Upland Software Announces Acquisition

AUSTIN, Texas, Jan. 11, 2017 /PRNewswire/ — Upland Software, Inc. (UPLD), a leader in cloud-based Enterprise Work Management software, today announced that it has acquired Omtool, an award-winning enterprise document capture, fax, and workflow solution.

“We are pleased to welcome Omtool and their valued customers and partners to Upland,” said Jack McDonald, Chairman and CEO of Upland Software. “This strategic acquisition enhances our workflow automation and document management product family by adding powerful capture, security, and compliance capabilities and strengthens our position in the financial services, legal, and healthcare verticals.”

“Upland and Omtool power some of the most efficient organizations,” said Karen Cummings, General Manager of Omtool. “We look forward to ensuring the ongoing success of Omtool customers, partners, and team by leveraging Upland’s enterprise-class service, support, and cloud expertise.”

The purchase price paid for Omtool was $19.2 million (net of cash acquired), within Upland’s target range of 5-8x pro forma Adjusted EBITDA. Upland expects the acquisition to generate approximately $11 million in revenue in 2017, subject to reductions for a deferred revenue discount as a result of GAAP purchase accounting. The transaction will be immediately accretive to Upland’s Adjusted EBITDA per share.

Business Outlook

Upland today also announced that it expects total revenue and Adjusted EBITDA for the quarter ended December 31, 2016 to be at the upper end of previously-announced guidance ranges.

In addition, for the quarter ending March 31, 2017, Upland expects reported total revenue to be in the range of $20.0 million to $20.8 million including recurring revenue in the range of $17.5 million to $18.1 million, for growth in recurring revenue of 17% at the mid-point over the quarter ended March 31, 2016. Adjusted EBITDA is expected to be in the range of $5.0 million to $5.5 million, for an Adjusted EBITDA margin of 26% at the mid-point, representing growth of 162% at the mid-point over the quarter ended March 31, 2016.

Finally, Upland today raised its long term Adjusted EBITDA margin target from 30% to 35%.

“Q4 came in strong with continued success in expanding our customer relationships allowing us to affirm our healthy Q4 outlook and to provide record Q1 guidance that reflects both the Omtool acquisition and the continued growth in our core business,” said Mr. McDonald.  “Finally, we are raising our long term Adjusted EBITDA margin target to 35% to reflect the increased customer loyalty and operating efficiency we are seeing as we scale.”

The Cosine Group advised Upland Software on the Omtool transaction.

About Upland Software

Upland Software (UPLD) is a leading provider of cloud-based Enterprise Work Management software. Our family of applications enables users to manage their projects, professional workforce and IT investments, automate document-intensive business processes and effectively engage with their customers, prospects and community via the web and mobile technologies. With more than 2,500 customers and over 250,000 users around the world, Upland Software solutions help customers run their operations smoothly, adapt to change quickly, and achieve better results every day. To learn more, visit www.uplandsoftware.com.

About Omtool

Omtool is a trusted partner for document capture, fax and workflow solutions. The company designs and builds software solutions that serve as the foundation for secure document process automation for customers that include some of the world’s largest financial institutions, hundreds of healthcare providers and legal firms, and companies across virtually every industry.