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Edited Transcript of UPLD earnings conference call or presentation 7-Mar-19 10:00pm GMT

Q4 2018 Upland Software Inc Earnings Call

AUSTIN Mar 13, 2019 (Thomson StreetEvents) -- Edited Transcript of Upland Software Inc earnings conference call or presentation Thursday, March 7, 2019 at 10:00:00pm GMT

TEXT version of Transcript

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Corporate Participants

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* John T. McDonald

Upland Software, Inc. - Founder, Chairman & CEO

* Michael D. Hill

Upland Software, Inc. - CFO, Treasurer & Secretary

* Timothy W. Mattox

Upland Software, Inc. - President & COO

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Conference Call Participants

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* Bhavanmit Singh Suri

William Blair & Company L.L.C., Research Division - Partner & Co-Group Head of Technology, Media and Communications

* Brian Christopher Peterson

Raymond James & Associates, Inc., Research Division - Senior Research Associate

* Eric Carlos Lemus

SunTrust Robinson Humphrey, Inc., Research Division - Associate

* Jeffrey Lee Van Rhee

Craig-Hallum Capital Group LLC, Research Division - Partner & Senior Research Analyst

* Joshua Christopher Reilly

Needham & Company, LLC, Research Division - Associate

* Richard Kenneth Baldry

Roth Capital Partners, LLC, Research Division - MD & Senior Research Analyst

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Presentation

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Operator [1]

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Ladies and gentlemen, thank you for standing by, and welcome to the Upland Software Fourth Quarter and Full Year 2018 Financial Results. (Operator Instructions) The conference call will be simultaneously webcast on Upland's Investor Relations website, which can be accessed at investor.uplandsoftware.com. As a reminder, this conference call is being recorded. Following the completion of the conference call, a webcast replay will be available for 12 months on Upland's Investor Relations website at investor.uplandsoftware.com.

By now, everyone should have access to the fourth quarter and full year 2018 earnings release, which was distributed today at approximately 3 p.m. Central Time, 4 p.m. Eastern Time. If you've not received the release, it's available on the Investor Relations tab of Upland's website at investor.uplandsoftware.com.

I'd now like to turn the conference over to our host, Mr. Jack McDonald, Chairman and CEO of Upland Software. Please go ahead, sir.

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John T. McDonald, Upland Software, Inc. - Founder, Chairman & CEO [2]

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Thank you, and good afternoon, everyone. Welcome to our Q4 and full year 2018 earnings call. I'm joined today by Tim Mattox, our President and Chief Operating Officer; and Mike Hill, our CFO. On today's call, I will summarize our results and some recent highlights. After that, Mike will provide a more detailed look at the numbers and share with you our guidance for the first quarter and full year 2019. Tim will then cover sales and operations highlights, and we will open the call up for Q&A after that.

But before we get started, Mike is going to read the safe harbor statement. Mike?

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Michael D. Hill, Upland Software, Inc. - CFO, Treasurer & Secretary [3]

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Thank you, Jack, and good afternoon, everyone. During today's call, we will include statements that are considered forward-looking within the meanings of securities laws. In addition, we may make additional forward-looking statements in response to your questions. These statements are subject to risks, assumptions and uncertainties that could cause our actual results to differ materially. We caution you to consider our discussion of risk factors and other uncertainties that could cause actual results to differ materially from those in the forward-looking statements contained in the press release and in this conference call.

A detailed discussion of such risks and uncertainties are contained in our annual report on Form 10-K as periodically updated as needed in our quarterly reports on Form 10-Q filed with the SEC. The forward-looking statements made today are based on our views and assumptions and on information currently available to Upland management as of today, March 7, 2019. We do not intend or undertake any duty to release publicly any updates or revisions to any forward-looking statements, whether as a result of new information, future events or otherwise.

On this call, Upland will refer to non-GAAP financial measures, that when used in combination with GAAP results, provide Upland management with additional analytical tools to understand its operations. Upland has provided reconciliations of non-GAAP measures to the most comparable GAAP measures in our press release announcing our fourth quarter 2018 results, which is available on the Investor Relations section of our website at investor.uplandsoftware.com.

Please note that we're unable to reconcile any forward-looking non-GAAP financial measures to their directly comparable GAAP financial measures because the information which is needed to complete a reconciliation is unavailable at this time without unreasonable effort. To learn more about our outreach plans, please feel free to contact us at investor-relations@uplandsoftware.com.

And with that, I'll turn the call back over to Jack.

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John T. McDonald, Upland Software, Inc. - Founder, Chairman & CEO [4]

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Thanks, Mike. So Q4 was a very strong finish to what was a transformational year. In 2018, we had accelerating revenue growth, expanding adjusted EBITDA margins, market-leading product innovation, dramatically increasing customer loyalty and retention, record acquisition activity and profitable international expansion. So just an incredible year of progress, a transformational year for Upland Software.

In the fourth quarter, 62% total revenue growth, 72% adjusted EBITDA growth. So just an incredibly strong performance. And as of Q4, our pro forma annualized run rates are now north of $194 million in revenue and $72 million in adjusted EBITDA. That's Q4 annualized, adding in the most recent acquisition. So our pro forma annualized run rate on revenue is just shy of $200 million versus the $120 million, $130 million we had exiting last year. So tremendous growth, nearly doubling the size of the business.

Notably, Q4 organic growth and reported recurring revenues was 10% -- 10% organic growth. So that's double-digit organic growth for Upland Software for the first time. So a really impressive performance on organic growth, and more on that in a moment.

In 2018, we achieved year-over-year improvement in net dollar retention rate, NDRR, from 93% when we last published that number, which we publish annually. We last published the 2017 number, which was 93%. We've taken that to 98%, so a massive improvement. This near 500 basis point improvement in NDRR is evidence that our UplandOne platform and our focus on 100% customer success are driving increased customer satisfaction and loyalty, higher NPS scores, higher renewal rates, strong expansion sales and increased pricing power.

Also in 2018, we continue to make efficient, high-impact investments in sales. And I think it's worth taking a moment to look at where we've come over the last 8 quarters. So since the first quarter of 2017, 8 quarters ago, we have increased our field sales headcount from 3 field salespeople to 28. We've increased our total sales headcount from 27 to 65, right. That latter number, including the inside sales teams.

We have more than doubled our organic growth in reported recurring revenues during that period, and all the while, we have expanded our adjusted EBITDA margins by nearly 1,100 basis points, taking adjusted EBITDA margins from 26% in the first quarter of 2017 to 37% in the fourth quarter of 2018. So efficient investment, supporting organic growth, consistent with a massive ramp in EBITDA margins.

In the fourth quarter, we made 2 strategic and accretive acquisitions that further expand our capabilities in our Customer Experience Management, or CXM as we call it, Solution Suite. And those were the acquisitions of Adestra and Rant & Rave. And the additions of these 2 products added core capabilities to our CXM Solution Suite, including marketing automation and personalization, automated campaign management and social media monitoring, and customer sentiment survey and analysis capabilities with market-leading voice of customer and voice of employee solution. So great adds from a strategic standpoint.

For the full year, we did a total of 4 acquisitions that added $60 million in total pro forma revenues and $26 million in pro forma adjusted EBITDA. And I would note, for the strategic acquisitions that have built out our suites, increased our customer base, driven scale and expanded margins, we paid an average of 2.9x total revenues and less than 7x, about 6.8x, total pro forma adjusted EBITDA. So these acquisitions were not only strategic, they were also highly accretive. And I would note that our pipeline is stronger than ever, and our position in the marketplace continues to grow stronger as well.

Circling back on organic growth. Again, we achieved 10% organic growth in Q4 for reported recurring revenue. And obviously, we are extremely pleased by that 10% organic growth rate. And it resulted from, as we talked about before, a number of different motions: the efficient increase we made in sales capacity; the addition of some strategic acquisitions over the past 6, 7, 8 quarters to the Upland family that have been higher-growth solutions; the increased customer satisfaction and loyalty that we have delivered through our UplandOne platform, which has not only increased NPS scores but driven higher renewal rates, which themselves support organic growth; our strong expansion sales, again, on that base of a satisfied customer cohort wanting to come back and buy more. And finally, increased pricing power.

But before we get ahead of ourselves, a couple of things. One, if you look at our organic growth quarter-by-quarter in 2018, right, Q1 through Q4, it was 6%, 6%, 7%, 10%. So it's a nice upward ramp. But on a trailing 4-quarter average basis, that growth is closer to 7%. Moreover, if you look at organic growth on a year-over-year basis, 2018 versus 2017, it's lower than that due to how we calculate it, right, because we only include products if they're owned through an annual cycle. So you'd be -- you did year-over-year analysis, you're excluding products like RightAnswers, Waterfall, Qvidian, InterFAX, RO Innovation, Rant & Rave and Adestra, so you're going to have a lower number.

And finally, I continue to believe, as I said before on these calls, that the way acquisition accounting works, it always tends to inflate organic growth a bit. So again, net-net, thrilled by 10% organic growth in Q4, but we're going to maintain our conservative stance on guidance going forward. Being conservative here is best.

So in addition, just this week, we announced a major new product in go-to-market strategy with the launch of 7 enterprise cloud solution suites designed to maximize value for customers and to increase Upland's organic growth rate, bringing these products together in a way that is relevant and compelling that adds value for customers, but it's also easier, not only to use but to market and sell and to be sold by our growing enterprise sales team. So it's really setting us up for a great 2019.

And look, our strong guidance that Mike will discuss further in a moment reflects that. We are well set up for a great 2019. Our customer relationships are strong. Our sales channels are more productive than ever. Our pipeline of acquisitions remains robust. And we have the operating and financial resources to continue to execute on our plan, on significant revenue growth and margin expansion.

Look, Upland is a story of 3 platforms. We've got an M&A platform with a massive, highly accretive consolidation opportunity. We have a product platform that enables us to bring acquired products together in a compelling, relevant way that adds value for customers and so many exciting things under development right now. Suites is #1 on that. We'll be rolling out additional functionality that, again, brings these solutions together, adds more value for customers.

And then thirdly, we have an operating platform, UplandOne, that delivers lights-out, best-in-class customer satisfaction and adjusted EBITDA margin. And those platforms, they're working together like gears driving value, and they're benefiting from 3 big secular tailwinds: first, is the enterprise demand for automated solutions; second, the transition to cloud, and we're just in the early inning of that transition; and then third, the tens of billions of dollars of [BC] investment chasing those first 2 trends, which creates and funds companies that ultimately become acquisition pipeline for us. So it is an evergreen opportunity.

I've seen it before as an entrepreneur. We are at a point today at Upland of critical mass, critical mass in people, in process, in products, in customers, in access to capital, in access to deal flow; a point of critical mass where you start to see powerful network effects. Every acquisition adds scale, expands margin, strengthens our suites, adds customers, add solutions that we can then pump through our growing enterprise sales force to our 9,000 customers. It's a beautiful model, and we're just getting started, and we could not be more excited about 2019 and the road beyond.

So with that, I'm going to turn the call over to Mike, who will give you a more detailed look at the Q4 numbers and guidance. Mike?

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Michael D. Hill, Upland Software, Inc. - CFO, Treasurer & Secretary [5]

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Thank you, Jack. Today, I'll cover the financial results for the fourth quarter and our outlook for the first quarter and full year 2019.

Total revenue for the fourth quarter was $45.2 million, representing growth of 62%. Recurring revenues from subscription and support grew 69% year-over-year to $41.8 million. Professional services revenue was $2.7 million for the quarter, a 34% year-over-year increase. Perpetual license revenue was $0.7 million for the fourth quarter for a decrease of 35% year-over-year.

Moving down the P&L to gross margins. Overall gross margin was 67% during the fourth quarter, and our product gross margin remained strong at 68% or 73% when adding back depreciation of equipment, amortization of acquired intangible assets, which we refer to as cash gross margins. Our professional services gross margin was 44% now that we have the newer acquisitions and model.

Turning to our operating expenses. Research and development expense, net of refundable Canadian tax credits, was $5.7 million for the quarter, representing 13% of total revenue. Sales and marketing expense was $6 million, representing 13% of total revenue for the fourth quarter. General and administrative expense was $8.6 million in the fourth quarter, representing 19% of total revenue. However, excluding noncash stock compensation expense, G&A expense was $5.6 million or 12% of total revenue.

Acquisition-related expenses were $9.1 million in the fourth quarter, resulting from our recent significant acquisition activity. Without further acquisitions, these acquisition-related expenses taper off to 0 within a year over the quarters following the acquisition, unless or until we have additional acquisition activity.

Operating loss was $3.9 million for the fourth quarter compared to a loss of $2.4 million for the same period in 2017. GAAP net income was $2.7 million or income of $0.13 per share compared to a GAAP net loss of $3.8 million or a loss of $0.19 per share in the fourth quarter 2017.

I would note that our Q4 GAAP net income was improved by a onetime noncash tax provision benefit of $10.1 million related to acquired deferred taxes. Note that this tax benefit does not impact our non-GAAP net income or adjusted EBITDA.

Non-GAAP net income was $12.3 million or $0.58 per share in the fourth quarter of 2018 compared to non-GAAP net income of $7.6 million or $0.37 per share in the fourth quarter of 2017. Our fourth quarter 2018 adjusted EBITDA was $16.7 million or 37% of total revenue, up 72% compared to $9.7 million or 35% of total revenue for the same period last year.

Now onto our balance sheet and statement of cash flows. We ended the fourth quarter with $16.7 million in cash. Cash flows provided by operating activities were $2.6 million for Q4. But excluding onetime M&A costs, adjusted operating cash flow would have been $11.7 million for the quarter or just under 70% of adjusted EBITDA.

Furthermore, Upland is a cash-efficient vehicle when looking at income taxes and capital expenditures. Cash taxes for Q4 2018 were $0.9 million compared to cash taxes of $0.3 million in Q4 of 2017. Upland currently has approximately $135 million of usable tax NOLs, which is comprised of $115 million of U.S. federal tax NOLs and $20 million of U.K. tax NOLs. We expect to continue to pay roughly $4 million per year in cash taxes, mostly in the form of Canada revenue agency income taxes, Ireland income taxes and some U.S. state income taxes.

Our Q4 2018 CapEx was approximately $0.3 million, and we expect CapEx to remain at around $1 million per year going forward. We currently have approximately $283 million of gross debt outstanding, making net debt approximately $266 million.

In conjunction with Rant & Rave and Adestra acquisitions during Q4 of 2018, we expanded our credit facility and lowered our effective interest rate to 6.5%. We now have approximately $105 million in available capacity on our existing credit facility, including the uncommitted accordion, so we have plenty of dry powder for additional acquisitions.

Now on to guidance. For the quarter ending March 31, 2019, Upland expects reported total revenue to be between $47.9 million and $48.9 million, including subscription and support revenue between $44.4 million and $45.2 million for growth in recurring revenue of 62% at the midpoint over the quarter ended March 31, 2018.

For the first quarter of 2019, adjusted EBITDA is expected to be between $17.2 million and $17.8 million for an adjusted EBITDA margin of roughly 36% at the midpoint, representing growth of 62% at the midpoint over the quarter ended March 31, 2018. So very strong Q1 '19 guidance, and it's worth noting that there is about a $500,000 bump in Q4 2018 revenues due to seasonal factors and our CXM solution suite.

As a reminder, note that each year, our adjusted EBITDA margins ticked down in the first calendar quarter due to corporate payroll taxes, which reached caps and diminished in subsequent quarters, so we tend to have our lowest adjusted EBITDA margin quarter in Q1 and our highest in Q4 each calendar year.

Now for the full year ending December 31, 2019, Upland expects reported total revenue to be between $194.8 million and $198.8 million, including subscription and support revenue between $181.8 million and $185 million for growth in recurring revenue of 34% at the midpoint over 2018. Full year 2019 adjusted EBITDA is expected to be between $70.8 million and $73.2 million for an adjusted EBITDA margin of 37% at the midpoint, representing growth of 36% at the midpoint over 2018.

And with that, I'll turn the call over to Tim Mattox, our President and COO.

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Timothy W. Mattox, Upland Software, Inc. - President & COO [6]

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Thanks, Mike, and good afternoon, everyone, I'm going to walk you through our Q4 results across sales, product and operating areas as well as touch on our full year results. As Jack mentioned, in Q4, we achieved another strong quarter, capping off a year of consistent, customer-focused execution.

As I discussed in previous calls, Upland has an enduring commitment to 100% customer success, which we define as every customer realizing the full value they expect from our software products. Twice a year, we ask customers for feedback on how well we deliver on this commitment using a Net Promoter Score methodology, or NPS. In both surveys in 2018, customers told us that we are performing at the strong end of the scale for leading enterprise software companies. This then translates into a key metric that we report annually, our net dollar retention rate or net DRR.

As Jack mentioned for 2018, our net DRR was 98%, which is a 480 basis point increase relative to 2017 and in line with the impact that we projected UplandOne to have at the beginning of 2018. We are setting our sights even higher on driving net DRR in 2019.

For sales, in fourth quarter, we welcomed 134 new customers to Upland, including 27 major customers, each committing over $25,000 in annual recurring revenue. Notably, a national retailer committed to our Customer Experience Management Solution Suite for just shy of $1 million in annual recurring revenue. Another 3 customers each committed an excess of $250,000 in annual recurring revenue. A cloud computing platform who committed to our Enterprise Sales Enablement solution suite and a global outsourcing services company and a national energy provider each committed to our Enterprise Knowledge Management solution suite. In total, 130 other new customers committed over $2 million in annual recurring revenue with Upland.

In the fourth quarter, we also expanded relationships with 204 existing customers, 28 of which were major expansions of over $25,000 in additional annual recurring revenue. Several customers expanded their commitment by greater than $100,000 in annual recurring revenue. For example, a multinational IT services company expanded their commitment to our Enterprise Sales Enablement solution, a health-care company expanded their commitment to our project and financial management solutions, and a national bank expanded their commitment to our Customer Experience Management Solution. A further 200 existing customers expanded their commitments by over $2 million in annual aggregate recurring revenue.

In addition, we continued our progress with respect to cross-sell, supported by our orientation around solution suites that Jack touched on. As one example, a large hospital group that was an existing customer of our Enterprise Knowledge Management solution suite expanded their commitment to Upland by purchasing our project and financial management suite. We entered 2019 with a robust cross-sell pipeline, aided by the solution suite approach.

For the full year of 2018, we expanded a total of 820 customer relationships, including 86 major expansions and added 482 new customer relationships, including 75 major accounts. Ending 2018, we now serve over 9,000 customers and over 1 million global users, so we hit a pretty big milestone there. More than 1,300 of our customers are major accounts, comprising approximately 80% of Upland's total annual recurring revenue for 2018 with an average of over $100,000 in our annual recurring revenue.

On the product front, we continue to invest in customer-driven innovation. We delivered 3 major releases and 16 feature packs in Q4 that improved user experience, enhanced performance and streamlined interconnectivity across several of our solution suites. For the full year, we delivered 12 major releases and 51 feature packs that provided significant performance, reliability, usability and functionality improvements across all of our solution suites. And as Jack mentioned, through our acquisition efforts, we made a significant investment to further expand capabilities in our CXM, or Customer Experience Management Solution Suite, by acquiring Adestra, a leading provider of enterprise-grade e-mail marketing automation and analytics.

During our Q3 earnings call, we noted that we had acquired Rant & Rave, a leading provider of cloud-based customer engagement solutions at the beginning of Q4. The addition of Adestra and Rant & Rave means that the CXM Solution Suite now includes multichannel messaging and e-mail; automated mobile conversation via SMS, MMS and RCS; mobile wallet functionality; voice of customer and voice of employee solutions; advanced knowledge management; and marketing automation and personalization. We will continue to invest in CXM through internal development and through acquisition.

On the operations front, we continue to drive differentiated value through the UplandOne platform, our foundation for 100% customer success. And our Upland integration playbook is enabling us to integrate Rant & Rave and Adestra concurrently and consistent with the project time line, even though both businesses are located outside North America.

As I said earlier, our Q4 results are really a capstone to the consistent performance that we delivered throughout 2018. And we believe this positive momentum will be sustained in 2019 and beyond.

With that, I'll pass the call back to Jack.

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John T. McDonald, Upland Software, Inc. - Founder, Chairman & CEO [7]

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Thanks, Tim. We are ready to open the call up for Q&A.

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Questions and Answers

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Operator [1]

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(Operator Instructions) And your first question comes from the line of Bhavan Suri from William Blair.

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Bhavanmit Singh Suri, William Blair & Company L.L.C., Research Division - Partner & Co-Group Head of Technology, Media and Communications [2]

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Can you guys hear me? Hello?

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John T. McDonald, Upland Software, Inc. - Founder, Chairman & CEO [3]

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Yes.

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Bhavanmit Singh Suri, William Blair & Company L.L.C., Research Division - Partner & Co-Group Head of Technology, Media and Communications [4]

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I wanted to touch on, first, on the big pickup in large customer acquisitions, the ones above 25k ARR. There's a lot of factors going your way here, cross-sell, solution sell, increased sales headcount. If you're going to think about what's driving that specific metric, maybe this is for Tim, what would you say is sort of the key driver for sort of that uptick in guys above 25k ARR.

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Timothy W. Mattox, Upland Software, Inc. - President & COO [5]

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Yes. Thanks for the question, Bhavan. In terms of new customer acquisition, I think it's a combination of things. As Jack mentioned before, we've invested in sales capacity that certainly allows us to touch more customers. With that, we've invested in marketing as well to drive the pipeline there. And the products that we've got that are now formed around these solution suites offer a very compelling value proposition. So I think we're getting more at-bats. I think we've got more players who can hit the ball out of the park, and customers are willing to make larger commitments with us. So we like those trends. And we like, as Jack mentioned, the new products we've acquired as well, which have also large per-deal economics.

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Bhavanmit Singh Suri, William Blair & Company L.L.C., Research Division - Partner & Co-Group Head of Technology, Media and Communications [6]

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Got it. Got it. Then I want to drill into the sales motion a little bit more. Between Jack and yourself, Tim, you built a really efficient playbook for the inside sales plus outside 3 salespeople, and that's worked really well. It's just incredibly efficient. But now that you're sort of adding layers to this, I'd love to understand how you're changing go-to-market motion and sort of if you've got a similar playbook here? And how does that compare to the price sort of model?

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John T. McDonald, Upland Software, Inc. - Founder, Chairman & CEO [7]

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I would say the move to enterprise solution suites is an important piece of this. So historically, we spoke in terms of products. And in the first few chapters of Upland's growth, M&A for critical mass, getting a unified operating platform in place, driving margin expansion from 3% to 37%, that kind of taxonomy made sense. As we now move to the fourth chapter, which is going to be more focused on organic growth, again, measured organic growth in the context of an acquisitive growth platform company that's running at 40% EBITDA, we are doing 2 things. One, we're making an efficient investment in sales. And two, we are organizing our products and adding R&D investment and product management around easier ways for our customers to consume this functionality, ways that we can add more value. And also ways, frankly, that are easier to market and sell. So now, and this is all reflected on the new website additions that we made earlier this week. You can really talk about a customer journey in CXM or in sales enablement or a process journey around secure document services or document life-cycle automation. And in addition to that, we've got a professional enterprise sales team, 65 folks now, 29 field, the remainder inside, who are arrayed to go after those opportunities. And then finally, we've done all that, as we mentioned in the remarks, against the backdrop of an 1,100 basis point increase in adjusted EBITDA margins. And we will continue to make that sales and sales enablement investment consistent with an efficient -- really, a hyperefficient growth efficiency index and an upwardly ramping EBITDA margin to our long-term target of 40%. So from a product mix, sales motion, margin expansion standpoint, I just love where we are positioned.

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Bhavanmit Singh Suri, William Blair & Company L.L.C., Research Division - Partner & Co-Group Head of Technology, Media and Communications [8]

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Yes. That's great. Then one last thing from me. Just on ASPs for the suites. How should we think of that ASP versus sort of the individual product? So what does that bundling look like for the suite offering vis-à-vis, say, the individual products?

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John T. McDonald, Upland Software, Inc. - Founder, Chairman & CEO [9]

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So it's really a 3-tiered system. One -- and we've got some exciting things that will be coming later this year around Upland work center, which is a new dashboard that will enable us to combine functionality for multiple products, actionable insights. Today, we're already providing the visualization side of that across a big chunk of our products and an expanding chunk of our products with Upland Analytics. We're now really building that into a full dashboard capacity. So one piece of it will be scoped functionality for multiple products that will appear as a feature. So for example, around Professional Services Automation, we'll be adding feature functionality, which is scoped from Qvidian around SOW production and RFP automation. We will be adding, as we've talked about before, knowledge management capability in terms of creating a knowledge base around the PSA function. We'll also be adding customer sentiment analysis to that for NPS score tracking for professional service organizations. That sort of Tier 1 product as feature, if you will, where we add scoped functionality, that just makes our PSA solution stronger, more renewals, more expansion, no additional charge for that. There's a second piece where you start adding in multiple anchor products, where somebody really wants to consume a second or a third product at scale. There you will have progressive bundled pricing. And then finally, for customers above a certain ARR threshold for larger enterprise customers, there's an account planning aspect to that and enterprise license agreement. So it's that 3-tiered structure that we will go with as we move forward.

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Operator [10]

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And your next question come from the line of Scott Berg from Needham.

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Joshua Christopher Reilly, Needham & Company, LLC, Research Division - Associate [11]

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This is Josh Reilly for Scott Berg. So maybe just starting off, I think you previously disclosed you have 1.1 products per major account. How does the new suite offering -- can you give some more color on how that benefits the cross-sell opportunity, first of all? And then, what's the initial reaction, from the sales force around the change to the suite sales? And have you made any changes to their incentive structures?

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John T. McDonald, Upland Software, Inc. - Founder, Chairman & CEO [12]

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So the sales force reaction has been positive. In fact, the development of solutions orientation and the move to solution suites was really an organic outgrowth of our investment in sales and bringing on senior sales professionals, essentially saying, look, we have such a strong array of products, can we please do 2 things: one, group them by buying center. And so that is one way into our products now, if you look at the website. So if I am in -- focused on call center, I can see what the array of products and solutions is that -- Upland has to offer there. And then secondly, can we begin to package this functionality together around certain enterprise journeys and these solution suites? So a very positive reaction from the sales force. The inside sales teams remain focused around solution areas. The field sales force, which is the one where we've had this dramatic growth, they are focused geographically. They are cross-trained to spot opportunities across suites, across solutions within suites. And they've got an incentive system that is geared to compensating them for those referrals. And it's really interesting. At our recent sales kickoff where we had the 70-plus person team in town, tremendous amount of excitement. And then in just sort of detailed work of building a target list of live cross-sell opportunities. I mean, we're talking about 100, 150 opportunities, right. So we're seeing real opportunity here to go at the suite opportunity and the multisolution opportunity.

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Joshua Christopher Reilly, Needham & Company, LLC, Research Division - Associate [13]

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Okay, great. And then just one more question from me. Adestra and Rant & Rave were your 2 largest acquisitions in your company's history. How much more -- or how should we think about what you can digest in 2019? I know you talked about $100 million credit facility still open. Should we expect smaller deals in 2019? Or do you digest the 2 larger acquisitions? Or is anything up in the air?

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John T. McDonald, Upland Software, Inc. - Founder, Chairman & CEO [14]

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No, the UplandOne model is highly scalable. And 4 acquisitions a year for us are very, very doable. And the truth is that the slightly larger acquisitions in a certain sense are easier to get done than the smaller ones. Or they're at least as much -- the smaller ones are at least as much work. And in some case, you get that sort of inverted deal where, on a smaller transaction, small issues become more material. It gets more complicated. So no issue there. Pipeline is stronger than it has ever been. We are invited into sales opportunities that we used to have to claw our way into. We have got competitive structural advantages now around M&A that are coming from Critical Mass. The ability to convert these products seemingly overnight from breakeven or money losing to 45% to 50% contribution margins means we can be a very competitive bidder on price perspective. But of course, we remain disciplined, and our brand is known in the market for that. We are the best home for products and customers and a subset of high-performing people. We have got a track record of closing, of not being retraders. I've signed across 3 companies -- 4 companies in the last 20 years, 44 letters of intent, closed 40 acquisitions, been sued 0 times across that. So we have a reputation in the marketplace of being people of our word that bring speed and certainty to the process, a great home for products, for customers, for a subset of high-performing people, not retraders. We've got a scalable platform. We've got the capacity to get these deals done. We've got a bigger pipeline than we've ever had. And we've got the war chest to go execute against it. So full steam ahead on acquisitions.

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Operator [15]

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And your next question comes from the line of Jeff Van Rhee from Craig-Hallum.

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Jeffrey Lee Van Rhee, Craig-Hallum Capital Group LLC, Research Division - Partner & Senior Research Analyst [16]

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A number of questions. First on the NDRR, the uptick, can you give us -- maybe is it more biased towards consumption of more modules or seat driven, just maybe a second tier look at NDRR improvement?

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Timothy W. Mattox, Upland Software, Inc. - President & COO [17]

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Yes, good question, Jeff. So we are seeing more seat consumption certainly as organizations are adopting the products and solutions more deeply. Certainly, introducing other products into play is a factor but not major at this point. Although, as Jack alluded to, we are seeing a good front of funnel pipeline from introducing these solution concepts into the sales organization. We also have Premier Success offerings that contribute to our annual recurring revenue as well, so that certainly helped. And as we talked about before, we instituted standard price increases across the products, and that has helped, too. So not really one factor, although I would say out of all of those, seat expansion is probably the most important.

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John T. McDonald, Upland Software, Inc. - Founder, Chairman & CEO [18]

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And I would just add to Tim's comment there that, look, this has been a multiyear effort in building out a customer success culture at Upland and delivering that at scale. And that is having an impact because a big piece of this is improvement in gross dollar retention rate. Customer sat is up. NPS scores are up. And renewal rates are up, right. So you're starting from a higher base. And on to that, you're going to be able to expand more into a happy customer account. You're going to be able to cross-sell more into a happy customer account. You're going to have more pricing power as it relates to a happy customer account. And the opportunity, I think, as more customers have seen the benefits of the platinum support program. So it is a -- love the fact that it is a sort of game of inches, multipart equation, and kudos to Tim and the team taking that to 98%. And again, this is not a 98% -- this is an important point, I think. This is not a 98% net dollar retention rate that's coming from a company that's spending 48% of its revenues on sales and marketing and distorting the expansion motion, right. This is a 98% net dollar retention rate that's coming from a company that's spending 14% or 15% on sales and marketing. So this is the real stuff, which I think is -- we feel good about.

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Jeffrey Lee Van Rhee, Craig-Hallum Capital Group LLC, Research Division - Partner & Senior Research Analyst [19]

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Yes, that's a good point. I think -- and just to follow up on that, just with respect to contracts, the new customers signed this quarter, for instance. What's the typical billing? Mainly, I'm interested in durations in these contracts. And to what degree are you getting sort of 1 year contracts or more with the 1 year upfront billing, just help me understand billing and contract duration.

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Timothy W. Mattox, Upland Software, Inc. - President & COO [20]

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Yes, the duration is consistent with what we've seen in the past, so there's no hesitation for customers making longer-term commitments. Our contracts have roughly an 18-month duration today. Although one of the benefits that Jack touched on with the solutions is that we think that, that will help us with both renewals and commitments. And so we think we'll see that continue as well. And we do incent our sales force to sell longer-term deals, so they get paid more if they sell a 3-year deal versus a 1-year deal and make sure that customers also receive the appropriate incentive to sign longer-term deals.

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Jeffrey Lee Van Rhee, Craig-Hallum Capital Group LLC, Research Division - Partner & Senior Research Analyst [21]

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Okay. And Jack, you obviously -- you guys have established a really solid track record of underpromising and overdelivering. With respect to the organic, 10% is a great mark. You commented you want to keep expectations low. But are we supposed to still think of this as a 0 to 5%? Or are at we least going to inch that up a little bit? What do you -- how are you thinking about a target organic growth rate?

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John T. McDonald, Upland Software, Inc. - Founder, Chairman & CEO [22]

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I think if you look at our forward guidance, we're going to -- no change from where we've been historically. And so we continue to talk about flat to 5%. Guidance is going to reflect 1% to 2%, and we're just going to keep with a conservative stance here on that.

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Jeffrey Lee Van Rhee, Craig-Hallum Capital Group LLC, Research Division - Partner & Senior Research Analyst [23]

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Okay. I appreciate that. And last one from me then, on the sales side, you've got the telesales org, but as you called out, I mean, this is a new phase. You're keeping a lot of people. You're hiring a lot of people. In the direct rep count, can you just color that in a little bit? They're geographically focused. To what extent are those reps right now qualified and ready to go sell all these suites? Just as we think about the maturation of the sales force is also another point of uplift on revenue growth, where are we in the maturity of that sales org? And how are you thinking about the year?

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John T. McDonald, Upland Software, Inc. - Founder, Chairman & CEO [24]

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Maturity, we are very early innings in this process. So it's one of those sort of bad news is good news kind of situations because we're just bringing it all together today. We've brought sales management on within the last 12 months, really had our first sort of united sales kickoff, which was an incredibly successful event here in Austin. We haven't had one of those before. So there is an organization around sales. There is a sales methodology in place. There's thoughtfulness around how these salespeople are arrayed geographically, there is thoughtfulness around incentive programs that compensate for referrals. There is a training. There is collateral, both what you see publicly on the website and a whole bunch of thought leadership materials and other collateral happening behind the scenes. So the good news there is that we're now starting to take those basic steps, and you're not -- that's built in from a cost standpoint, but we haven't modeled in any of the goodness from that. So it's going to be very exciting to see how that plays out. And as we've talked about, we're paying maybe $1 for $1 of acquired ARR. With ASC 606, we have to quote average customer duration. It's 6 years. So that's $6 of value, high gross margin at a discount rate, $4, $4.50, so it's a very good return on investment. We will continue to invest in sales enablement and sales consistent with that kind of efficient growth index and with an upwardly sloping EBITDA margin to 40% at scale and figure out as we go, right, where the efficient frontier is. Does that level of spend, the growth of your products we're consuming, the solution suite, go-to-market motion, does that result in a sustainable 5% organic growth, 3%, 9%, 10%? We're going to discover that over the next few years here, but we like what we're seeing thus far.

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Operator [25]

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And your next question come from the line of Brian Peterson from Raymond James.

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Brian Christopher Peterson, Raymond James & Associates, Inc., Research Division - Senior Research Associate [26]

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So Jack or Tim, I don't know who wants to take this, but as we think about the buildout of the field sales team, I'm curious how distributed those reps are in terms of selling your 7 solution suites. Is that focused on a few? Or is it spread out across the suites? And how should we think about the magnitude of field rep growth going forward?

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John T. McDonald, Upland Software, Inc. - Founder, Chairman & CEO [27]

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Look, we cross-trained the reps, particularly the field reps now, so they're arrayed geographically. 80% of that number is in the U.S. 20% of the number's in Europe, standard sort of geographic distribution, cross-training to spot opportunities. Now look, these are athletes. They're capable enterprise sales professionals, but they each have a domain expertise in the products they came from. And look, we made a purposeful decision, right. You can view this 2 ways. You can say, I'm going to grow this sales force completely organically. I'm going to hire people off the street, going to believe what they tell us about what they're going to get sold. I'm going to wait a year or 1.5 years to see if they deliver. Or we can look at the acquisitions we're doing where, (expletive), we see their sales results. They're up and running and trained. And we can say, "No, we've now got the capacity within our model to hold on to more of them." So that latter approach is the one we took. So cross-train them to spot -- array them geographically, provide incentive for cross-sell, cross-train them to spot opportunities, and then they referred over to a sales professional that is a domain expert in that area. And that is the approach.

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Brian Christopher Peterson, Raymond James & Associates, Inc., Research Division - Senior Research Associate [28]

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Understood. And just maybe on the M&A strategy, as you see EBITDA margins are getting close to 40%, I'm curious if the breadth of the deals that you consider has changed at all. I mean, just with margins at that level, the ability of you to look at an asset that might grow a little faster, have more revenue synergies, look more appealing than something that delivers that incremental EBITDA margin right away.

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John T. McDonald, Upland Software, Inc. - Founder, Chairman & CEO [29]

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It's a great question. I will say that we are more cognizant of organic growth in our acquisition targets now. So that, in a perfect world, in addition to 90%-plus net dollar retention rate, 70%-plus cash gross margins, 80% of revenue coming from Fortune 2000 and major midsized accounts, average revenue recurring from major account north of $25,000, and a domain fit into our solution suites, we'd also now like to see organic growth of 10% to 15%. Now again, remember these companies are breakeven or losing money, so once we put them on to our platform, you're going to slow down that organic growth a bit. But if you start from that 10% to 15%, then when you're done, you should wind up with something in the 5% to 10% range. So a little bit more cognizant of that. But you have to continue to target that 45%, 50% contribution margin. Margins are magnetic, right. And it's easy to let your guard down on that, on the hygiene around that. You're not doing anybody any favors. There's beauty in striving to hit those targets. It forces people to do things more efficiency -- efficiently. It kill -- it's a disinfectant for waste and an incredibly powerful one. As long as you're doing it in a process-oriented way, which is what we've done with UplandOne, as opposed to a hack job, find -- where you're just willy-nilly trying to hack cost, that's not sustainable, but the way we're doing it is, so we're not letting our guard down on margin, but yes, we are looking at -- and look, this has been proven out by the products we brought over the last 5, 6, 7, 8 quarters. We are buying some growth to your assets.

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Operator [30]

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And your next question comes from the line of Richard Baldry from Roth Capital.

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Richard Kenneth Baldry, Roth Capital Partners, LLC, Research Division - MD & Senior Research Analyst [31]

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It looks like major accounts now are really dominating the revenue stream. Can you talk a little bit about the economics between the major account level? Are they averaging above your norm? I assume they are. And how do you think about the accounts that are below that level? Is there a way to think about them either life-cycling up into the major accounts? Or do you look at some that are at the smaller end, and their economics aren't us attractive and maybe not as important for you to try to retain? Will that be one of the avenues that your EBITDA continues to climb?

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Timothy W. Mattox, Upland Software, Inc. - President & COO [32]

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Great question, Richard. Tim here. Taking it from the small end first, certainly, if you have a very small customer, it's probably not profitable for you to service that customer. So for us, we're looking at, is it a strategic in to a larger account? Does it have the potential to grow over time? Can we apply our expansion, platinum success offering solution approach to grow that into a bigger opportunity? And if we can, then taking that small customer on or small-sized customer at that point makes sense. Without those dynamics, we shouldn't be doing those deals, and we do try to have a discipline around that. As you work your way up, obviously, the economics, as you point out, get improved. And certainly, doing larger deals can have an impact much quicker on the P&L. And we are -- the capability with UplandOne and our approach to 100% customer success to deliver what those kind of large customers are expecting when they do business in the enterprise cloud space. So we feel very comfortable going after those opportunities. We are seeing a pipeline of those and have been able to take those down. But I will say our model does allow for us to do the deals that are not quite at that level and grow them over time and retain them over time. And so we're quite comfortable bringing in the midsized account and growing that strategically over time. In addition, as we buy more and more products, we have more and more arrows in the quiver, if you will, to bring up that annual recurring revenue. And we're happy with the way those motions are playing out. We, certainly, when we acquire a company, bring those best practices to that customer base as well and unlock value. And not to mention, not only through retention, through higher customer satisfaction but also through expansion, Premier Success offerings and solution sales.

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Richard Kenneth Baldry, Roth Capital Partners, LLC, Research Division - MD & Senior Research Analyst [33]

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And lastly, if I look at Q4 versus Q3, the change in adjusted EBITDA versus revenue, about 45% of the incremental revenue dropdown, which is obviously, a pretty high conversion rate. Was there anything unusual in that? Do you feel like that was just a matter of blocking and tackling? Or are there any onetime things that made that a very strong result this quarter.

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John T. McDonald, Upland Software, Inc. - Founder, Chairman & CEO [34]

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No, no onetime things, just the scale that we've talked about as our revenue growth enables us to amortize the cost of our shared service organizations over a larger base. We just see this gently ramping EBITDA margin up through 40%. Again, even with things like a substantial incremental sales investment as we go.

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Operator [35]

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And your next question comes from the line of Eric Lemus from SunTrust.

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Eric Carlos Lemus, SunTrust Robinson Humphrey, Inc., Research Division - Associate [36]

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I just had one question. When you look at the M&A pipeline and you look out across your 7 enterprise solution suite areas, is there any particular domain or area that is more attractive in terms of M&A, whether that be CXM or any other area that you think could be a focus for M&A in 2019?

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John T. McDonald, Upland Software, Inc. - Founder, Chairman & CEO [37]

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So we've got a very diverse pipeline. We're seeing some great assets in sales enablement, continue to see great opportunities in CXM. But I love document life-cycle automation, secure document services. There are a lot of opportunities to verticalize there and continue to like as well the core project and IT management areas. So I'd say it's diversified. Right now, we look bottom of the funnel, seeing a lot of stuff in CXM and sales enablement. But we've got strength across all. And the aggregate pipeline, again, as I mentioned, stronger than it's ever been.

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Operator [38]

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And this concludes the Upland Software Fourth Quarter and Full Year 2018 Financial Results Conference Call. Thank you for joining. You may now disconnect.