ý
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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75-3236470
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(State or other jurisdiction of
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(I.R.S. Employer
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incorporation or organization)
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Identification No.)
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Large accelerated filer
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ý
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Accelerated filer
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¨
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Non-accelerated filer
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¨
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Smaller reporting company
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¨
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Emerging growth company
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¨
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Description
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Page
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Item 1.
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Financial Statements
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Item 2.
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Item 3.
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Item 4.
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PART II—OTHER INFORMATION
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Description
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Page
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Item 1.
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Item 1A.
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Item 2.
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Item 3.
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Item 4.
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Item 5.
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Item 6.
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Item 1.
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Financial Statements.
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Three Months Ended
June 30, |
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Six Months Ended
June 30, |
||||||||||||
In millions, except per share amounts
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Revenue
|
|
|
|
|
|
|
|
||||||||
Product and cloud revenue
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$
|
166
|
|
|
$
|
243
|
|
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$
|
332
|
|
|
$
|
451
|
|
Service revenue
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347
|
|
|
356
|
|
|
672
|
|
|
693
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||||
Total revenue
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513
|
|
|
599
|
|
|
1,004
|
|
|
1,144
|
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||||
Costs and operating expenses
|
|
|
|
|
|
|
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||||||||
Cost of product and cloud
|
72
|
|
|
101
|
|
|
148
|
|
|
190
|
|
||||
Cost of services
|
199
|
|
|
188
|
|
|
390
|
|
|
375
|
|
||||
Selling, general and administrative expenses
|
165
|
|
|
172
|
|
|
320
|
|
|
346
|
|
||||
Research and development expenses
|
78
|
|
|
51
|
|
|
148
|
|
|
108
|
|
||||
Impairment of goodwill, acquired intangibles and other assets
|
—
|
|
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—
|
|
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—
|
|
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80
|
|
||||
Total costs and operating expenses
|
514
|
|
|
512
|
|
|
1,006
|
|
|
1,099
|
|
||||
(Loss) income from operations
|
(1
|
)
|
|
87
|
|
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(2
|
)
|
|
45
|
|
||||
Other expense, net
|
|
|
|
|
|
|
|
||||||||
Interest expense
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(4
|
)
|
|
(4
|
)
|
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(7
|
)
|
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(7
|
)
|
||||
Interest income
|
3
|
|
|
2
|
|
|
5
|
|
|
3
|
|
||||
Other expense
|
(1
|
)
|
|
—
|
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(1
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)
|
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(1
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)
|
||||
Total other expense, net
|
(2
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)
|
|
(2
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)
|
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(3
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)
|
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(5
|
)
|
||||
(Loss) income before income taxes
|
(3
|
)
|
|
85
|
|
|
(5
|
)
|
|
40
|
|
||||
Income tax expense
|
1
|
|
|
21
|
|
|
1
|
|
|
22
|
|
||||
Net (loss) income
|
$
|
(4
|
)
|
|
$
|
64
|
|
|
$
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(6
|
)
|
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$
|
18
|
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Net (loss) income per weighted average common share
|
|
|
|
|
|
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Basic
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$
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(0.03
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)
|
|
$
|
0.49
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|
|
$
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(0.05
|
)
|
|
$
|
0.14
|
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Diluted
|
$
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(0.03
|
)
|
|
$
|
0.49
|
|
|
$
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(0.05
|
)
|
|
$
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0.14
|
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Weighted average common shares outstanding
|
|
|
|
|
|
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Basic
|
127.9
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|
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129.8
|
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129.2
|
|
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129.6
|
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||||
Diluted
|
127.9
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131.5
|
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129.2
|
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131.2
|
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Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
In millions
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2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Net (loss) income
|
$
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(4
|
)
|
|
$
|
64
|
|
|
$
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(6
|
)
|
|
$
|
18
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
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Foreign currency translation adjustments
|
5
|
|
|
(2
|
)
|
|
10
|
|
|
6
|
|
||||
Defined benefit plans:
|
|
|
|
|
|
|
|
||||||||
Defined benefit plan adjustment, before tax
|
1
|
|
|
2
|
|
|
2
|
|
|
2
|
|
||||
Defined benefit plan adjustment, tax portion
|
—
|
|
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(1
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)
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—
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(1
|
)
|
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Defined benefit plan adjustment, net of tax
|
1
|
|
|
1
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|
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2
|
|
|
1
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||||
Other comprehensive income (loss)
|
6
|
|
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(1
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)
|
|
12
|
|
|
7
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||||
Comprehensive income
|
$
|
2
|
|
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$
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63
|
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$
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6
|
|
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$
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25
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In millions, except per share amounts
|
June 30,
2017 |
|
December 31,
2016 |
||||
Assets
|
|
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||||
Current assets
|
|
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||||
Cash and cash equivalents
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$
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1,085
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$
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974
|
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Accounts receivable, net
|
356
|
|
|
548
|
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||
Inventories
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42
|
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34
|
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Other current assets
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65
|
|
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65
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Total current assets
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1,548
|
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1,621
|
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Property and equipment, net
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143
|
|
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138
|
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Capitalized software, net
|
150
|
|
|
187
|
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Goodwill
|
401
|
|
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390
|
|
||
Acquired intangible assets, net
|
21
|
|
|
11
|
|
||
Deferred income taxes
|
51
|
|
|
49
|
|
||
Other assets
|
24
|
|
|
17
|
|
||
Total assets
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$
|
2,338
|
|
|
$
|
2,413
|
|
Liabilities and stockholders’ equity
|
|
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||||
Current liabilities
|
|
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|
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Current portion of long-term debt
|
$
|
45
|
|
|
$
|
30
|
|
Accounts payable
|
97
|
|
|
103
|
|
||
Payroll and benefits liabilities
|
129
|
|
|
139
|
|
||
Deferred revenue
|
431
|
|
|
369
|
|
||
Other current liabilities
|
90
|
|
|
88
|
|
||
Total current liabilities
|
792
|
|
|
729
|
|
||
Long-term debt
|
508
|
|
|
538
|
|
||
Pension and other postemployment plan liabilities
|
107
|
|
|
96
|
|
||
Long-term deferred revenue
|
10
|
|
|
14
|
|
||
Deferred tax liabilities
|
14
|
|
|
33
|
|
||
Other liabilities
|
35
|
|
|
32
|
|
||
Total liabilities
|
1,466
|
|
|
1,442
|
|
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Commitments and contingencies (Note 7)
|
|
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|
||||
Stockholders’ equity
|
|
|
|
||||
Preferred stock: par value $0.01 per share, 100.0 shares authorized, no shares issued and outstanding at June 30, 2017 and December 31, 2016, respectively
|
—
|
|
|
—
|
|
||
Common stock: par value $0.01 per share, 500.0 shares authorized, 126.3 and 130.6 shares issued at June 30, 2017 and December 31, 2016, respectively
|
1
|
|
|
1
|
|
||
Paid-in capital
|
1,266
|
|
|
1,220
|
|
||
Accumulated deficit
|
(318
|
)
|
|
(161
|
)
|
||
Accumulated other comprehensive loss
|
(77
|
)
|
|
(89
|
)
|
||
Total stockholders’ equity
|
872
|
|
|
971
|
|
||
Total liabilities and stockholders’ equity
|
$
|
2,338
|
|
|
$
|
2,413
|
|
|
Six Months Ended
June 30, |
||||||
In millions
|
2017
|
|
2016
|
||||
Operating activities
|
|
|
|
||||
Net (loss) income
|
$
|
(6
|
)
|
|
$
|
18
|
|
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization
|
70
|
|
|
65
|
|
||
Stock-based compensation expense
|
35
|
|
|
33
|
|
||
Deferred income taxes
|
(20
|
)
|
|
(15
|
)
|
||
Impairment of goodwill, acquired intangibles and other assets
|
—
|
|
|
80
|
|
||
Changes in assets and liabilities:
|
|
|
|
||||
Receivables
|
192
|
|
|
122
|
|
||
Inventories
|
(8
|
)
|
|
11
|
|
||
Current payables and accrued expenses
|
(13
|
)
|
|
(10
|
)
|
||
Deferred revenue
|
58
|
|
|
64
|
|
||
Other assets and liabilities
|
1
|
|
|
(19
|
)
|
||
Net cash provided by operating activities
|
309
|
|
|
349
|
|
||
Investing activities
|
|
|
|
||||
Expenditures for property and equipment
|
(30
|
)
|
|
(17
|
)
|
||
Proceeds from sale of property and equipment
|
—
|
|
|
5
|
|
||
Additions to capitalized software
|
(4
|
)
|
|
(36
|
)
|
||
Business acquisitions and other investing activities, net
|
(18
|
)
|
|
(4
|
)
|
||
Net cash used in investing activities
|
(52
|
)
|
|
(52
|
)
|
||
Financing activities
|
|
|
|
||||
Repurchases of common stock
|
(151
|
)
|
|
(51
|
)
|
||
Repayments of long-term borrowings
|
(15
|
)
|
|
(15
|
)
|
||
Repayments of credit facility borrowings
|
—
|
|
|
(180
|
)
|
||
Other financing activities, net
|
12
|
|
|
19
|
|
||
Net cash used in financing activities
|
(154
|
)
|
|
(227
|
)
|
||
Effect of exchange rate changes on cash and cash equivalents
|
8
|
|
|
—
|
|
||
Increase in cash and cash equivalents
|
111
|
|
|
70
|
|
||
Cash and cash equivalents at beginning of period
|
974
|
|
|
839
|
|
||
Cash and cash equivalents at end of period
|
$
|
1,085
|
|
|
$
|
909
|
|
•
|
As the Company transitions to the new go-to-market offerings, such as subscription-based licenses rather than perpetual licenses, the Company could potentially see a more significant impact in the amount of revenue recognized over time under the current rules but upfront under the new rules. This impact could result in revenue that is adjusted to retained earnings in the period of adoption and therefore not recognized in future periods or restated to prior periods due to the Company applying the modified retrospective method of adoption;
|
•
|
The Company currently expenses contract acquisition costs and believes that the requirement to defer incremental contract acquisition costs and recognize them over the term of the contract to which the costs relate could have an impact, especially as the Company transitions to longer-term, over-time revenue contracts;
|
•
|
The amount of revenue allocated to the delivered items and recognized upfront utilizing the relative selling price model is limited to the amount that is not contingent upon the delivery of additional items or meeting other specified performance conditions (
i.e
., the non-contingent amount) under current rules. Under the new rules, the amounts allocated to delivered items and recognized upfront could be higher if it is probable that a significant reversal in the amount of revenue recognized will not occur in future periods upon the delivery of additional items or meeting other specified performance conditions; and
|
•
|
The new standard will impact our internal control environment, including our financial statement disclosure controls, business process controls, new systems and processes, and enhancements to existing systems and processes.
|
|
As of
|
||||||
In millions
|
June 30,
2017 |
|
December 31,
2016 |
||||
Inventories
|
|
|
|
||||
Finished goods
|
$
|
29
|
|
|
$
|
20
|
|
Service parts
|
13
|
|
|
14
|
|
||
Total inventories
|
$
|
42
|
|
|
$
|
34
|
|
|
|
|
|
||||
Deferred revenue
|
|
|
|
||||
Deferred revenue, current
|
$
|
431
|
|
|
$
|
369
|
|
Long-term deferred revenue
|
10
|
|
|
14
|
|
||
Total deferred revenue
|
$
|
441
|
|
|
$
|
383
|
|
In millions
|
Balance,
December 31, 2016 |
|
Adjustments
|
|
Currency
Translation
Adjustments
|
|
Balance,
June 30, 2017 |
||||||||
Goodwill
|
|
|
|
|
|
|
|
||||||||
Americas Data and Analytics
|
$
|
251
|
|
|
$
|
7
|
|
|
$
|
—
|
|
|
$
|
258
|
|
International Data and Analytics
|
139
|
|
|
—
|
|
|
4
|
|
|
143
|
|
||||
Total goodwill
|
$
|
390
|
|
|
$
|
7
|
|
|
$
|
4
|
|
|
$
|
401
|
|
|
|
|
June 30, 2017
|
|
December 31, 2016
|
|||||||||||||
In millions
|
Amortization
Life (in Years)
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
and Currency
Translation
Adjustments
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
and Currency
Translation
Adjustments
|
|||||||||
Acquired intangible assets
|
|
|
|
|
|
|
|
|
|
|||||||||
Intellectual property/developed technology
|
2 to 5
|
|
|
$
|
36
|
|
|
$
|
(16
|
)
|
|
$
|
71
|
|
|
$
|
(61
|
)
|
Trademarks/trade names
|
5
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
(1
|
)
|
||||
In-process research and development
|
5
|
|
|
5
|
|
|
(4
|
)
|
|
5
|
|
|
(4
|
)
|
||||
Total acquired intangible assets
|
|
|
|
$
|
41
|
|
|
$
|
(20
|
)
|
|
$
|
77
|
|
|
$
|
(66
|
)
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
In millions
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Amortization expense
|
|
$
|
1
|
|
|
$
|
2
|
|
|
$
|
3
|
|
|
$
|
7
|
|
|
|
Actual
|
|
For the years ended (estimated)
|
||||||||||||||||||||||||
In millions
|
|
2016
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
||||||||||||||
Amortization expense
|
|
$
|
10
|
|
|
$
|
8
|
|
|
$
|
5
|
|
|
$
|
4
|
|
|
$
|
3
|
|
|
$
|
3
|
|
|
$
|
1
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||
In millions
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||
Effective tax rate
|
|
(33.3
|
)%
|
|
24.7
|
%
|
|
(20.0
|
)%
|
|
55.0
|
%
|
|
As of
|
||||||
In millions
|
June 30,
2017 |
|
December 31,
2016 |
||||
Contract notional amount of foreign exchange forward contracts
|
$
|
137
|
|
|
$
|
156
|
|
Net contract notional amount of foreign exchange forward contracts
|
$
|
15
|
|
|
$
|
16
|
|
In millions
|
2017
|
|
2016
|
||||
Warranty reserve liability
|
|
|
|
||||
Beginning balance at January 1
|
$
|
5
|
|
|
$
|
6
|
|
Provisions for warranties issued
|
3
|
|
|
4
|
|
||
Settlements (in cash or in kind)
|
(4
|
)
|
|
(5
|
)
|
||
Balance at June 30
|
$
|
4
|
|
|
$
|
5
|
|
|
|
|
Fair Value Measurements at Reporting Date Using
|
||||||||||||
In millions
|
Total
|
|
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Money market funds, June 30, 2017
|
$
|
489
|
|
|
$
|
489
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Money market funds, December 31, 2016
|
$
|
473
|
|
|
$
|
473
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
In millions, except per share amounts
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Net loss attributable to common stockholders
|
$
|
(4
|
)
|
|
$
|
64
|
|
|
$
|
(6
|
)
|
|
$
|
18
|
|
Weighted average outstanding shares of common stock
|
127.9
|
|
|
129.8
|
|
|
129.2
|
|
|
129.6
|
|
||||
Dilutive effect of employee stock options, restricted stock and other stock awards
|
—
|
|
|
1.7
|
|
|
—
|
|
|
1.6
|
|
||||
Common stock and common stock equivalents
|
127.9
|
|
|
131.5
|
|
|
129.2
|
|
|
131.2
|
|
||||
Loss per share:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
(0.03
|
)
|
|
$
|
0.49
|
|
|
$
|
(0.05
|
)
|
|
$
|
0.14
|
|
Diluted
|
$
|
(0.03
|
)
|
|
$
|
0.49
|
|
|
$
|
(0.05
|
)
|
|
$
|
0.14
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
In millions
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Segment revenue
|
|
|
|
|
|
|
|
||||||||
Americas Data and Analytics
|
$
|
271
|
|
|
$
|
325
|
|
|
$
|
538
|
|
|
$
|
620
|
|
International Data and Analytics
|
242
|
|
|
239
|
|
|
466
|
|
|
455
|
|
||||
Total Data and Analytics
|
513
|
|
|
564
|
|
|
1,004
|
|
|
1,075
|
|
||||
Marketing Applications
|
—
|
|
|
35
|
|
|
—
|
|
|
69
|
|
||||
Total revenue
|
513
|
|
|
599
|
|
|
1,004
|
|
|
1,144
|
|
||||
Segment gross profit
|
|
|
|
|
|
|
|
||||||||
Americas Data and Analytics
|
158
|
|
|
194
|
|
|
309
|
|
|
369
|
|
||||
International Data and Analytics
|
107
|
|
|
121
|
|
|
207
|
|
|
223
|
|
||||
Total Data and Analytics
|
265
|
|
|
315
|
|
|
516
|
|
|
592
|
|
||||
Marketing Applications
|
—
|
|
|
17
|
|
|
—
|
|
|
34
|
|
||||
Total segment gross profit
|
265
|
|
|
332
|
|
|
516
|
|
|
626
|
|
||||
Stock-based compensation costs
|
(3
|
)
|
|
(4
|
)
|
|
(7
|
)
|
|
(8
|
)
|
||||
Amortization of acquisition-related intangible assets costs
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
||||
Acquisition, integration, reorganization and transformation-related costs
|
(2
|
)
|
|
(2
|
)
|
|
(4
|
)
|
|
(5
|
)
|
||||
Amortization of capitalized software costs
|
(18
|
)
|
|
(16
|
)
|
|
(39
|
)
|
|
(32
|
)
|
||||
Selling, general and administrative expenses
|
165
|
|
|
172
|
|
|
320
|
|
|
346
|
|
||||
Research and development expenses
|
78
|
|
|
51
|
|
|
148
|
|
|
108
|
|
||||
Impairment of goodwill, acquired intangibles and other assets
|
—
|
|
|
—
|
|
|
—
|
|
|
80
|
|
||||
(Loss) income from operations
|
$
|
(1
|
)
|
|
$
|
87
|
|
|
$
|
(2
|
)
|
|
$
|
45
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
In millions
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Product - rights to upgrades, subscription and cloud
|
$
|
75
|
|
|
$
|
69
|
|
|
$
|
151
|
|
|
$
|
139
|
|
Maintenance - software and hardware
|
182
|
|
|
174
|
|
|
358
|
|
|
342
|
|
||||
Total recurring revenue
|
257
|
|
|
243
|
|
|
509
|
|
|
481
|
|
||||
Product - perpetual licenses and hardware
|
91
|
|
|
154
|
|
|
181
|
|
|
274
|
|
||||
Consulting services
|
165
|
|
|
167
|
|
|
314
|
|
|
320
|
|
||||
Marketing applications
|
—
|
|
|
35
|
|
|
—
|
|
|
69
|
|
||||
Total revenue
|
$
|
513
|
|
|
$
|
599
|
|
|
$
|
1,004
|
|
|
$
|
1,144
|
|
|
Six Months Ended June 30,
|
||||||
In millions
|
2017
|
|
2016
|
||||
Employee severance and other employee related cost
|
$
|
2
|
|
|
$
|
10
|
|
Asset write-downs
|
6
|
|
|
80
|
|
||
Professional services, legal and other transformation costs
|
18
|
|
|
19
|
|
||
Total reorganization and business transformation cost
|
$
|
26
|
|
|
$
|
109
|
|
•
|
Total revenue was
$513 million
for the
second
quarter of
2017
, down 14% from the
second
quarter of
2016
, with an underlying 32% decrease in product and cloud revenue and a 3% decrease in services revenue, in part due to the sale of the marketing applications business.
|
•
|
Gross margin decreased to
47.2%
in the
second
quarter of
2017
from
51.8%
in the
second
quarter of
2016
, driven by a decrease in both product and cloud and services gross margin.
|
•
|
Operating expenses increased by 9% in the second quarter of 2017 due to the Company no longer capitalizing certain software development costs as well as additional spend for strategic initiatives.
|
•
|
Operating loss was
$1 million
in the
second
quarter of
2017
, compared to operating income of
$87 million
in the
second
quarter of
2016
.
|
•
|
Net loss in the
second
quarter of
2017
was
$4 million
, compared to net income of $64 million in the
second
quarter of
2016
|
•
|
Hybrid Cloud
: leading technology and services to deliver an analytic ecosystem deployed in a hybrid cloud architecture, including offerings such as managed cloud, private cloud, public cloud, and on premises software and hardware;
|
•
|
Business Analytics Solutions
: deliver high-value business outcomes realized by engaging with business users through solution-based selling that leverages analytic consulting and repeatable analytical intellectual property ("IP"); and
|
•
|
Ecosystem Architecture Consulting
: best-in-class architecture consulting expertise to help customers build optimized analytical ecosystems independent of technology, leveraging both open source and commercial solutions.
|
•
|
deliver business outcomes for our customers through technology-enabled analytics at scale,
|
•
|
by focusing on companies with the largest analytic opportunities,
|
•
|
by offering market-leading hybrid cloud technology,
|
•
|
that is enabled by a world class go-to-market sales and support team,
|
•
|
with the ultimate goal of generating revenue, earnings, and cash flow growth.
|
•
|
Cloud - We continue to expand our data warehouse offerings in the public cloud and in Teradata’s managed cloud environments. With our Teradata Everywhere initiative, we offer our customers greater flexibility and agility through the same Teradata database that we offer on-premises, in a managed cloud, public cloud, or private cloud environment. Teradata Everywhere is designed to speed time to value, save costs, and encourage analytics use throughout the organization. Through Teradata IntelliCloud™, our newest managed cloud offering, we provide data and analytic software as a service (SaaS), expanding customers’ hybrid cloud options. We also offer services for cloud migration as well as for design, implementation and management of cloud and hybrid cloud environments. Teradata IntelliCloud is currently available in Amazon's AWS and Microsoft's Azure cloud environments as well as in Teradata’s cloud, in support of offering customers’ choice in how they can purchase our software.
|
•
|
On-premises data warehouse - We have introduced methods to make it easier to buy, expand, and seamlessly upgrade data warehouses. Our IntelliFlex™ platform architecture is providing more flexible configurations and seamless expansions of our customers’ IDW environments, and the software-only version of our Teradata database is allowing us to expand with both new and existing customers.
|
•
|
Analytical ecosystem - We are adding to our data load and integration software and service offerings capabilities that manage customers' analytical ecosystems with products such as Teradata Unity
™
,
|
•
|
TCore
- is a metric that tracks a consistent unit of consumption across all of Teradata’s products over the wide variety of configuration and deployment options, both on-premises and in the cloud. It is determined from the number of physical central processing unit ("CPU") cores in a system and adjusted/reduced by the underlying hardware platform's input/output ("I/O") throughput performance capabilities.
|
•
|
Annual Recurring Revenue ("ARR")
- is the annual value at a point in time of all of our recurring contracts, including maintenance, software upgrade rights, subscription licenses, rental and cloud and excludes managed services.
|
•
|
Product ARR -
is the annual value at a point in time of all product related and cloud recurring contracts, including software upgrade rights, subscription licenses, rental and cloud.
|
•
|
Recurring Revenue as a Percentage of Total Revenue
- revenue from all recurring contracts, including maintenance/support, software upgrade rights, subscription licenses, rental and cloud divided by total Company revenue.
|
•
|
Perpetual Equivalent Contract Value
- represents the estimated value the Company would have recognized as revenue if the customer had purchased certain subscription licenses, rental or cloud under historical purchasing practices (
i.e.
, under perpetual license purchasing options) and is calculated as follows:
|
•
|
The value is based only on new incremental contracts with a minimum 1-year commitment that are executed during the period.
|
•
|
For software subscription license and rental agreements, we apply the calculated discount for each transaction to the perpetual list prices for software and hardware.
|
•
|
For cloud offerings, we apply the calculated discount for the transaction to the perpetual list prices for software only, excluding charges for hosting, infrastructure and support services.
|
•
|
For all transactions, we exclude maintenance, software upgrades and recognized revenue in the period.
|
•
|
In all instances, the perpetual equivalent value cannot exceed the contract value of the applicable transaction.
|
•
|
Business Consulting Revenue Growth
- revenue growth from our strategic service offerings around analytics consulting and business consulting. Although the revenue from Business Consulting represents a small percent of total Company revenue, it is a leading indicator of future TCore (consumption) growth and measures our effectiveness of becoming a “Trusted Advisor” within our customers and targeted prospects.
|
|
|
|
% of
|
|
|
|
% of
|
||||||
In millions
|
2017
|
|
Revenue
|
|
2016
|
|
Revenue
|
||||||
Product and cloud revenue
|
$
|
166
|
|
|
32.4
|
%
|
|
$
|
243
|
|
|
40.6
|
%
|
Service revenue
|
347
|
|
|
67.6
|
%
|
|
356
|
|
|
59.4
|
%
|
||
Total revenue
|
$
|
513
|
|
|
100
|
%
|
|
$
|
599
|
|
|
100
|
%
|
•
|
We had $257 million (50% of total revenue) of recurring revenue in the
second
quarter of 2017, which is 7% growth (in constant currency) from $243 million (41% of total revenue) in the
second
quarter of 2016. We expect recurring revenue to grow high single digits in 2017.
|
•
|
Total Business Consulting revenue increased 24% from the
second
quarter of 2016. We expect Business Consulting revenue to grow approximately 20% in 2017.
|
•
|
We expect approximately $225 million to $250 million of perpetual equivalent contract value during 2017. We had $108 million of perpetual equivalent contract value in the first half of 2017.
|
•
|
We expect ARR of $1.1 billion by the end of the year with approximately one third of that being product ARR. We expect product ARR to grow approximately 25% for 2017.
|
•
|
We expect TCore growth of almost 20% from our 2016 year-end installed base.
|
|
|
|
% of
|
|
|
|
% of
|
||||||
In millions
|
2017
|
|
Revenue
|
|
2016
|
|
Revenue
|
||||||
Product and cloud gross profit
|
$
|
94
|
|
|
56.6
|
%
|
|
$
|
142
|
|
|
58.4
|
%
|
Service gross profit
|
148
|
|
|
42.7
|
%
|
|
168
|
|
|
47.2
|
%
|
||
Total gross profit
|
$
|
242
|
|
|
47.2
|
%
|
|
$
|
310
|
|
|
51.8
|
%
|
|
|
|
% of
|
|
|
|
% of
|
||||||
In millions
|
2017
|
|
Revenue
|
|
2016
|
|
Revenue
|
||||||
Selling, general and administrative expenses
|
$
|
165
|
|
|
32.2
|
%
|
|
$
|
172
|
|
|
28.7
|
%
|
Research and development expenses
|
78
|
|
|
15.2
|
%
|
|
51
|
|
|
8.5
|
%
|
||
Total operating expenses
|
$
|
243
|
|
|
47.4
|
%
|
|
$
|
223
|
|
|
37.2
|
%
|
In millions
|
2017
|
|
2016
|
||||
Interest income
|
$
|
3
|
|
|
$
|
2
|
|
Interest expense
|
(4
|
)
|
|
(4
|
)
|
||
Other
|
(1
|
)
|
|
—
|
|
||
Other expense, net
|
$
|
(2
|
)
|
|
$
|
(2
|
)
|
|
2017
|
|
2016
|
||
Effective tax rate
|
(33.3
|
)%
|
|
24.7
|
%
|
|
|
|
% of
|
|
|
|
% of
|
||||||
In millions
|
2017
|
|
Revenue
|
|
2016
|
|
Revenue
|
||||||
Segment revenue
|
|
|
|
|
|
|
|
||||||
Americas Data and Analytics
|
$
|
271
|
|
|
52.8
|
%
|
|
$
|
325
|
|
|
54.3
|
%
|
International Data and Analytics
|
242
|
|
|
47.2
|
%
|
|
239
|
|
|
39.9
|
%
|
||
Total Data and Analytics
|
513
|
|
|
100.0
|
%
|
|
564
|
|
|
94.2
|
%
|
||
Marketing Applications
|
—
|
|
|
—
|
%
|
|
35
|
|
|
5.8
|
%
|
||
Total segment revenue
|
$
|
513
|
|
|
100
|
%
|
|
$
|
599
|
|
|
100
|
%
|
Segment gross profit
|
|
|
|
|
|
|
|
||||||
Americas Data and Analytics
|
$
|
158
|
|
|
58.3
|
%
|
|
$
|
194
|
|
|
59.7
|
%
|
International Data and Analytics
|
107
|
|
|
44.2
|
%
|
|
121
|
|
|
50.6
|
%
|
||
Total Data and Analytics
|
265
|
|
|
51.7
|
%
|
|
315
|
|
|
55.9
|
%
|
||
Marketing Applications
|
—
|
|
|
—
|
%
|
|
17
|
|
|
48.6
|
%
|
||
Total segment gross profit
|
$
|
265
|
|
|
51.7
|
%
|
|
$
|
332
|
|
|
55.4
|
%
|
|
|
|
% of
|
|
|
|
% of
|
||||||
In millions
|
2017
|
|
Revenue
|
|
2016
|
|
Revenue
|
||||||
Product and cloud revenue
|
$
|
332
|
|
|
33.1
|
%
|
|
$
|
451
|
|
|
39.4
|
%
|
Service revenue
|
672
|
|
|
66.9
|
%
|
|
693
|
|
|
60.6
|
%
|
||
Total revenue
|
$
|
1,004
|
|
|
100
|
%
|
|
$
|
1,144
|
|
|
100
|
%
|
|
|
|
% of
|
|
|
|
% of
|
||||||
In millions
|
2017
|
|
Revenue
|
|
2016
|
|
Revenue
|
||||||
Product and cloud gross profit
|
$
|
184
|
|
|
55.4
|
%
|
|
$
|
261
|
|
|
57.9
|
%
|
Service gross profit
|
282
|
|
|
42.0
|
%
|
|
318
|
|
|
45.9
|
%
|
||
Total gross profit
|
$
|
466
|
|
|
46.4
|
%
|
|
$
|
579
|
|
|
50.6
|
%
|
|
|
|
% of
|
|
|
|
% of
|
||||||
In millions
|
2017
|
|
Revenue
|
|
2016
|
|
Revenue
|
||||||
Selling, general and administrative expenses
|
$
|
320
|
|
|
31.9
|
%
|
|
$
|
346
|
|
|
30.2
|
%
|
Research and development expenses
|
148
|
|
|
14.7
|
%
|
|
108
|
|
|
9.4
|
%
|
||
Impairment of goodwill, acquired intangibles and other assets
|
—
|
|
|
—
|
%
|
|
80
|
|
|
7.0
|
%
|
||
Total operating expenses
|
$
|
468
|
|
|
46.6
|
%
|
|
$
|
534
|
|
|
46.6
|
%
|
In millions
|
2017
|
|
2016
|
||||
Interest income
|
$
|
5
|
|
|
$
|
3
|
|
Interest expense
|
(7
|
)
|
|
(7
|
)
|
||
Other
|
(1
|
)
|
|
(1
|
)
|
||
Other expense, net
|
$
|
(3
|
)
|
|
$
|
(5
|
)
|
|
2017
|
|
2016
|
||
Effective tax rate
|
(20.0
|
)%
|
|
55.0
|
%
|
|
|
|
% of
|
|
|
|
% of
|
||||||
In millions
|
2017
|
|
Revenue
|
|
2016
|
|
Revenue
|
||||||
Segment revenue
|
|
|
|
|
|
|
|
||||||
Americas Data and Analytics
|
$
|
538
|
|
|
53.6
|
%
|
|
$
|
620
|
|
|
54.2
|
%
|
International Data and Analytics
|
466
|
|
|
46.4
|
%
|
|
455
|
|
|
39.8
|
%
|
||
Total Data and Analytics
|
1,004
|
|
|
100.0
|
%
|
|
1,075
|
|
|
94.0
|
%
|
||
Marketing Applications
|
—
|
|
|
—
|
%
|
|
69
|
|
|
6.0
|
%
|
||
Total segment revenue
|
$
|
1,004
|
|
|
100
|
%
|
|
$
|
1,144
|
|
|
100
|
%
|
Segment gross profit
|
|
|
|
|
|
|
|
||||||
Americas Data and Analytics
|
$
|
309
|
|
|
57.4
|
%
|
|
$
|
369
|
|
|
59.5
|
%
|
International Data and Analytics
|
207
|
|
|
44.4
|
%
|
|
223
|
|
|
49.0
|
%
|
||
Total Data and Analytics
|
516
|
|
|
51.4
|
%
|
|
592
|
|
|
55.1
|
%
|
||
Marketing Applications
|
—
|
|
|
—
|
%
|
|
34
|
|
|
49.3
|
%
|
||
Total segment gross profit
|
$
|
516
|
|
|
51.4
|
%
|
|
$
|
626
|
|
|
54.7
|
%
|
|
Six Months Ended June 30,
|
||||||
In millions
|
2017
|
|
2016
|
||||
Net cash provided by operating activities
|
$
|
309
|
|
|
$
|
349
|
|
Less:
|
|
|
|
||||
Expenditures for property and equipment
|
(30
|
)
|
|
(17
|
)
|
||
Additions to capitalized software
|
(4
|
)
|
|
(36
|
)
|
||
Free cash flow
|
$
|
275
|
|
|
$
|
296
|
|
|
|
Total
Number
of Shares Purchased
|
|
Average
Price
Paid
per Share
|
|
Total
Number
of Shares
Purchased
as Part of
Publicly
Announced
Dilution
Offset Program
|
|
Total
Number
of Shares
Purchased
as Part of
Publicly
Announced
General Share
Repurchase Program
|
|
Maximum
Dollar
Value
that May
Yet Be
Purchased
Under the
Dilution
Offset Program
|
|
Maximum
Dollar
Value
that May
Yet Be
Purchased
Under the
General Share
Repurchase Program
|
|||||||||
Month
|
|
|
|
|
|
|
|||||||||||||||
First Quarter Total
|
|
1,386,710
|
|
|
$
|
31.21
|
|
|
536,710
|
|
|
850,000
|
|
|
$
|
4,285,712
|
|
|
$
|
485,012,249
|
|
April 2017
|
|
480,000
|
|
|
$
|
29.47
|
|
|
—
|
|
|
480,000
|
|
|
$
|
5,968,126
|
|
|
$
|
470,867,209
|
|
May 2017
|
|
2,869,655
|
|
|
$
|
28.74
|
|
|
150,000
|
|
|
2,719,655
|
|
|
$
|
1,600,051
|
|
|
$
|
399,607,079
|
|
June 2017
|
|
397,733
|
|
|
$
|
27.88
|
|
|
—
|
|
|
397,733
|
|
|
$
|
4,143,214
|
|
|
$
|
381,678,537
|
|
Second Quarter Total
|
|
3,747,388
|
|
|
$
|
28.74
|
|
|
150,000
|
|
|
3,597,388
|
|
|
$
|
4,143,214
|
|
|
$
|
381,678,537
|
|
|
|
|
|
Reference Number
per Item 601 of
Regulation S-K
|
|
Description
|
|
|
|
||
2.1
|
|
|
Form of Separation and Distribution Agreement between Teradata Corporation and NCR Corporation (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K dated September 11, 2007 (SEC file number 001-33458)).
|
|
|
||
3.1
|
|
|
Amended and Restated Certificate of Incorporation of Teradata Corporation as amended and restated on September 24, 2007 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K dated September 25, 2007 (SEC file number 001-33458)).
|
|
|
||
3.2
|
|
|
Amended and Restated By-Laws of Teradata Corporation, as amended and restated on July 26, 2016 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K dated August 1, 2016).
|
|
|
||
4.1
|
|
|
Common Stock Certificate of Teradata Corporation (incorporated by reference to Exhibit 4.1 to the Quarterly Report on Form 10-Q dated November 13, 2007 (SEC file number 001-33458)).
|
|
|
|
|
10.1*
|
|
|
Settlement Terms issued by Augsburg Labour Court with respect to Teradata Corporation, Teradata GmbH and Hermann Wimmer dated March 29, 2017 and entered as of April 4, 2017 (incorporated by reference to Exhibit 10.1 to Amendment No. 1 to the Current Report on Form 8-K/A dated April 6, 2017).
|
|
|
|
|
10.2*
|
|
|
Form of Restricted Share Unit Agreement Under the Teradata 2012 Stock Incentive Plan, approved on April 18, 2017.
|
|
|
|
|
10.3
|
|
|
Fourth Amendment to Revolving Credit Agreement dated as of July 25, 2017.
|
|
|
|
|
10.4
|
|
|
Fourth Amendment to Term Loan Agreement dated as of July 25, 2017.
|
|
|
|
|
31.1
|
|
|
Certification pursuant to Rule 13a-14(a), dated August 4, 2017.
|
|
|
||
31.2
|
|
|
Certification pursuant to Rule 13a-14(a), dated August 4, 2017.
|
|
|
||
32
|
|
|
Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, dated August 4, 2017.
|
|
|
||
101
|
|
|
Interactive data files pursuant to Rule 405 of Regulation S-T: (i) the Condensed Consolidated Statements of (Loss) Income for the three and six month period ended June 30, 2017 and 2016, (ii) the Condensed Consolidated Statements of Comprehensive Income for the three and six month period ended June 30, 2017 and 2016, (iii) the Condensed Consolidated Balance Sheets at June 30, 2017 and December 31, 2016, (iv) the Condensed Consolidated Statements of Cash Flows for the six month periods ended June 30, 2017 and 2016 and (v) the notes to the Condensed Consolidated Financial Statements.
|
|
|
|
|
|
|
|
TERADATA CORPORATION
|
||
|
|
|
|
|
Date: August 4, 2017
|
|
By:
|
|
/s/ Stephen M. Scheppmann
|
|
|
|
|
Stephen M. Scheppmann
Executive Vice President and Chief Financial Officer
|
|
1
|
|
|
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Teradata Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting;
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
|
|
Date: August 4, 2017
|
|
/s/ Victor L. Lund
|
|
|
Victor L. Lund
|
|
|
President and Chief Executive Officer
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Teradata Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting;
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
|
|
|
|
|
Date: August 4, 2017
|
|
/s/ Stephen M. Scheppmann
|
|
|
Stephen M. Scheppmann
|
|
|
Executive Vice President and Chief Financial Officer
|
(1)
|
the Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
|
|
Date: August 4, 2017
|
|
/s/ Victor L. Lund
|
|
|
Victor L. Lund
|
|
|
Preseident and Chief Executive Officer
|
|
|
|
Date: August 4, 2017
|
|
/s/ Stephen M. Scheppmann
|
|
|
Stephen M. Scheppmann
Executive Vice President and Chief Financial Officer
|