Verint Systems - Q3 2023

Transcript

Operator (participant)

Thank you for standing by. Welcome to the Verint third quarter conference call. At this time, all participants are now listen-only mode. After the speaker's presentation, there will be a question and answer session. To ask a question during the session, you will need to press star one one on your telephone. You will then hear an automated message advising your hand is raised. Please be advised that today's conference is being recorded. I would now like to hand the conference over to your speaker today, Matthew Frankel. Please go ahead.

Matthew Frankel (Director of Investor Relations and Corporate Development)

Thank you, operator. Good afternoon, and thank you for joining our conference call today. I'm here with Dan Bodner, Verint CEO, Doug Robinson, Verint CFO, and Alan Roden, Verint's Chief Corporate Investment Officer. Before getting started, I'd like to mention that accompanying our call today is a slide presentation. If you'd like to view these slides in real-time during the call, please visit the IR section of our website at verint.com. Click on the Investor Relations tab, and click on the Webcast link and select today's conference call. I'd also like to draw your attention to the fact that certain matters discussed in this call may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other provisions of the federal securities laws. These forward-looking statements are based on management's current expectations and are not guarantees of future performance.

Actual results could differ materially from those expressed in or implied by these forward-looking statements. The forward-looking statements are made as of the date of the call, this call, and except as required by law, Verint assumes no obligation to update or revise them. Investors are cautioned not to place undue reliance on these forward-looking statements. For more detailed discussion of how these and other risks and uncertainties could cause Verint's actual results to differ materially from those indicated in these forward-looking statements, please see our Form 10-K for the fiscal year ended January 31, 2022, our Form 10-Q for the quarter ended October 31, 2022, when filed, and other filings we make with the SEC. The financial measures discussed today include non-GAAP measures, as we believe investors focus on those measures in comparing results between periods and among our peer companies.

Please see today's slide presentation, our earnings release in the Investor Relations section of our website at verint.com for a reconciliation of non-GAAP financial measures to GAAP measures. Non-GAAP financial information should not be considered in isolation from, as a substitute for, or superior to GAAP financial information, but is included because management believes it will provide meaningful supplemental information regarding our operating results when assessing our business and is useful to investors for informational and comparative purposes. The non-GAAP financial measures the company uses have limitations and may differ from those used by other companies. Now, I'd like to turn the call over to Dan. Dan?

Dan Bodner (CEO)

Thank you, Matt. I'm pleased to report another quarter with continued strong SaaS momentum across key metrics, driven by brands looking to close the Engagement Capacity Gap. Verint Cloud's platform is differentiated, especially for organizations looking to elevate customer experience with the same resources and budget. Ongoing changes in workforce dynamics make it more compelling for brands to deploy AI-driven solutions to increase their workforce effectiveness. Throughout this year, we have experienced strong SaaS growth, with our cloud platform driving increased recurring revenue and sequential growth margin expansion. Today, we will review our Q3 and year-to-date financial results and provide an update on recent market trends. We will also discuss our guidance for this year and introduce our outlook for next year. We expect continued SaaS revenue growth, perpetual revenue decline, and growth margin expansion, driving strong earnings growth. Let's take a closer look at our Q3 results.

Starting with revenue, in Q3, we delivered revenue in line with our prior guidance. Our gross margins have increased throughout the year, tracking ahead of plan, and our non-GAAP diluted EPS came in significantly ahead of our guidance. We are pleased with our overall results and especially with our SaaS growth metrics. Cloud revenue increased 35% in Q3, with the SaaS portion of cloud revenue growing over 40% on a constant currency basis versus last year. Cloud bookings also came in strong, with new SaaS ACV bookings growing in Q3 over 50% year-over-year on a constant currency basis. As a reminder, in Q2, our new SaaS ACV had single-digit growth due to a tough compare, and we guided to strong Q3 growth, which we are pleased to have delivered. Driving our strong new SaaS ACV growth were many customer expansions and new logos.

In Q3, we received 31 cloud orders in excess of $1 million TCV as large enterprise customers continue shifting to the cloud. This is about a 50% increase compared to 21 orders in the same quarter last year and reflects the trend of large enterprises adopting cloud. These large cloud orders included some of the more recognizable organizations in the world, such as financial services provider Discover, home goods retailer IKEA, and healthcare provider Cardinal Health. In addition, we continue to win many new customers, and in Q3, we again added more than 100 new logos, including the grocery company Kroger and food delivery company Grubhub. Let's take a closer look at two large seven and eight-digit wins in Q3. The first order was $13 million, from a leading financial services company. This large customer decided to move to the cloud and selected Verint's Cloud Platform.

We believe we won this large order due to our platform openness, DaVinci AI differentiation, and enterprise scalability. The second order for $7 million was from a leading company in the utility sector. This large organization, which serves several million customers across the U.S., is also moving to the cloud with Verint and adding new applications across the Verint Cloud Platform. We believe the openness and breadth of the platform, DaVinci AI automation and differentiation, and a strong ROI were key reasons we won this opportunity. As discussed on prior calls, the Verint Cloud Platform is differentiated across multiple vectors. First, the platform core includes our market-leading Engagement Data Hub and Verint DaVinci AI that underpins all the applications running on our platform. This data-centric approach empowers our customers with business insights and drives automation across the enterprise.

Second, our platform offers many best-of-breed applications to help brands close the Engagement Capacity Gap and generate quick ROI. The platform approach makes it easy for customers to start anywhere and adapt additional applications over time. Third, our platform is open and agnostic to a brand's choice of telephony solution, CRM solutions, and data lakes, where it makes it easy for brands to deploy our platform into their existing ecosystem. Next, I would like to discuss the SaaS revenue and SaaS bookings trends we have seen this year and our expectations for the remainder of fiscal year 2023. Our SaaS revenue has consistently increased over the last few years, and this year we expect over 35% growth on a constant currency basis.

Throughout this year, our SaaS revenue has increased every quarter, and we expect to finish this year strong with non-GAAP SaaS revenue approaching $130 million in Q4. With respect to bookings, we expect strong new SaaS ACV growth in Q4 following our strong growth in Q3. Overall, the second half, we expect around 40% growth year-over-year, an acceleration over the 15% growth we saw in the first half on a constant currency basis. As SaaS bookings accelerate in H2, we see the opposite trend in perpetual license bookings, which I will discuss next. In Q3, we saw a change in behavior from perpetual license customers. Our perpetual revenue in Q3 was significantly lower than in Q1 and Q2. We expect this trend to continue in Q4.

Looking at the second half of the current year, we expect perpetual revenue to drop to $46 million, which is a faster decline than previously expected. For the full-year, we now expect $110 million of perpetual revenue. As the market shifts away from perpetual to SaaS, our recurring revenue metrics continue to be strong. For the year, we expect non-GAAP recurring revenue to increase around 10% on a constant currency basis. For Q4, given the perpetual trends we just discussed, we expect close to 90% of our non-GAAP software revenue to come from recurring sources. As a greater portion of our revenue is recurring, visibility is improved, and we also benefit from gross margin expansion, as I will explain next. Throughout this year, we have experienced a sequential improvement in gross margins.

Our recurring revenue generates much higher gross margins than a non-recurring revenue. Recurring revenue growth has been driving gross margin expansion. Overall, we expect around 100 points of expansion this year, with a non-GAAP annual gross margin reaching 70% for the first time in our SaaS transition. Turning to guidance for the current year. In Q4, as SaaS revenue continues to grow, we expect perpetual revenue to decline faster than we previously expected and are adjusting our annual revenue outlook accordingly to 5% growth on a constant currency basis. Regarding EPS, we are maintaining our guidance for 10% diluted EPS year-over-year growth. Next year's guidance is driven by the trends and market environments we are seeing today. We expect another year of strong SaaS momentum with 30% SaaS revenue growth on a constant currency basis, while perpetual revenue declines to approximately $100 million.

Overall, this drives our total revenue growth to 6% on a constant currency basis, up from 5% we now expect for this year. Regarding EPS, we expect 8% year-over-year growth, resulting in diluted EPS of $2.70. Before handing the call over to Doug, let me conclude with our long-term targets, a new buyback program. We believe that helping brands close the Engagement Capacity Gap is a growth opportunity that will support strong SaaS revenue growth for many years. In addition, we believe our growth margins will continue to expand as we shift to SaaS, which will enable us to drive strong double-digit earning growth long term.

We are confident in our long-term prospects and are pleased to announce a new $200 million stock buyback program over the next 2 years. Before I turn over the call to Doug, I would like to remind you of the previously announced CFO transition in Q4. This is the last earning call that Doug joins as our CFO, and a great opportunity for me to thank Doug for his tremendous contribution to Verint over the last 16 years and for the flawless execution of our complex spin-offs almost two years ago. Now, let me turn the call over to Doug.

Doug Robinson (CFO)

Thanks, Dan. Good afternoon, everyone. Our discussion today will include non-GAAP financial measures. A reconciliation between our GAAP and non-GAAP financial measures is available, as Matt mentioned, in our earnings release and in the IR section of our website. Differences between our GAAP and non-GAAP financial measures include adjustments related to acquisitions, including fair value revenue adjustments, amortization of acquisition-related intangibles, certain other acquisition-related expenses, stock-based compensation expenses, separation-related expenses, accelerated lease costs, IT facilities and infrastructure realignment, as well as certain other items that can vary significantly in amount and frequency from period to period. For certain metrics, it also includes adjustments related to foreign exchange rates. Similar to last quarter, given the significant appreciation of the U.S. dollar this year, I'll be discussing certain results on a constant currency basis today to better understand our business performance.

Revenue came in at $232 million on both a GAAP and non-GAAP basis, in line with our prior guidance, reflecting 2% year-over-year growth on a non-GAAP currency basis. Year-to-date non-GAAP revenue increased 6% on a constant currency basis. Recurring revenue came in at $175 million on both a GAAP and non-GAAP basis, reflecting 12% year-over-year growth on a non-GAAP constant currency basis. Year-to-date non-GAAP recurring revenue increased 11% on a constant currency basis. As Dan discussed earlier, as we shift to a more recurring revenue model, we are seeing an improvement in our gross margins, and our non-GAAP gross margin came in strong at 71.2% in Q3. Our strong gross margins enabled us to significantly overachieve on the bottom line, non-GAAP diluted EPS came in at $0.69.

Turning to our strong cloud KPIs, we're very pleased with our Q3 and year-to-date performance. Cloud revenue on a constant currency basis increased 37% on a GAAP basis and 35% on a non-GAAP basis year-over-year in Q3, slightly faster growth than the first half of the year. Non-GAAP SaaS revenue on a constant currency basis increased 41% year-over-year in Q3, or 44% on a GAAP constant currency basis. Both metrics grew strongly in Q3, with SaaS growing faster than cloud. As we previously discussed, cloud includes optional managed services, which is a low-margin business that we're not targeting for growth. New SaaS ACV bookings represents annualized contract value of all new SaaS contracts booked in a quarter.

In Q3, new SaaS ACV was up strong at 51% year-over-year on a constant currency basis as we continue to see strong demand across industries and geographies, as well as new and existing customers for the Verint Cloud Platform. As Dan discussed earlier, in Q3, perpetual revenue declined more than expected, which resulted in new PLE bookings being down 4% year-over-year on a constant currency basis. Year-to-date, new PLE bookings increased 11% on a constant currency basis. Given the trends we discussed today, I'd like to mention that it's useful to look at two components in PLE, perpetual and SaaS, which demonstrate different behaviors. In Q3, the SaaS component increased 42%, while the perpetual component declined 43%.

Year-to-date, we experienced 41% growth in the SaaS component, while the perpetual component declined 20%. I'd now like to discuss our current guidance for Q4 and the year ending January 31, 2023. We expect another quarter of SaaS growth in Q4, driving more than 35% SaaS revenue growth and 10% recurring revenue growth for the year, both on a constant currency basis. We expect revenue to increase sequentially by around $6 million in Q4 and are adjusting our outlook for total revenue for the year to $900 million or 5% year-over-year growth on a constant currency basis. Our current outlook reflects the trends we discussed today, including strong SaaS growth coupled with faster than expected perpetual decline. Our current outlook for perpetual revenue is approximately $110 million.

With respect to EPS, we are maintaining our guidance for 10% diluted EPS growth year-over-year. In Q4, below the line, we expect interest and other expense net should be around $1 million. Net income from a non-controlling interest we have in a small joint venture should be around $200,000. Our cash tax rate should be about 12%. We expect around 76 million fully diluted shares outstanding. Before moving to our outlook for next year, let me take a minute to review where we are in our cloud transition across three areas and discuss how we're modeling next year's SaaS growth. Starting with the cloud mix. Over the next several years, our revenue and bookings have steadily shifted to SaaS. This year, we expect cloud revenue to represent 64% of our cloud software revenue.

Regarding bookings, we expect 67% of new PLE bookings to come from SaaS. We're pleased with our continued progress with our mix change towards SaaS. Next, I'd like to discuss SaaS revenue. As we look at our expected 35% SaaS revenue growth, we expect around 60% of our growth to come from new business and 40% to come from conversions. At the end of this year, we expect to have $180 million of support revenue remaining, which we expect to convert to SaaS over time. Third, our recurring mix of revenue continues to increase, and we expect around 86% of our software revenue to come from recurring sources this year, driven by new SaaS ACV bookings and strong renewal rates. Overall, I believe we're well positioned going to next year for continued SaaS growth.

Let's turn to our guidance for next year. Our fiscal year 2024 guidance reflects the trends we discussed today, including strong SaaS bookings, declining perpetual, as well as the current macro environment, which may be impacting customer and partner buying decisions. For total revenue, we expect 6% year-over-year growth on a constant currency basis, resulting in $945 million of reported revenue ±2%. We expect recurring revenue to grow close to 10% year-over-year on a constant currency basis, with perpetual revenue coming in around $100 million. We expect gross margins and operating margins to continue to expand and deliver 8% fully diluted EPS growth. Let's discuss some below-the-line assumptions. We expect around $750,000 per quarter of interest and other expense net.

We expect about $200,000 per quarter of net income from a non-controlling interest we have in a small joint venture. We expect a cash tax rate of approximately 11% for each quarter and for the year. Our guidance assumes 75 million fully diluted shares, down slightly from the year due to the new buyback program. The actual share count will depend on the pace of the buyback. In summary, we're pleased with our Q3 and year-to-date results and are well positioned for a strong finish to the year. We expect the strong SaaS momentum we experienced this year to continue into next year, driving another year of strong earnings growth. Longer term, we are operating in a favorable market that supports sustainable SaaS growth from which we expect to drive double-digit total revenue growth, continued margin expansion, and double-digit earnings growth.

Our new 200 million share buyback program, which at current prices could allow us to repurchase approximately 7% of our outstanding shares, reflects the confidence we have in our outlook. Finally, as this is my last earnings call as CFO of Verint, I'd like to share that I couldn't be more confident in Grant and our team, and look forward to acting as an advisor to Dan and the company for a period of time. With that, operator, let's open up the line for questions.

Operator (participant)

As a reminder to ask a question, you will need to press star one one on your telephone. Please stand by while I begin the roster. Our first question will come from the line of Shaul Eyal from Cowen. Your line is open.

Shaul Eyal (Managing Director of Equity Research)

Thank you. Good afternoon, gentlemen. Healthy quarter on the cloud front. Yet next year's guidance is coming below consensus. Maybe can you reconcile for us this tale of two cities, so to speak? Is it a transition which is taking away from next year's revenue as product revenue is seeing headwinds, or is it just a macro weighing in? Maybe if on the macro front, do you think that you've taken the necessary measures to tackle a moderating economy as you see it right now?

Dan Bodner (CEO)

Yes. Thanks for the question. Let me start by how we see the macro environment today and of course, that's, we guide into next year. Clearly, very strong Q3 on all metrics. SaaS revenue up 40% on a constant currency basis. SaaS booking, the new SaaS ACV, 51%. Not just revenue, but also booking strength, which is a leading metric. 100+ new logos, large deals up 50%, 31 over $1 million. Right now when we look at how we execute on our cloud strategy, clearly the platform is driving customers to the cloud. Our goal is to help our customers complete their SaaS transition. We think we're doing well in Q3 and also in Q4. When we look at the Q4 guidance that we just gave, we expect SaaS booking to grow in H2 40%. Continue to be strength.

You know, I spoke about the platform differentiation. It's an enterprise-wide platform. It's about CX automation. It's not about telephony or CRM, so it's very differentiated. Customer and partners love it because it's quick time to value. In this environment, when they're looking to reduce the cost of the workforce, this is exactly what they need. They need to elevate CX with automation and workforce efficiency. That's kind of the backdrop for what we see now. Now, as you mentioned on the perpetual, very clear change in Q3, where the perpetual license revenue are down, both booking and revenue and sharply down from H1. You look at the H1 numbers, this was a run rate of $130 million perpetual.

Now in Q3 we are the run rate of $100 million, so about $25 in Q3, so a $100 million run rate. In Q4 it's gonna be about the same. A very sharp drop, potentially, related to CapEx budgets and macro. What's interesting as we speak to these customers and you know, they've been customers for Verint for a long time, we didn't lose the deals. When they come back, I believe some of them will come back as SaaS. These are customers that, before indicated that it will take them a while to move to the cloud, and now they are more seriously considering transition to SaaS next year.

I think overall the macro is favorable for SaaS and we give a lot of metrics today to measure the progress of our SaaS mix. Now bridging into next year, on the recurring revenue side, we do expect to see 10% growth on a constant currency basis. Recurring revenue will grow nicely to $750 million. Perpetual, we are assuming $100 million and professional services usually, 1:1 ratio with perpetual, so that's the balance. When you think about, you know, this obviously, perpetual has a big impact on the guidance change. FX has another impact, about 1% next year.

The balance is, you know, what we're assuming in terms of SaaS booking next year. The assumption behind the guidance is 15% new SaaS ACV booking. That's obviously lower than H2. In H2 now we have 40%, but I think that's the main assumption that drives the balance of the guidance. That's top line, right? Just to finish the way we think about it, in addition to continue to motivate our customers to move to SaaS, which we've done since the spin and continue to do into this economy, we also see a very nice margin expansion. Q3 gross margin are, you know, 71%. We expect Q4 gross margin to continue to expand from there.

The mix between recurring and non-recurring, as Doug mentioned before, is creating a good uplift on gross margin. That coupled with expense management, we are able to continue to grow earning much faster than we're growing the top line this year. That's also our plan for next year as we guide it for $2.70, which is 8% growth. In summary, we-

Shaul Eyal (Managing Director of Equity Research)

Got it.

Dan Bodner (CEO)

Next year is, you know, two objectives. Accelerate the cloud transition and have a very strong SaaS growth, 30% SaaS revenue growth, and also manage the bottom line. Of course, we have an FX, we have natural hedge, as you know, and we manage the gross margin and cost structure to accelerate earnings faster than revenue.

Shaul Eyal (Managing Director of Equity Research)

Got it. Thank you for this elaborated reply. As we think about some of those elongated sales cycles, can you identify for us maybe is that a vertical driven? Is that specifically macro driven? How should we be thinking about it and understanding that for now, and again, correct me if I'm wrong, nothing is getting canceled, but rather pushed. Please, you know, correct me if I'm wrong. Is it coming from one industry, or it's pretty much broad-based?

Dan Bodner (CEO)

Yeah. We don't see elongated sales cycle across every customer. There are some customers actually that are looking to accelerate because the CRI and they need new technology, while other customers, you know, obviously take the time because they wanna be more careful in spending. Clearly, as we discussed, as I discussed before, there's a CapEx OpEx difference here that is very visible in terms of the longer sales cycle. If I look at other, like you mentioned, verticals and I'll start with geographies. Year to date, what we see in Americas, EMEA and APAC is very similar. I can say no change by geography. In terms of verticals, we are very diversified across verticals.

Obviously, financial services continue to be a strong, healthcare continues to be a strong part of our business. These are large B2C companies, and, you know, the seven and eight digits wins with these companies moving to the cloud. I, I think it's more customer by customer decision. When I look back at, you know, our recession in 2008, where we did really well and we grew a little bit, and we grew earning a lot in 2008. You know, it was, it was obviously, you know, we're diversified, we have large enterprise customers and we offer very sticky solutions.

Also it was very clear that these type of B2C companies need to engage with their customers in good times and in bad times, and especially when the workforce costs are increasing and they need technology to increase automation while elevating CX. I think that's the dynamics. You know, we see some customers that have, you know, more pause, and we see customers that actually have, I would say even accelerate their technology purchases. The way we think about, you know, guidance for next year is obviously like we always did. We, we take what we see now and that's reflected in our guidance. We're not trying to project change whether it's to the better or the worse. We think this is a pretty good environment, for us with our ability to protect earnings with our increasing, you know, increasing gross margins and cost management.

Shaul Eyal (Managing Director of Equity Research)

Understood. Thank you so much. Best of luck to Doug.

Operator (participant)

Thank you. One moment for our next question. Our next question will come from the line of Ryan MacDonald from Needham. Your line is open.

Ryan MacDonald (Managing Director and Senior Equity Research Analyst)

Hi. Thanks for taking my questions. Congrats to Doug on a great career and best of luck in the future. Dan, maybe to start, I just wanted to clarify, I think one of the assumptions you talked about for next year's outlook. Did you say that SaaS bookings that you're expecting 15% growth next year? Can you clarify that? If so, can you talk about maybe some of the components of what you're seeing within the SaaS business that would sort of warrant such a slowdown from the growth rates this year? Is it a tough comp? Are you starting to see some slowing in the SaaS side of the business as well? Would just love some clarification there.

Dan Bodner (CEO)

Let's look at all the SaaS metrics for next year. Starting with revenue, SaaS revenue, we're expecting 30% growth in SaaS revenue. As you know, we have about 60/40 in revenue between new booking and conversion. Conversion, we expect to continue to grow, but there are, you know, different dynamics in terms of the new SaaS booking. 30% growth is SaaS revenue, 60% from expansion and new logos, and 40% is conversion. That's one assumption. Again, that's the same mix we have this year. In terms of the booking assumption, last year, I mean, the current year, I'm sorry. The current year in H1, we had 15% new SaaS ACV growth.

In H2, we are projecting now 40%. It's a big increase from H1 to H2. I'd love to think that this will continue to next year, but right now in our guidance, we assumed the same as H1 this year. 15% is our assumption that drive the guidance. I don't think that it's suggesting that we see deceleration. It's suggesting that we are trying to provide now in December guidance, and we're trying to look at that from a perspective of, you know, what did we achieve this year. We clearly have acceleration in Q3, which we expect strong new SaaS ACV in Q4, but we're only baking 15% into our guidance assumptions.

Ryan MacDonald (Managing Director and Senior Equity Research Analyst)

Yeah. That's helpful color. Oh.

Dan Bodner (CEO)

Yeah. Just to finish-

Ryan MacDonald (Managing Director and Senior Equity Research Analyst)

Sorry, go ahead.

Dan Bodner (CEO)

If you're building the model, you can also assume that about 75% of our new SaaS ACV is bundled SaaS and 25% is Unbundled SaaS. You know, just give you the numbers, at this point, our guidance for this year suggests we're gonna have $120 million of ACV booking that are new. That number will grow to about $140 million next year in the guidance, and you can assume a 75%-25% mix for this year and for next year.

Ryan MacDonald (Managing Director and Senior Equity Research Analyst)

That's super helpful color. I appreciate that, Dan. Maybe, Doug, for you, on the, on the gross margin expansion, great to see that, you know, we're gonna get to, 70%, for the year here as that transition accelerates. I'm curious, as you think about next year, I know you talked about gross margin expansion, but as perpetual continues to fall off, you know, what structurally do you think gross margins can get to when you think about 2024 and beyond? Thanks.

Dan Bodner (CEO)

Doug, can you-

Doug Robinson (CFO)

Yeah. Yes, thanks, Ryan. You know, we'll continue to see gross margin expansion. It's, it's kind of a weighted average thing, right? Our recurring revenues have a higher gross margin, and as that becomes a bigger piece of the puzzle, the gross margins are gonna expand. You know, we'll see Q4 will be up, you know, 1 percentage point or so from Q3. That'll give us a 70% for this year, and we'll probably, you know, have 50 basis points or so next year and then continuing, and we might see acceleration beyond that in the out years.

Dan Bodner (CEO)

Yeah.

Ryan MacDonald (Managing Director and Senior Equity Research Analyst)

Thanks for taking-

Dan Bodner (CEO)

If you could see the numbers in the dashboard, we have over 75% gross margin on recurring and under 50% gross margin on non-recurring. As we continue to grow recurring next year 10% and obviously non-recurring continue to decline, that's the average or the mix shift toward the 75%+ that we have currently in the recurring gross margin. All right. Thanks for taking my questions. I'll hop back in the queue.

Doug Robinson (CFO)

Yeah, sure.

Operator (participant)

One moment for next question. Our next question comes line of Peter Levine from Evercore ISI. Your line is open.

Peter Levine (Managing Director)

Great. Thanks for taking my questions. Doug, you know, best of luck in your next endeavor. You know, maybe the first one is, you know, the kick, say, with the macro theme is, you know, what's the recession playbook for Verint, right? Like, what? You know, we've seen others kind of take the right steps to kind of resize their business, prioritize investments, focus on efficiencies. Like, what cards do you have in your back pocket, you know, if things get worse to play? Then as it stands today, can you quantify your hiring plans for next year?

Dan Bodner (CEO)

Yes. In terms of the cost structure, the gross margin expansion is a function of a mix shift towards recurring, so that's gonna continue into next year. We expect, you know, Q3, if you look at our OpEx, it's $102 million. That's down from Q1 and Q2. We expect to maintain that in Q4. You know, part of what's working in the industry is the fact that, you know, the labor environment has cooled off. You know, we continue to hire talent, but we have selective hiring.

We also have a little bit of a mix shift towards, you know, geographies where there is low cost because Verint is a global company, and that's a lever we've used before to manage our cost structure. Of course, the FX, the fact that we have a natural hedge, regardless of what the currencies will do, we don't have to deal with the FX headwind. It's a headwind to the top line, and that's why we report constant currency, but it does not create headwind on our bottom line.

If you, if you look at our last recession, 2008, we used all these levers, and we actually had huge growth in earnings that year because the top line didn't drop as much as other companies, and we did manage the bottom line, and we ended up with great margins. I think we know how to manage our expenses and we have the ability to use fixed costs and variable costs. At the same time, so far we, you know, we think that we see a good pipeline for next year that supports our guidance. You know, things can get worse, and obviously we'll prepare and, if needed, we know how to respond.

Peter Levine (Managing Director)

Now with on the cloud revenue side, can you share or quantify what your net retention rates look like? I ask because, you know, you talk about the 60/40 split, but if I think about, you know, 60% net new logos, but if I think about the install base, you know, are you assuming that you're gonna be able to better tap into your install base, assuming the environment gets tough, right? It's, it's an easier sale. Just curious to know, A, can you just quantify, you know, net retention rates and then kinda how are you positioning sales reps next year to maybe focus back more on those, you know, install base sales? Thank you.

Dan Bodner (CEO)

Yes, absolutely. First, to clarify. The 60% new is not only new logo. It's new logo and expansion from the base. It's anything new, any new business, as opposed to conversions. Historically, we're generating more than 90% every quarter, every year from our base. Large enterprise customers that continue to expand and buy, and they need more technology. We have very sticky solutions, and they continue to expand. Now with the Verint Cloud Platform, the time to value is actually faster. We actually think it's gonna be easier for our customer base to expand relative to the on-prem environment.

What we kind of discussed historically, is that our GRR, our gross retention rate are in the 90s, and that NRR, net retention rates, are over 100%. We talked about, you know, reporting pure cloud metrics when we get to be more pure cloud company. In some metrics, like new SaaS ACV, we already have that in the dashboard. NRR, to get you the specific numbers, they will come over time as we ready to report NRR. You know, the Salesforce, your question about the Salesforce and how we organized, we expect, you know, the vast majority of our revenue to come from the base.

When we get new customers, like we got 100 new logos today, we mentioned, you know, some great names in these logos, but they start small. New logos, you know, will buy into a platform, over time they'll expand with the platform. The we have very little reliance on, you know, new logos. Most of our new business come from, the base expanding.

Peter Levine (Managing Director)

Great. Thank you very much for taking my questions.

Operator (participant)

As a reminder, that's star one, question for conference. One moment for our next question. Our next question comes from the line of Mike Lamanna from Jefferies. Your line is open.

Mike Lamanna (VP of Equity Research)

Great. Thank you. Yeah, thanks for taking my questions. Maybe first, just to understand the conversion mix expectation, how many of those customers have already signed up or committed to convert next year, and therefore you have visibility into it? Like the contract is, I don't know if the contract would be inked or not. How many have already said they are going to versus of that 40%, how much do you have to actually go and convince to convert? Just maybe help us understand that.

Dan Bodner (CEO)

All these customers have contractual vehicles with Verint. They're not new. We don't have to, you know, get into a new relationship. Many of these customers actually, while they didn't convert the legacy solutions to the cloud, already bought some new applications in the Verint Cloud. They're not necessarily, you know, at a position that they just need to make a decision first time to test Verint in the Cloud. Some decided that they see no rush. They like the Verint solutions on-prem, it's working, they don't wanna be disrupted. New capabilities that we offer in the Cloud, they start the journey with Verint in the Cloud.

The bottom line is we do have discussions with these customers ongoing on their appetite for conversion. This discussion with, you know, most of our customers, the discussion started, you know, not now, but a year ago. Many said, you know, "Not this year, maybe next year, maybe the year after." It's a journey. Customers need to go through their own internal decisions because it's affecting their IT organization, their security considerations, and obviously they look at the ROI. You know, what's the best time from an ROI perspective to make the move?

I'm not suggesting that we have a clear contractual commitment from customers on the date that they will convert, but we have a good sense of which ones are budgeting conversion into next year and which ones are only contemplating. Our assumption for next year is consistent with what we've done this year. It's not that we are trying to rely on some new dynamics in our base. You could see that for the last few years, every year there's about $50 million or a little bit more than $50 million of maintenance revenue that is converting into the cloud. It's pretty consistent for next year.

Mike Lamanna (VP of Equity Research)

Great. Yeah. That's very helpful to get more clarity. Then just on the share buyback, you guys gave guidance for the share count for next year, but just maybe how should we think about the prioritization of capital management in terms of tuck-in M&A versus the buyback? You know, is there any level that we think about where you would prioritize one over the other? Should we think about it being kind of balanced like you've been in the past? Just what's the higher priority?

Dan Bodner (CEO)

Yeah. You know, there are several drivers to the buyback. One is obviously our confidence in our long-term outlook, that's reflected in the decision for the buyback. The second is, as you remember, following the tax-free spin-off, we have some restrictions on the size of the buyback and, you know, we still obviously limited by the, you know, the tax-free structure, but we're able to announce this program within the limitation of the tax-free spin-off. In terms of the overall capital structure, we expect this program to be more than 50%, somewhat more than 50% of our free cash flow that we generate in that period.

We think it's a good balance of using our free cash flow for buyback and for other usage. You know, M&A could become more attractive. We'll see. We can obviously make adjustments over time. This is the way we think about it now. We're generating a lot of cash. We expect to grow cash flow next year and the year after faster than EBITDA because we are in the second half of our cloud transition, and the cash flow is accelerating. We're expecting very healthy cash flow the next two years. We think it's prudent to put more than 50% of that back to investors.

Mike Lamanna (VP of Equity Research)

Great. Appreciate you taking my question.

Operator (participant)

Thank you. I'm not showing any further questions in the queue. I'd like to turn it over back to the speakers for any closing remarks.

Matthew Frankel (Director of Investor Relations and Corporate Development)

Great. Thank you, for joining our call today. If you have any questions, feel free to reach out. Look forward to speaking to you soon. Have a good night, everybody.

Operator (participant)

This concludes today's conference call. Thank you for participating. You may now disconnect. Everyone, have a great day.