8-K
TERADATA CORP /DE/ (TDC)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________
FORM 8-K
__________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): November 2, 2020
TERADATA CORPORATION
(Exact name of registrant as specified in its charter)
Commission File Number 001-33458
| Delaware | 75-3236470 |
|---|---|
| (State or other jurisdiction of<br>incorporation or organization) | (I.R.S. Employer<br>Identification No.) |
17095 Via Del Campo
San Diego, California 92127
(Address of principal executive offices and zip code)
Registrant’s telephone number, including area code: (866) 548-8348
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| Title of each class | Trading Symbol | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $0.01 par value | TDC | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
Teradata Corporation ("Teradata" or the "Company") is furnishing the following information as required under Item 2.02 “Results of Operations and Financial Condition” of Form 8-K. Such information, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934.
On November 5, 2020, the Company issued a press release setting forth its third quarter 2020 operating results as well as current revenue and earnings per share outlook estimates for the fourth quarter of 2020 (the "Earnings Press Release"). A copy of the Earnings Press Release is attached hereto as Exhibit 99.1 and hereby incorporated by reference.
Item 2.05. Costs Associated with Exit or Disposal Activities.
As previously announced in the third quarter of 2020, the Company is in the process of realigning and streamlining its operations as it pursues its business transformation and strategy to become a cloud-first profitable growth company. As part of these activities, on November 2, 2020, the Company approved a plan to realign and reduce its workforce and rationalize its real estate footprint. The workforce measures involve involuntary headcount reduction actions. Previously, in September 2020, the Company launched a voluntary separation program (the “Voluntary Separation Program”), which was offered to certain long-tenured employees above a certain age threshold and resulted in additional, voluntary headcount reductions. The rationalization of the Company’s real estate footprint involves terminating leases relating to certain of the Company’s offices globally and transitioning impacted employees to a permanent virtual working environment, co-working space or a smaller facility, depending on business need. These workforce reduction and real estate rationalization measures are expected to result in ongoing annual cost savings between $80 million and $90 million, the majority of which are expected to be the result of reductions in operating expenses and cost of revenue. The Company is continuing to evaluate and implement additional measures that would be expected to result in further cost savings.
The Company expects that the costs relating to these workforce reduction and real estate rationalization measures will include one-time employee separation benefits, transition support, outside services and other exit-related costs. The Company expects that it will incur total costs and charges related to these actions in the range of approximately $70 to $80 million, consisting primarily of the following:
•$16 to $18 million for employee severance and other employee-related costs, which is separate from the $32 to $37 million for costs related to the Voluntary Separation Program,
•$11 to $12 million of charges for facilities lease-related costs, and
•$11 to $13 million for outside service, legal and other associated costs.
The Company expects to incur these costs and charges in 2020 and 2021, with the majority of the expenditures recorded in 2020. The actions related to these current planned workforce reduction and real estate rationalization measures are expected to be completed in 2021. Cash expenditures related to these actions are estimated at approximately $75 to $85 million. Approximately $15 to $18 million of the cash expenditures relate to cash payments to international employees and will not have a material impact on the Condensed Consolidated Statements of Income (Loss) due to the Company accounting for its International postemployment benefits under Accounting Standards Codification 712, Compensation - Nonretirement Postemployment Benefits (“ASC 712”), which uses actuarial estimates and defers the immediate recognition of gains or losses.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Retirement of David E. Kepler from Board
On November 2, 2020, Mr. David E. Kepler, a member of the Board of Directors (the “Board”) of Teradata, notified Teradata that he will retire from the Board, effective as of the 2021 Annual Meeting of Stockholders (the “2021 Annual Meeting”). Mr. Kepler’s decision was for personal reasons and not due to any disagreement with Teradata on any matter relating to Teradata’s operations, policies or practices. Mr. Kepler has served as a director of Teradata since 2007 and serves as Chair of the Audit Committee of the Board.
In connection with Mr. Kepler’s retirement from the Board, Ms. Kimberly K. Nelson, a member of the Board, has been appointed Chair of the Audit Committee of the Board, effective as of January 1, 2021.
Retirement of James M. Ringler from Board
On November 2, 2020, Mr. James M. Ringler, a member of the Board, notified Teradata that he will retire from the Board, effective upon expiration of his current term at the 2021 Annual Meeting and, accordingly, he will not be standing for re-election by the stockholders at the 2021 Annual Meeting. Mr. Ringler’s decision was for personal reasons and not due to any disagreement with Teradata on any matter relating to Teradata’s operations, policies or practices. Mr. Ringler has served as a director of Teradata since 2007 and serves as a member of the Committee on Directors and Governance of the Board.
Reduction in Board Size
Effective upon the resignations of Mr. Kepler and Mr. Ringler as directors as of the 2021 Annual Meeting, the number of directors on the Board will be reduced from eleven to nine and the number of directors in the class of directors to be elected at the 2021 Annual Meeting (Class II) will be reduced from four to three. In addition, to evenly distribute the number of directors among the three classes of directors, one Class III director shall be re-assigned to Class I and stand for re-election at the 2021 Annual Meeting to serve for a two-year term (rather than a three-year term).
Item 7.01 Regulation FD Disclosure.
On November 5, 2020, Teradata issued a press release (the “Board Matters Press Release”) with respect to the matters described under Item 5.02 “Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers,” a copy of which is furnished pursuant to this Item 7.01, and is attached hereto as Exhibit 99.2 and incorporated herein by reference.
The information contained in this Item 7.01 and the accompanying Exhibit 99.2 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934.
Safe Harbor Statement
This Current Report on Form 8-K contains “forward-looking statements”, including statements as to anticipated or expected results, beliefs, opinions and future financial performance, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended. All statements, other than statements of historical facts, included in this Current Report on Form 8-K which address activities, events or developments that the Company expects or anticipates will or may occur in the future, including all statements about the anticipated costs and charges and expected cost savings in connection with the workforce reduction and real estate rationalization measures described herein are forward-looking statements. These forward-looking statements are based upon current expectations and assumptions and involve risks and uncertainties that could cause Teradata’s actual results to differ materially. In addition to the factors discussed in this Form 8-K filing, other risks and uncertainties could affect our future results, and could cause actual results to differ materially from those expressed in such forward-looking statements, including the global economic environment and business conditions in general or on the ability of our suppliers to meet their commitments to us, or the timing of purchases by our current and potential customers; the rapidly changing and intensely competitive nature of the information technology industry and the data analytics business; fluctuations in our operating results, including as a result of the pace and extent to which customers shift from perpetual to subscription-based licenses;
our ability to realize the anticipated benefits of our business transformation program or other restructuring and cost saving initiatives, including the workforce reduction and real estate rationalization measures described herein; risks inherent in operating in foreign countries, including foreign currency fluctuations; risks associated with the ongoing and uncertain impact of COVID-19 on our business, financial condition and operating results, including the impact of COVID-19 on our customers and suppliers; risks associated with data privacy, cyberattacks and maintaining secure and effective internal information technology and control systems; the timely and successful development, production or acquisition, availability and/or market acceptance of new and existing products, product features and services; tax rates; turnover of workforce and the ability to attract and retain skilled employees; protecting our intellectual property; availability and successful exploitation of new alliance and acquisition opportunities; recurring revenue may decline or fail to be renewed; the impact on our business and financial reporting from changes in accounting rules; and other factors described from time to time in Teradata's filings with the U.S. Securities and Exchange Commission, including its annual report on Form 10-K and subsequent quarterly reports on Forms 10-Q, as well as the company's annual report to stockholders. Teradata does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
The following exhibits are attached with this current report on Form 8-K:
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release, dated November 5, 2020, issued by the Company (Earnings Press Release). |
| 99.2 | Press Release, dated November 5, 2020, issued by the Company (Board Matters Press Release). |
| 104 | Cover Page Interactive Data (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| TERADATA CORPORATION | ||
|---|---|---|
| Date: November 5, 2020 | By: | /s/ Mark A. Culhane |
| Mark A. Culhane | ||
| Chief Financial Officer |
Document
| INVESTOR CONTACT<br><br>Matt Garvie<br><br>858-485-3136 office<br><br>matthew.garvie@teradata.com<br><br><br><br>MEDIA CONTACT<br><br>Jennifer Donahue<br><br>858-485-3029 office<br><br>jennifer.donahue@teradata.com |
|---|
Teradata Reports Third Quarter 2020 Financial Results
•Third-quarter recurring revenue of $365 million exceeded the Company’s guidance range
•Annual recurring revenue (ARR) increased 8% from the third quarter of 2019(1)
•Cash from operations and free cash flow(2) exceeded the Company’s expectations
SAN DIEGO – November 5, 2020 -- Teradata Corp. (NYSE: TDC) today announced its third-quarter 2020 financial results.
“Our strong third quarter performance reflects the progress we are making across our business, particularly as customers increasingly adopt Vantage, our cloud data analytics platform. We remain laser focused on our Cloud-First initiatives, while also intensifying our execution and optimizing our business model for the future,” said Steve McMillan, President and CEO, Teradata. “Throughout the global pandemic, it has become abundantly clear that enterprises must adapt with agility and speed to unpredictable situations. To do that, they require real-time data and analytics, and there is no better cloud data analytics platform than Teradata, built for today’s hybrid multi-cloud reality. With strong recurring revenue and free cash flow in the quarter that exceeded expectations, we look forward to continue executing on our strategic priorities and carrying this momentum into the fourth quarter and 2021.”
Third Quarter 2020 Financial Highlights compared to Third Quarter 2019
•Recurring revenue was $365 million, an increase of 6% and exceeded the Company’s guidance range of $359 million - $361 million
•ARR increased 8% to $1.501 billion and increased $47 million sequentially
•GAAP gross margin was 55.9% versus 53.8%
•Non-GAAP gross margin was 61.0% versus 56.0%(3)
•GAAP operating income was $1 million versus $10 million
•Non-GAAP operating income was $67 million versus $43 million(3)
•GAAP loss per share was $0.01 versus earnings per share (EPS) of $0.09 per diluted share
•Non-GAAP EPS was $0.43 versus $0.32, exceeding guidance range of $0.28 to $0.31(3)
•Cash flow from operations was $71 million compared to using $10 million
•Free cash flow was $58 million compared to negative $27 million(2)
Cloud-First Initiatives and Realignment Activities
During the quarter, the Company continued to make progress on its Cloud-First initiatives including:
•Releasing Teradata Vantage™ on Google Cloud; and
•Introducing Consumption-based pricing or Pay for What is Used on AWS & Azure
Also, during the quarter, Teradata offered a voluntary separation program (VSP) to certain employees. The cost of the program in the third quarter was $27 million. The Company expects to incur costs related to this program of $5 million in the fourth quarter of 2020.
Additionally, the Company approved a plan to reduce both its workforce and real estate footprint. Teradata expects that it will incur charges from these actions of approximately $38 million to $48 million which are incremental to the VSP described above. Combined, the cash expenditures from these programs are expected to be approximately $75 million with the majority of the cash expenditures recorded in the fourth quarter of 2020. The Company intends to reallocate some of the future savings from these programs to Cloud-First initiatives.
Guidance
For the fourth quarter of 2020, Teradata expects recurring revenue between $371 million and $373 million.
GAAP loss per share in the fourth quarter of 2020 is expected to be in the range of $(0.26) and $(0.24). GAAP results in the fourth quarter of 2020 will be impacted by the realignment activities described above. Non-GAAP earnings per share, excluding stock-based compensation expense, realignment expenses and other special items, in the fourth quarter is expected to be in the $0.23 to $0.25 range(3).
Earnings Conference Call
A conference call is scheduled today at 2:00 p.m. PT to discuss the Company’s 2020 third-quarter results and provide a business and financial update. Access to the conference call, as well as a replay of the conference call, is available on Teradata’s website at investor.teradata.com.
Supplemental Financial Information
Additional information regarding Teradata’s operating results is provided below as well as on Teradata’s website at investor.teradata.com.
1.The impact of currency is determined by calculating the prior-period results using the current-year monthly average currency rates (except for currency impact on ARR which is calculated using month-end rates). See the foreign currency fluctuation schedule, which is used to determine revenue on a constant currency (“CC”) basis, on the Investor Relations page of the Company’s website at investor.teradata.com
| Revenue | ||||||
|---|---|---|---|---|---|---|
| (in millions) | ||||||
| For the Three Months ended September 30 | ||||||
| 2020 | 2019 | % Change as Reported | % Change in CC | |||
| Recurring revenue | $ | 365 | $ | 343 | 6% | 6% |
| Perpetual software licenses and hardware | 17 | 16 | 6% | 5% | ||
| Consulting services | 72 | 100 | (28)% | (29)% | ||
| Total revenue | $ | 454 | $ | 459 | (1)% | (2)% |
| Americas | $ | 261 | $ | 256 | 2% | 3% |
| EMEA | 115 | 118 | (3)% | (6)% | ||
| APJ | 78 | $ | 85 | (8)% | (9)% | |
| Total revenue | $ | 454 | $ | 459 | (1)% | (2)% |
| Revenue | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| (in millions) | ||||||
| For the Nine Months ended September 30 | ||||||
| 2020 | 2019 | % Change as Reported | % Change in CC | |||
| Recurring revenue | $ | 1,068 | $ | 1,012 | 6% | 7% |
| Perpetual software licenses and hardware | 48 | 76 | (37)% | (37)% | ||
| Consulting services | 229 | 317 | (28)% | (27)% | ||
| Total revenue | $ | 1,345 | $ | 1,405 | (4)% | (3)% |
| Americas | $ | 764 | $ | 794 | (4)% | (3)% |
| EMEA | 351 | 353 | (1)% | 0% | ||
| APJ | 230 | $ | 258 | (11)% | (10)% | |
| Total revenue | $ | 1,345 | $ | 1,405 | (4)% | (3)% |
| As of September 30 | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| 2020 | 2019 | % Change as Reported | % Change in CC | |||
| Annual recurring revenue* | $ | 1,501 | $ | 1,389 | 8% | 7% |
* Annual recurring revenue is defined as the annual value at a point in time of all recurring contracts, including subscription, software upgrade rights, maintenance and managed services.
2.As described below, the Company believes that free cash flow is a useful non-GAAP measure for investors. Teradata defines free cash flow as cash provided by / used in operating activities, less capital expenditures for property and equipment, and additions to capitalized software. Free cash flow does not have a uniform definition under GAAP and therefore, Teradata’s definition may differ from other companies’ definitions of this measure. Teradata’s management uses free cash flow to assess the financial performance of the Company and believes it is useful for investors because it relates the operating cash flow of the Company to the capital that is spent to continue and improve business operations. In particular, free cash flow indicates the amount of cash generated after capital expenditures for, among other things, investment in the Company’s existing businesses, strategic acquisitions, strengthening the Company’s balance sheet, repurchase of the Company’s stock and repayment of the Company’s debt obligations, if any. Free cash flow does not represent the residual cash flow available for discretionary expenditures since there may be other nondiscretionary expenditures that are not deducted from the measure. This non-GAAP measure is not meant to be considered in isolation to, as a substitute for, or superior to, results determined in accordance with GAAP, and should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP.
| For the Three Months | For the Nine Months | |||||||
|---|---|---|---|---|---|---|---|---|
| ended September 30 | ended September 30 | |||||||
| 2020 | 2019 | 2020 | 2019 | |||||
| Cash provided by/ (used in) operating activities (GAAP) | $ | 71 | $ | (10) | $ | 211 | $ | 94 |
| Less capital expenditures for: | ||||||||
| Expenditures for property and equipment | (11) | (16) | (34) | (43) | ||||
| Additions to capitalized software | (2) | (1) | (6) | (3) | ||||
| Total capital expenditures | (13) | (17) | (40) | (46) | ||||
| Free Cash Flow (non-GAAP measure) | $ | 58 | $ | (27) | $ | 171 | $ | 48 |
3.Teradata reports its results in accordance with GAAP. However, as described below, the Company believes that certain non-GAAP measures such as non-GAAP gross profit, non-GAAP operating income, non-GAAP net income, and non-GAAP earnings per diluted share, or EPS, all of which exclude certain items (as well as free cash flow) are useful for investors. Our non-GAAP measures are not meant to be considered in isolation to, as substitutes for, or superior to, results determined in accordance with GAAP, and should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP.
The following tables reconcile Teradata’s actual and projected results and EPS under GAAP to the Company’s actual and projected non-GAAP results and EPS for the periods presented, which exclude certain specified items. Our management internally uses supplemental non-GAAP financial measures, such as gross profit, operating income, net income and EPS, excluding certain items, to understand, manage and evaluate our business and support operating decisions on a regular basis. The Company believes such non-GAAP financial measures (1) provide useful information to investors regarding the underlying business trends and performance of the Company’s ongoing operations, (2) are useful for period-over-period comparisons of such operations and results, that may be more easily compared to peer companies and allow investors a view of the Company’s operating results excluding stock-based compensation expense and special items, (3) provide useful information to management and investors regarding present and future business trends, and (4) provide consistency and comparability with past reports and projections of future results.
Teradata’s reconciliation of GAAP to non-GAAP results included in this release.
| For the <br>Three Months | For the <br>Nine Months | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (in millions, except per share data) | ended September 30 | ended September 30 | ||||||||||||
| Gross Profit: | 2020 | 2019 | % Chg. | 2020 | 2019 | % Chg. | ||||||||
| GAAP Gross Profit | $ | 254 | $ | 247 | 3% | $ | 735 | $ | 707 | 4% | ||||
| % of Revenue | 55.9 | % | 53.8 | % | 54.6 | % | 50.3 | % | ||||||
| Excluding: | ||||||||||||||
| Stock-based compensation expense | 5 | 4 | 13 | 11 | ||||||||||
| Acquisition, integration, reorganization related, and other costs | 12 | (1) | 16 | 4 | ||||||||||
| Amortization of capitalized software | 6 | 7 | 17 | 28 | ||||||||||
| Non-GAAP Gross Profit | $ | 277 | $ | 257 | 8% | $ | 781 | $ | 750 | 4% | ||||
| % of Revenue | 61.0 | % | 56.0 | % | 58.1 | % | 53.4 | % | ||||||
| Operating Income | ||||||||||||||
| GAAP Operating Income | $ | 1 | $ | 10 | $ | 3 | $ | 15 | ||||||
| % of Revenue | 0.2 | % | 2.2 | % | 0.2 | % | 1.1 | % | ||||||
| 0.005 | ||||||||||||||
| Excluding: | ||||||||||||||
| Stock-based compensation expense | 27 | 23 | 79 | 59 | ||||||||||
| Amortization of acquisition-related intangible assets | 1 | 1 | 3 | 5 | ||||||||||
| Acquisition, integration, reorganization related, and other costs | 32 | 2 | 61 | 28 | ||||||||||
| Amortization of capitalized software | 6 | 7 | 17 | 28 | ||||||||||
| Non-GAAP Operating Income | $ | 67 | $ | 43 | 56% | $ | 163 | $ | 135 | 21% | ||||
| % of Revenue | 14.8 | % | 9.4 | % | 12.1 | % | 9.6 | % | ||||||
| Net Income | ||||||||||||||
| GAAP Net (Loss)/Income | $ | (1) | $ | 10 | $ | 124 | $ | (1) | ||||||
| % of Revenue | (0.2) | % | 2.2 | % | 9.2 | % | (0.1) | % | ||||||
| Excluding: | ||||||||||||||
| Stock-based compensation expense | 27 | 23 | 79 | 59 | ||||||||||
| Amortization of acquisition-related intangible assets | 1 | 1 | 3 | 5 | ||||||||||
| Acquisition, integration, reorganization related, and other costs | 32 | 2 | 61 | 28 | ||||||||||
| Amortization of capitalized software | 6 | 7 | 17 | 28 | ||||||||||
| IP restructuring tax expense (benefit)(i) | — | — | (156) | — | ||||||||||
| Tax contingency adjustment(ii) | (3) | — | (1) | — | ||||||||||
| Income tax adjustments (iii) | (14) | (7) | (23) | (23) | ||||||||||
| Non-GAAP Net Income | $ | 48 | $ | 36 | 33% | $ | 104 | $ | 96 | 8% | ||||
| % of Revenue | 10.6 | % | 7.8 | % | 7.7 | % | 6.8 | % | ||||||
| For the Three Months | For the Nine Months | |||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |||
| ended September 30 | ended Septemberr 30 | |||||||||||||
| Earnings Per Share: | 2020 | 2019 | 2020 | 2019 | 2020 Q4<br>Guidance | |||||||||
| GAAP (Loss)/ Earnings Per Share | $ | (0.01) | $ | 0.09 | $ | 1.12 | $ | (0.01) | $(0.26) - $(0.24) | |||||
| Excluding: | ||||||||||||||
| Stock-based compensation expense | 0.24 | 0.20 | 0.71 | 0.51 | 0.22 | |||||||||
| Amortization of acquisition-related intangible assets | 0.01 | 0.01 | 0.03 | 0.04 | 0.01 | |||||||||
| Acquisition, integration and reorganization related costs | 0.29 | 0.02 | 0.55 | 0.24 | 0.33 | |||||||||
| Amortization of capitalized software | 0.06 | 0.06 | 0.15 | 0.24 | 0.05 | |||||||||
| IP restructuring tax expense (benefit)(i) | — | — | (1.40) | — | 0.01 | |||||||||
| Tax contingency adjustment(ii) | (0.03) | — | (0.01) | — | — | |||||||||
| Income tax adjustments(iii) | (0.13) | (0.06) | (0.21) | (0.20) | (0.13) | |||||||||
| Non-GAAP Diluted Earnings Per Share | $ | 0.43 | $ | 0.32 | $ | 0.94 | $ | 0.82 | $0.23 - $0.25 |
i.The Company’s GAAP effective tax rate for the nine months ended September 30, 2020 includes $156 million of discrete tax benefit related to an intra-entity asset transfer of certain of its intellectual property to one of its Irish subsidiaries, which occurred on January 1, 2020. The one-time tax benefit for this intra-entity asset transfer of $157 million was recorded as a deferred tax asset for GAAP reporting purposes in the first quarter of 2020 but was excluded from non-GAAP results. This was offset by $1 million of tax expense related to withholding taxes associated with the same intra-entity transfer recorded in the second quarter of 2020.
ii.The Company’s forecasted full-year 2020 GAAP marginal effective tax rate includes $3 million of tax expense related to tax contingencies pursuant to FIN 48. For GAAP purposes, this is a component of the marginal rate and is recognized as tax benefit or expense based on the Company’s reported GAAP pre-tax income or loss for the quarter. To more accurately reflect the impact of the expense on a quarterly basis for non-GAAP purposes, the $3 million of tax expense is being recognized ratably each quarter instead of being included in the marginal effective rate.
iii.Represents the income tax effect of the pre-tax adjustments to reconcile GAAP to Non-GAAP income based on the applicable jurisdictional statutory tax rate of the underlying item. Including the income tax effect assists investors in understanding the tax provision associated with those adjustments and the effective tax rate related to the underlying business and performance of the Company’s ongoing operations. As a result of these adjustments, the Company’s non-GAAP effective tax rate for the three months ended September 30 was 14.3% for 2020 and 2.7% for 2019. For the nine months ended September 30, the Company’s non-GAAP effective tax rate was 21.8% for 2020 and 19.3% for 2019.
Note to Investors
This release contains forward-looking statements within the meaning of Section 21E of the Securities and Exchange Act of 1934. Forward-looking statements generally relate to opinions, beliefs and projections of expected future financial and operating performance, business trends, and market conditions, among other things. These forward-looking statements are based upon current expectations and assumptions and involve risks and uncertainties that could cause actual results to differ materially, including the factors discussed in this release and those relating to: the global economic environment and business conditions in general or on the ability of our suppliers to meet their commitments to us, or the timing of purchases by our current and potential customers; the rapidly changing and intensely competitive nature of the information technology industry and the data analytics business; fluctuations in our operating results, including as a result of the pace and extent to which customers shift from perpetual to subscription-based licenses; our ability to realize the anticipated benefits of our business transformation program or other restructuring and cost saving initiatives, including the workforce and real estate measures described in this release; risks inherent in operating in foreign countries, including foreign currency fluctuations; risks associated with the ongoing and uncertain impact of COVID-19 on our business, financial condition and operating results, including the impact of COVID-19 on our customers and suppliers; risks associated with data privacy, cyberattacks and maintaining secure and effective internal information technology and control systems; the timely and successful development, production or acquisition, availability and/or market acceptance of new and existing products, product features and services; tax rates; turnover of workforce and the ability to attract and retain skilled employees; protecting our intellectual property; availability and successful exploitation of new alliance and acquisition opportunities; recurring revenue may decline or fail to be renewed; the impact on our business and financial reporting from changes in accounting rules; and other factors described from time to time in Teradata’s filings with the U.S. Securities and Exchange Commission, including its annual report on Form 10-K for the year ended December 31, 2019 and subsequent quarterly reports on Forms 10-Q, as well as the Company’s annual report to stockholders. Teradata does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
About Teradata
Teradata is the cloud data analytics platform company, built for a hybrid multi-cloud reality, solving the world's most complex data challenges at scale. We help businesses unlock value by turning data into their greatest asset. See how at teradata.com.
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Teradata and the Teradata logo are trademarks or registered trademarks of Teradata Corporation and/or its affiliates in the U.S. and worldwide.
SCHEDULE A
TERADATA CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF (LOSS) INCOME
(in millions, except per share amounts - unaudited)
| For the Period Ended September 30 | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Three Months | Nine Months | |||||||||||||||
| 2020 | 2019 | % Chg | 2020 | 2019 | % Chg | |||||||||||
| Revenue | ||||||||||||||||
| Recurring | $ | 365 | $ | 343 | 6 | % | $ | 1,068 | $ | 1,012 | 6 | % | ||||
| Perpetual software licenses and hardware | 17 | 16 | 6 | % | 48 | 76 | (37) | % | ||||||||
| Consulting services | 72 | 100 | (28) | % | 229 | 317 | (28) | % | ||||||||
| Total revenue | 454 | 459 | (1) | % | 1,345 | 1,405 | (4) | % | ||||||||
| Gross profit | ||||||||||||||||
| Recurring | 242 | 233 | 709 | 689 | ||||||||||||
| % of Revenue | 66.3 | % | 67.9 | % | 66.4 | % | 68.1 | % | ||||||||
| Perpetual software licenses and hardware | 10 | 7 | 21 | 16 | ||||||||||||
| % of Revenue | 58.8 | % | 43.8 | % | 43.8 | % | 21.1 | % | ||||||||
| Consulting services | 2 | 7 | 5 | 2 | ||||||||||||
| % of Revenue | 2.8 | % | 7.0 | % | 2.2 | % | 0.6 | % | ||||||||
| Total gross profit | 254 | 247 | 735 | 707 | ||||||||||||
| % of Revenue | 55.9 | % | 53.8 | % | 54.6 | % | 50.3 | % | ||||||||
| Selling, general and administrative expenses | 163 | 151 | 486 | 447 | ||||||||||||
| Research and development expenses | 90 | 86 | 246 | 245 | ||||||||||||
| Income from operations | 1 | 10 | 3 | 15 | ||||||||||||
| % of Revenue | 0.2 | % | 2.2 | % | 0.2 | % | 1.1 | % | ||||||||
| Other expense, net | (11) | (6) | (30) | (16) | ||||||||||||
| (Loss) income before income taxes | (10) | 4 | (27) | (1) | ||||||||||||
| % of Revenue | (2.2) | % | 0.9 | % | (2.0) | % | (0.1) | % | ||||||||
| Income tax benefit | (9) | (6) | (151) | — | ||||||||||||
| % Tax rate | 90.0 | % | (150.0) | % | 559.3 | % | — | % | ||||||||
| Net (loss) income | $ | (1) | $ | 10 | $ | 124 | $ | (1) | ||||||||
| % of Revenue | (0.2) | % | 2.2 | % | 9.2 | % | (0.1) | % | ||||||||
| Net (loss) income per common share | ||||||||||||||||
| Basic | $ | (0.01) | $ | 0.09 | $ | 1.13 | $ | (0.01) | ||||||||
| Diluted | $ | (0.01) | $ | 0.09 | $ | 1.12 | $ | (0.01) | ||||||||
| Weighted average common shares outstanding | ||||||||||||||||
| Basic | 109.1 | 113.2 | 109.3 | 115.2 | ||||||||||||
| Diluted | 109.1 | 114.2 | 110.9 | 115.2 |
SCHEDULE B
TERADATA CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(in millions - unaudited)
| September 30, 2020 | December 31, 2019 | September 30, 2019 | ||||
|---|---|---|---|---|---|---|
| Assets | ||||||
| Current assets | ||||||
| Cash and cash equivalents | $ | 533 | $ | 494 | $ | 528 |
| Accounts receivable, net | 321 | 398 | 328 | |||
| Inventories | 14 | 31 | 36 | |||
| Other current assets | 97 | 91 | 86 | |||
| Total current assets | 965 | 1,014 | 978 | |||
| Property and equipment, net | 336 | 350 | 333 | |||
| Capitalized software, net | 19 | 36 | 42 | |||
| Right of use assets- operating lease, net | 42 | 51 | 53 | |||
| Goodwill | 397 | 396 | 394 | |||
| Capitalized contract costs, net | 89 | 91 | 91 | |||
| Deferred income taxes | 238 | 87 | 67 | |||
| Other assets | 31 | 32 | 21 | |||
| Total assets | $ | 2,117 | $ | 2,057 | $ | 1,979 |
| Liabilities and stockholders' equity | ||||||
| Current liabilities | ||||||
| Current portion of long-term debt | $ | 38 | $ | 25 | $ | 25 |
| Current portion of finance lease liability | 75 | 55 | 42 | |||
| Current portion of operating lease liability | 17 | 20 | 19 | |||
| Accounts payable | 59 | 66 | 103 | |||
| Payroll and benefits liabilities | 131 | 157 | 115 | |||
| Deferred revenue | 482 | 472 | 408 | |||
| Other current liabilities | 93 | 91 | 60 | |||
| Total current liabilities | 895 | 886 | 772 | |||
| Long-term debt | 423 | 454 | 460 | |||
| Finance lease liability | 70 | 75 | 66 | |||
| Operating lease liability | 30 | 38 | 41 | |||
| Pension and other postemployment plan liabilities | 136 | 137 | 101 | |||
| Long-term deferred revenue | 38 | 61 | 68 | |||
| Deferred tax liabilities | 6 | 6 | 4 | |||
| Other liabilities | 135 | 138 | 139 | |||
| Total liabilities | 1,733 | 1,795 | 1,651 | |||
| Stockholders' equity | ||||||
| Common stock | 1 | 1 | 1 | |||
| Paid-in capital | 1,632 | 1,545 | 1,517 | |||
| Accumulated deficit | (1,094) | (1,143) | (1,063) | |||
| Accumulated other comprehensive loss | (155) | (141) | (127) | |||
| Total stockholders' equity | 384 | 262 | 328 | |||
| Total liabilities and stockholders' equity | $ | 2,117 | $ | 2,057 | $ | 1,979 |
SCHEDULE C
TERADATA CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions - unaudited)
| For the Period Ended September 30 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Three Months | Nine Months | |||||||
| 2020 | 2019 | 2020 | 2019 | |||||
| Operating activities | ||||||||
| Net (loss) income | $ | (1) | $ | 10 | $ | 124 | $ | (1) |
| Adjustments to reconcile net (loss) income to net cash | ||||||||
| provided by operating activities: | ||||||||
| Depreciation and amortization | 41 | 36 | 126 | 113 | ||||
| Stock-based compensation expense | 27 | 22 | 79 | 59 | ||||
| Deferred income taxes | (3) | 1 | (152) | 1 | ||||
| Changes in assets and liabilities: | ||||||||
| Receivables | 18 | 49 | 77 | 260 | ||||
| Inventories | 12 | (1) | 17 | (8) | ||||
| Current payables and accrued expenses | 8 | (1) | (24) | (156) | ||||
| Deferred revenue | (39) | (104) | (13) | (119) | ||||
| Other assets and liabilities | 8 | (22) | (23) | (55) | ||||
| Net cash provided by (used in) operating activities | 71 | (10) | 211 | 94 | ||||
| Investing activities | ||||||||
| Expenditures for property and equipment | (11) | (16) | (34) | (43) | ||||
| Additions to capitalized software | (2) | (1) | (6) | (3) | ||||
| Net cash used in investing activities | (13) | (17) | (40) | (46) | ||||
| Financing activities | ||||||||
| Repurchases of common stock | — | (64) | (75) | (239) | ||||
| Repayments of long-term borrowings | (6) | (6) | (19) | (12) | ||||
| Payments of finance leases | (18) | (9) | (43) | (18) | ||||
| Other financing activities, net | 1 | 4 | 7 | 40 | ||||
| Net cash used in financing activities | (23) | (75) | (130) | (229) | ||||
| Effect of exchange rate changes on cash and cash equivalents | 4 | (6) | (3) | (6) | ||||
| Increase (decrease) in cash, cash equivalents and restricted cash | 39 | (108) | 38 | (187) | ||||
| Cash, cash equivalents and restricted cash at beginning of period | 495 | 637 | 496 | 716 | ||||
| Cash, cash equivalents and restricted cash at end of period | $ | 534 | $ | 529 | $ | 534 | $ | 529 |
| Supplemental cash flow disclosure: | ||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Assets acquired by finance leases | $ | 19 | $ | 30 | $ | 58 | $ | 78 |
| Assets acquired by operating leases | $ | 1 | $ | 1 | $ | 6 | $ | 5 |
SCHEDULE D
TERADATA CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in millions - unaudited)
| For the Three Months Ended September 30 | For the Nine Months Ended September 30 | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | % Change As Reported | %<br><br>Change Constant Currency(2) | 2020 | 2019 | % Change As Reported | %<br><br>Change Constant Currency(2) | |||||||||
| Segment Revenue | ||||||||||||||||
| Americas | $ | 261 | $ | 256 | 2% | 3% | $ | 764 | $ | 794 | (4)% | (3)% | ||||
| EMEA | 115 | 118 | (3)% | (6)% | 351 | 353 | (1)% | 0% | ||||||||
| APJ | 78 | 85 | (8)% | (9)% | 230 | 258 | (11)% | (10)% | ||||||||
| Total segment revenue | 454 | 459 | (1)% | (2)% | 1,345 | 1,405 | (4)% | (3)% | ||||||||
| Segment gross profit | ||||||||||||||||
| Americas | 165 | 158 | 470 | 473 | ||||||||||||
| % of Revenue | 63.2 | % | 61.7 | % | 61.5 | % | 59.6 | % | ||||||||
| EMEA | 69 | 62 | 197 | 169 | ||||||||||||
| % of Revenue | 60.0 | % | 52.5 | % | 56.1 | % | 47.9 | % | ||||||||
| APJ | 43 | 37 | 114 | 108 | ||||||||||||
| % of Revenue | 55.1 | % | 43.5 | % | 49.6 | % | 41.9 | % | ||||||||
| Total segment gross profit | 277 | 257 | 781 | 750 | ||||||||||||
| % of Revenue | 61.0 | % | 56.0 | % | 58.1 | % | 53.4 | % | ||||||||
| Reconciling items(1) | (23) | (10) | (46) | (43) | ||||||||||||
| Total gross profit | $ | 254 | $ | 247 | $ | 735 | $ | 707 | ||||||||
| % of Revenue | 55.9 | % | 53.8 | % | 54.6 | % | 50.3 | % | ||||||||
| (1) Reconciling items include stock-based compensation, capitalized software, amortization of acquisition-related intangible assets and acquisition, integration and reorganization-related items. | ||||||||||||||||
| '(2) The impact of currency is determined by calculating the prior period results using the current-year monthly average currency rates. |
Document
MEDIA CONTACT
Jennifer Donahue
858-485-3029 office
Jennifer.Donahue@Teradata.com
INVESTOR CONTACT
Matt Garvie
858-485-3136 office
Matthew.Garvie@Teradata.com
Teradata Announces Changes to Board of Directors
David Kepler and James Ringler to Retire
Board Size to be Reduced to Nine Directors
SAN DIEGO – Nov. 5, 2020 – Teradata (NYSE: TDC), the cloud data analytics platform company, today announced that David Kepler and James Ringler intend to retire from the Board of Directors as of the time of the 2021 Annual Meeting of Stockholders. With these changes, Teradata will reduce the size of its Board to nine members, eight of whom will be independent. In connection with today’s announcement, and reflective of Teradata’s ongoing board succession planning, Kimberly Nelson, a director of Teradata since November 2019 and the Executive Vice President and Chief Financial Officer of SPS Commerce, Inc., has been appointed Chair of the Board’s Audit Committee, effective January 1, 2021.
Michael Gianoni, Chairman of the Teradata Board of Directors, stated, “On behalf of the entire Board, I want to extend my gratitude to Dave and Jim for their distinguished service and significant contributions to Teradata over many years. Both Dave and Jim have been integral members of our Board since 2007 and we wish them all the best going forward.”
Mr. Gianoni continued, “As a Board, our focus is on best-in-class corporate governance that aligns with the execution of the Company’s long-term strategy. With effective and agile oversight, and a leadership team accelerating its cloud-based strategy, Teradata is extremely well-positioned to continue delivering for our customers, supporting our people and driving outstanding top and bottom line expectations to enhance shareholder value. The solid third quarter 2020 financial results announced today reflect the efforts of Steve McMillan and the entire team, and we look forward to continued success.”
About Teradata
Teradata is the cloud data analytics platform company, built for a hybrid multi-cloud reality, solving the world's most complex data challenges at scale. We help businesses unlock value by turning data into their greatest asset. See how at Teradata.com.
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