line Items]      
Gain (loss) reclassified from AOCI into income (effective portion) - cash flow hedge $ (1,312) $ (3,702) $ (507)
Cash flow hedge | Unrealized gain (loss) on cash flow hedge      
Derivatives, Fair Value [Line Items]      
Gain (loss) recognized in OCI (loss) on cash flow hedge (effective portion) (3,670) (1,280) (2,530)
Cash flow hedge | Net foreign currency translation adjustment      
Derivatives, Fair Value [Line Items]      
Gain (loss) recognized in OCI (loss) on cash flow hedge (effective portion) (331) (32,347) 0
Net investment hedge | Operating expenses      
Derivatives, Fair Value [Line Items]      
Gain (loss) reclassified from AOCI into income (effective portion) - cash flow hedge 3,707 1,344 0
Net investment hedge | Interest and other related expense, net      
Derivatives, Fair Value [Line Items]      
Gain (loss) reclassified from AOCI into income (excluded from effectiveness testing) - net investment hedge $ 2,244 $ 748 $ 0
v3.24.2.u1
SPECIAL CHARGES (RECOVERIES) - Schedule of Special Charges Related to Restructuring Plan (Details) - USD ($)
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Restructuring Cost and Reserve [Line Items]      
Divestiture-related costs $ 46,640,000 $ 0 $ 0
Acquisition-related costs 2,036,000 48,941,000 6,872,000
Other charges (recoveries) 12,615,000 42,818,000 18,115,000
Total 135,305,000 169,159,000 46,873,000
Micro Focus Acquisition Restructuring Plan      
Restructuring Cost and Reserve [Line Items]      
Special charges 74,267,000 72,284,000 0
Fiscal 2022 Restructuring Plan      
Restructuring Cost and Reserve [Line Items]      
Special charges 340,000 6,744,000 25,778,000
Other historical restructuring plans      
Restructuring Cost and Reserve [Line Items]      
Special charges $ (593,000) $ (1,628,000) $ (3,892,000)
v3.24.2.u1
SPECIAL CHARGES (RECOVERIES) - Additional Information (Details) - USD ($)
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Restructuring Cost and Reserve [Line Items]      
Divestiture-related costs $ 46,640,000 $ 0 $ 0
Acquisition-related costs 2,036,000 48,941,000 6,872,000
Other charges (recoveries) 12,615,000 42,818,000 18,115,000
Micro Focus      
Restructuring Cost and Reserve [Line Items]      
Acquisition-related costs 1,100,000 48,300,000 0
Zix Corporation      
Restructuring Cost and Reserve [Line Items]      
Acquisition-related costs   200,000  
Micro Focus Acquisition Restructuring Plan      
Restructuring Cost and Reserve [Line Items]      
Special charges 74,267,000 72,284,000 0
Special charges recorded to date 146,600,000    
Fiscal 2022 Restructuring Plan      
Restructuring Cost and Reserve [Line Items]      
Special charges 340,000 6,744,000 25,778,000
Special charges recorded to date 32,900,000    
Abandoned facilities | Micro Focus Acquisition Restructuring Plan      
Restructuring Cost and Reserve [Line Items]      
Special charges 36,400,000    
Abandoned facilities | Fiscal 2022 Restructuring Plan      
Restructuring Cost and Reserve [Line Items]      
Special charges 500,000    
Reversal of lease liabilities | Micro Focus Acquisition Restructuring Plan      
Restructuring Cost and Reserve [Line Items]      
Special charges 19,200,000    
Reversal of lease liabilities | Fiscal 2022 Restructuring Plan      
Restructuring Cost and Reserve [Line Items]      
Special charges 100,000    
Write Off of Property and Equipment | Micro Focus Acquisition Restructuring Plan      
Restructuring Cost and Reserve [Line Items]      
Special charges 3,500,000    
Compensation Related Charges | Micro Focus Acquisition Restructuring Plan | Micro Focus      
Restructuring Cost and Reserve [Line Items]      
Other charges (recoveries) 5,500,000    
Miscellaneous other charges      
Restructuring Cost and Reserve [Line Items]      
Other charges (recoveries)     2,700,000
Miscellaneous other charges | Micro Focus Acquisition Restructuring Plan | Micro Focus      
Restructuring Cost and Reserve [Line Items]      
Other charges (recoveries) 5,800,000 11,800,000  
Pre-acquisition equity incentives | Zix Corporation      
Restructuring Cost and Reserve [Line Items]      
Other charges (recoveries) $ 1,300,000 8,300,000 $ 15,400,000
Employee Severance | Micro Focus Acquisition Restructuring Plan | Micro Focus      
Restructuring Cost and Reserve [Line Items]      
Other charges (recoveries)   $ 23,000,000.0  
v3.24.2.u1
SPECIAL CHARGES (RECOVERIES) - Schedule of Restructuring Reserve (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Micro Focus Acquisition Restructuring Plan    
Restructuring Reserve [Roll Forward]    
Balance, beginning $ 33,092  
Accruals and adjustments 55,098  
Cash payments (56,316)  
Foreign exchange and other non-cash adjustments (3,783)  
Balance, end 28,091 $ 33,092
Micro Focus Acquisition Restructuring Plan | Workforce reduction    
Restructuring Reserve [Roll Forward]    
Balance, beginning 25,816  
Accruals and adjustments 37,889  
Cash payments (51,899)  
Foreign exchange and other non-cash adjustments (41)  
Balance, end 11,765 25,816
Micro Focus Acquisition Restructuring Plan | Facility charges    
Restructuring Reserve [Roll Forward]    
Balance, beginning 7,276  
Accruals and adjustments 17,209  
Cash payments (4,417)  
Foreign exchange and other non-cash adjustments (3,742)  
Balance, end 16,326 7,276
Fiscal 2022 Restructuring Plan    
Restructuring Reserve [Roll Forward]    
Balance, beginning 3,805 6,399
Accruals and adjustments 252 5,116
Cash payments (1,587) (7,411)
Foreign exchange and other non-cash adjustments 300 (299)
Balance, end 2,770 3,805
Fiscal 2022 Restructuring Plan | Workforce reduction    
Restructuring Reserve [Roll Forward]    
Balance, beginning 497 989
Accruals and adjustments (159) 3,729
Cash payments (156) (4,212)
Foreign exchange and other non-cash adjustments (7) (9)
Balance, end 175 497
Fiscal 2022 Restructuring Plan | Facility charges    
Restructuring Reserve [Roll Forward]    
Balance, beginning 3,308 5,410
Accruals and adjustments 411 1,387
Cash payments (1,431) (3,199)
Foreign exchange and other non-cash adjustments 307 (290)
Balance, end $ 2,595 $ 3,308
v3.24.2.u1
ACQUISITIONS AND DIVESTITURES - Narrative (Details) - USD ($)
 12 Months Ended
May 01, 2024
Jan. 31, 2023
Dec. 23, 2021
Nov. 24, 2021
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Dec. 01, 2022
Aug. 25, 2022
Business Acquisition [Line Items]                  
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal, Statement of Income or Comprehensive Income [Extensible Enumeration]         Other income, net (Note 23)        
Total principal payments due         $ 6,521,225,000 $ 9,089,575,000      
Acquisition-related costs         2,036,000 48,941,000 $ 6,872,000    
Goodwill         7,488,367,000 8,662,603,000 5,244,653,000    
Disposal by sale | AMC Business                  
Business Acquisition [Line Items]                  
Cash $ 2,275,000,000                
Gain on sale         429,100,000        
Transition services period 24 months                
Transition services reimbursable         11,500,000        
Line of Credit | Revolving credit facility                  
Business Acquisition [Line Items]                  
Total principal payments due   $ 450,000,000     0 275,000,000      
Senior Secured Notes 2027                  
Business Acquisition [Line Items]                  
Debt instrument interest rate (as a percent)               6.90%  
Senior Secured Notes 2027 | Senior Notes                  
Business Acquisition [Line Items]                  
Debt instrument face amount               $ 1,000,000,000  
Total principal payments due         $ 1,000,000,000 1,000,000,000      
Acquisition Term Loan | Line of Credit | Secured Debt                  
Business Acquisition [Line Items]                  
Debt instrument face amount   3,585,000,000           $ 3,585,000,000  
Debt instrument interest rate (as a percent)         7.58%       2.25%
Total principal payments due         $ 2,221,225,000 3,567,075,000      
Micro Focus                  
Business Acquisition [Line Items]                  
Purchase consideration   6,200,000,000              
Acquisition-related costs         1,100,000 48,300,000 $ 0    
Goodwill   3,385,572,000              
Acquired receivables, gross contractual amount   418,200,000              
Acquired receivables, estimated uncollectible   9,300,000              
Goodwill expected to be tax deductible   $ 67,300,000              
Purchase price allocation adjustments, pre-acquisition short term and deferred tax liabilities         $ 32,100,000        
Zix Corporation                  
Business Acquisition [Line Items]                  
Purchase consideration     $ 894,500,000            
Acquisition-related costs           $ 200,000      
Goodwill     585,910,000            
Acquired receivables, gross contractual amount     32,600,000            
Acquired receivables, estimated uncollectible     6,600,000            
Goodwill expected to be tax deductible     103,700,000            
Cash consideration     18,600,000            
Acquired receivables, fair value     26,000,000.0            
Pre-acquisition equity incentives, cost not yet recognized     $ 25,300,000            
Period for recognition (in years)           2 years      
Bricata                  
Business Acquisition [Line Items]                  
Purchase consideration       $ 17,800,000          
v3.24.2.u1
ACQUISITIONS AND DIVESTITURES - Schedule of Divestiture of AMC Business (Details) - Disposal by sale - AMC Divestiture
$ in Thousands
May 01, 2024
USD ($)
AMC Assets  
Accounts receivable trade, net of allowance for credit losses $ 57,927
Contract assets 10,355
Prepaid expenses and other current assets 4,651
Property and equipment 1,091
Goodwill 1,139,403
Acquired intangible assets 930,771
Deferred tax assets 2,820
Other assets 1,502
Total AMC Assets 2,148,520
AMC Liabilities  
Accounts payable and accrued liabilities 11,166
Deferred revenues 188,648
Long-term accrued liabilities 8,128
Pension liability, net 1,640
Long-term operating lease liabilities 672
Long-term deferred revenues 23,623
Long-term income taxes payable 9,845
Deferred tax liabilities 116,086
Total AMC Liabilities $ 359,808
v3.24.2.u1
ACQUISITIONS AND DIVESTITURES - Acquisition Preliminary Purchase Price Allocation (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Jan. 31, 2023
Jun. 30, 2022
Dec. 23, 2021
Business Acquisition [Line Items]          
Goodwill $ 7,488,367 $ 8,662,603   $ 5,244,653  
Micro Focus          
Business Acquisition [Line Items]          
Cash and cash equivalents     $ 541,584    
Accounts receivable, net of allowance for credit losses     408,921    
Other current assets     288,842    
Non-current tangible assets     441,129    
Goodwill     3,385,572    
Accounts payable and accrued liabilities     (473,635)    
Deferred revenues     (1,107,627)    
Other liabilities     (793,049)    
Net assets acquired     6,246,437    
Micro Focus | Customer assets          
Business Acquisition [Line Items]          
Intangible customer and technology assets     2,162,400    
Micro Focus | Technology assets          
Business Acquisition [Line Items]          
Intangible customer and technology assets     $ 1,392,300    
Zix Corporation          
Business Acquisition [Line Items]          
Cash and cash equivalents         $ 38,300
Non-current tangible assets         13,450
Goodwill         585,910
Net assets acquired         894,461
Liabilities assumed         (81,476)
Total identifiable net assets         308,551
Current assets, inclusive of cash acquired         71,527
Zix Corporation | Customer assets          
Business Acquisition [Line Items]          
Intangible customer and technology assets         212,400
Zix Corporation | Technology assets          
Business Acquisition [Line Items]          
Intangible customer and technology assets         $ 92,650
v3.24.2.u1
ACQUISITIONS AND DIVESTITURES - Schedule of Unaudited Pro Forma Information (Details)
 5 Months Ended 12 Months Ended
Jun. 30, 2023
USD ($)
Jun. 30, 2024
USD ($)
Jun. 30, 2023
USD ($)
Jun. 30, 2022
USD ($)
Jun. 30, 2023
£ / shares
Business Acquisition [Line Items]          
One-time fees   $ 135,305,000 $ 169,159,000 $ 46,873,000  
Amortization of intangible assets   432,404,000 326,406,000 217,105,000  
Goodwill impairment   $ 0 0 0  
Micro Focus          
Business Acquisition [Line Items]          
Revenues $ 976,537,000        
Net loss (94,741,000)        
One-time fees 82,900,000        
Amortization of intangible assets $ 202,400,000        
Revenues     5,933,106,000 6,248,335,000  
Net income (loss)     (500,105,000) 206,985,000  
Net income (loss) attributable to OpenText     (500,292,000) $ 206,816,000  
Goodwill impairment     $ 448,200,000    
Share price (pence per share) | £ / shares         £ 5.32
v3.24.2.u1
SEGMENT INFORMATION - Revenue From External Customers Attributed To Foreign Countries By Geographic Area (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Revenues from External Customers and Long-Lived Assets [Line Items]      
Total revenues $ 5,769,577 $ 4,484,980 $ 3,493,844
United States      
Revenues from External Customers and Long-Lived Assets [Line Items]      
Total revenues 3,030,457 2,523,737 1,968,597
Germany      
Revenues from External Customers and Long-Lived Assets [Line Items]      
Total revenues 394,071 291,772 241,506
United Kingdom      
Revenues from External Customers and Long-Lived Assets [Line Items]      
Total revenues 310,003 204,683 198,459
Canada      
Revenues from External Customers and Long-Lived Assets [Line Items]      
Total revenues 238,737 186,014 186,213
Rest of EMEA      
Revenues from External Customers and Long-Lived Assets [Line Items]      
Total revenues 1,127,717 808,824 586,236
All other countries      
Revenues from External Customers and Long-Lived Assets [Line Items]      
Total revenues $ 668,592 $ 469,950 $ 312,833
v3.24.2.u1
SEGMENT INFORMATION - Entity-Wide Disclosure On Geographic Areas, Long-Lived Assets In Individual Foreign Countries By Country (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Jun. 30, 2023
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total $ 3,073,778 $ 4,723,506
United States    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total 1,632,652 2,647,068
United Kingdom    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total 1,053,220 1,560,968
Canada    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total 200,695 280,174
Germany    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total 27,389 39,231
Rest of EMEA    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total 44,411 62,662
All other countries    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Total $ 115,411 $ 133,403
v3.24.2.u1
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]      
Beginning balance $ 4,022,104 $ 4,032,260 $ 4,099,453
Other comprehensive income (loss) before reclassifications, net of tax (17,475) (48,946) (74,988)
Amounts reclassified into net income, net of tax 1,415 3,046 1,091
Total other comprehensive income (loss), net (16,060) (45,900) (73,897)
Ending balance 4,199,681 4,022,104 4,032,260
Cash flow hedge | Derivatives designated as hedges: | Net foreign currency translation adjustment      
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]      
Gain (loss) recognized in OCI (loss) on cash flow hedge (effective portion) (331) (32,347) 0
Accumulated Other Comprehensive Income (Loss)      
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]      
Beginning balance (53,559) (7,659) 66,238
Ending balance (69,619) (53,559) (7,659)
Foreign Currency Translation Adjustments (1)      
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]      
Beginning balance (44,114) (3,316) 75,408
Other comprehensive income (loss) before reclassifications, net of tax (15,646) (40,798) (78,724)
Amounts reclassified into net income, net of tax 0 0 0
Total other comprehensive income (loss), net (15,646) (40,798) (78,724)
Ending balance (59,760) (44,114) (3,316)
Cash Flow Hedges      
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]      
Beginning balance 1,124 (656) 830
Other comprehensive income (loss) before reclassifications, net of tax (2,697) (941) (1,859)
Amounts reclassified into net income, net of tax 965 2,721 373
Total other comprehensive income (loss), net (1,732) 1,780 (1,486)
Ending balance (608) 1,124 (656)
Available-for-Sale Financial Assets      
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]      
Beginning balance (602) 0 0
Other comprehensive income (loss) before reclassifications, net of tax 228 (602) 0
Amounts reclassified into net income, net of tax 0 0 0
Total other comprehensive income (loss), net 228 (602) 0
Ending balance (374) (602) 0
Defined Benefit Pension Plans      
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]      
Beginning balance (9,967) (3,687) (10,000)
Other comprehensive income (loss) before reclassifications, net of tax 640 (6,605) 5,595
Amounts reclassified into net income, net of tax 450 325 718
Total other comprehensive income (loss), net 1,090 (6,280) 6,313
Ending balance $ (8,877) $ (9,967) $ (3,687)
v3.24.2.u1
SUPPLEMENTAL CASH FLOW DISCLOSURES (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Supplemental Cash Flow Information [Abstract]      
Cash paid during the period for interest $ 533,866 $ 360,232 $ 152,750
Cash received during the period for interest 45,465 53,486 4,637
Cash paid during the period for income taxes $ 294,769 $ 202,486 $ 116,583
v3.24.2.u1
OTHER INCOME (EXPENSE), NET - Schedule of Other Income (Expense) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Other Income and Expenses [Abstract]      
Foreign exchange gains (losses) $ 1,202 $ 56,599 $ (2,670)
Unrealized gains (losses) on derivatives not designated as hedges 3,116 (128,841) 0
Realized gains on derivatives not designated as hedges 0 137,471 0
OpenText share in net income (loss) of equity investees (18,194) (23,077) 58,702
Loss on debt extinguishment (56,393) (8,152) (27,413)
Gain on AMC Divestiture 429,102 0 0
Other miscellaneous income (expense) (442) 469 499
Total other income, net $ 358,391 $ 34,469 $ 29,118
v3.24.2.u1
OTHER INCOME (EXPENSE), NET - Additional information (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 09, 2021
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Debt Instrument [Line Items]        
Foreign exchange gains (losses)   $ 1,202 $ 56,599 $ (2,670)
Loss on extinguishment of debt   (56,393) (8,152) (27,413)
Debt extinguishment costs   $ 0 0 $ 24,969
Senior Notes 2026 | Senior Notes        
Debt Instrument [Line Items]        
Loss on extinguishment of debt $ (27,400)      
Debt extinguishment costs 25,000      
Unamortized debt issuance costs 6,200      
Unamortized premium $ (3,800)      
Limited Partner Investments | Minimum        
Debt Instrument [Line Items]        
Ownership by noncontrolling owners (as a percent)   4.00%    
Limited Partner Investments | Maximum        
Debt Instrument [Line Items]        
Ownership by noncontrolling owners (as a percent)   20.00%    
Micro Acquisition        
Debt Instrument [Line Items]        
Foreign exchange gains (losses)     $ 36,600  
v3.24.2.u1
EARNINGS PER SHARE (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2022
Basic earnings per share      
Net income attributable to OpenText $ 465,090 $ 150,379 $ 397,090
Basic earnings per share attributable to OpenText (in dollars per share) $ 1.71 $ 0.56 $ 1.46
Diluted earnings per share      
Net income attributable to OpenText $ 465,090 $ 150,379 $ 397,090
Diluted earnings per share attributable to OpenText (in dollars per share) $ 1.71 $ 0.56 $ 1.46
Weighted-average number of shares outstanding (in ‘000’s)      
Basic (in shares) 271,548 270,299 271,271
Effect of dilutive securities (in shares) 1,040 152 638
Diluted (in shares) 272,588 270,451 271,909
Excluded as anti-dilutive (in shares) 8,401 8,909 4,927
v3.24.2.u1
SUBSEQUENT EVENTS (Details)
$ / shares in Units, $ in Millions
 3 Months Ended 12 Months Ended
Jul. 31, 2024
USD ($)
$ / shares
shares
Sep. 30, 2024
USD ($)
employee
position
role
Jun. 30, 2024
$ / shares
Jun. 30, 2023
$ / shares
Jun. 30, 2022
$ / shares
Jul. 24, 2024
Apr. 30, 2024
USD ($)
Subsequent Event [Line Items]              
Dividends declared per common share (in dollars per share) | $ / shares     $ 1.00 $ 0.9720 $ 0.8836    
Twenty Twenty Four Share Repurchase Plan              
Subsequent Event [Line Items]              
Stock repurchase plan, authorized amount | $             $ 250
Subsequent event              
Subsequent Event [Line Items]              
Dividends declared per common share (in dollars per share) | $ / shares $ 0.2625            
Subsequent event | Twenty Twenty Five Share Repurchase Plan              
Subsequent Event [Line Items]              
Stock repurchase plan, authorized amount | $ $ 300            
Stock repurchase plan, authorized number of shares (in shares) 21,179,064            
Share repurchase program, authorized, percentage of shares authorized to public float           10.00%  
Daily maximum shares available for repurchase (in shares) 138,175            
Daily maximum as a percentage of daily trading volume 25.00%            
Average daily trading volume (in shares) 552,700            
Subsequent event | Twenty Twenty Four Share Repurchase Plan              
Subsequent Event [Line Items]              
Shares repurchased (in shares) 5,073,913            
Business Optimization Plan | Subsequent event | Forecast              
Subsequent Event [Line Items]              
Number of positions expected to be reduced | position   1,200          
Expected number of new roles | role   800          
Expected number of positions eliminated, period percent   1.70%          
Expected number of employees after restructure (in employees) | employee   23,000          
Expected cost | $   $ 60