Form 8-K - Current report

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): May 6, 2024

TERADATA CORPORATION

(Exact name of registrant as specified in its charter)

Commission File Number 001-33458



Delaware						75-3236470
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer 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))

Securities registered pursuant to Section 12(b) of the Act:


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 May 6, 2024, the Company issued a press release setting forth its first quarter of fiscal year 2024 operating results as well as current outlook estimates for the second quarter of 2024 and for the full-year 2024 (the "Earnings Press Release"). A copy of the Earnings Press Release is attached hereto as Exhibit 99.1 and hereby incorporated by reference.

The Company also posted supplemental material dated May 6, 2024, on the Investor Relations page of its website at investor.teradata.com. Except as specifically noted herein, information on the Company’s website is not, and will not be deemed to be, a part of this Current Report on Form 8-K or incorporated into any other filings the Company may make with the Securities and Exchange Commission.

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 May 6, 202 4 , issued by the Company (Earnings 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: May 6, 2024

By:

/s/ Claire Bramley

Claire Bramley

Chief Financial Officer

Exhibit 99.1


						INVESTOR CONTACT Mike DiLoreti mike.diloreti@teradata.com MEDIA CONTACT Jennifer Donahue jennifer.donahue@teradata.com

Teradata Reports First Quarter 2024 Financial Results

•First quarter public cloud ARR of $525 million, an increase of 35% as reported and 36% in constant currency from the prior year period(1)

•Cloud net expansion rate of 123%

•GAAP diluted EPS was $0.20 versus $0.39 per share

•Non-GAAP diluted EPS was $0.57 versus $0.61 per share(2)

•First quarter share repurchases of $124 million

SAN DIEGO – May 6, 2024 -- Teradata (NYSE: TDC) today announced its first quarter 2024 financial results.

"Teradata grew public cloud ARR 36% year over year in constant currency. Teradata’s technology is fundamental to driving complex analytics at scale, and is differentiated today as businesses everywhere are exploring how to leverage AI to be more productive and innovative,” said Steve McMillan, President and CEO, Teradata. “We are focused on, and confident in, our ability to improve execution across the business, and we are moving forward with urgency and discipline to achieve our long-term profitable growth targets.”

“While quarter-over-quarter cloud ARR growth was slightly below expectations, we are pleased with our sustained strong cloud net expansion rate of 123%,” said Claire Bramley, Chief Financial Officer, Teradata. “We are dedicated to improving our overall growth trajectory and will continue to invest in areas to support our long-term objectives. We are also highly focused on delivering profitability, growing free cash flow, and maintaining on-going value to shareholders.

First Quarter 2024 Financial Highlights Compared to First Quarter 2023

•Public cloud ARR increased to $525 million from $388 million, an increase of 35% as reported and 36% in constant currency(1)

•Total ARR decreased to $1.480 billion from $1.506 billion, a decrease of 2% as reported and 1% in constant currency(1)

•Recurring revenue was $388 million versus $389 million, flat as reported and 1% increase in constant currency(1)

•Total revenue was $465 million versus $476 million, a decrease of 2% as reported and 1% in constant currency(1)

•Recurring revenue was 83% of total revenue, versus 82%

•GAAP gross margin was 61.1% versus 63.4%

•Non-GAAP gross margin was 62.2% versus 64.3%(2)

•GAAP operating income was $48 million versus $79 million

•Non-GAAP operating income was $89 million versus $108 million(2)

•GAAP diluted EPS was $0.20 versus $0.39 per share

•Non-GAAP diluted EPS was $0.57 versus $0.61 per share(2)

•Cash flow from operations was $27 million compared to $109 million

•Free cash flow was $21 million compared to $105 million(3)

Outlook

For the second quarter of 2024:

•GAAP diluted EPS is expected to be in the range of $0.17 to $0.21 per share

•Non-GAAP diluted EPS is expected to be in the range of $0.46 to $0.50 per share(2)

For the full-year 2024, Teradata updates the following range:

•GAAP diluted EPS is expected to be in the range of $1.00 to $1.16 per share

For the full-year 2024, Teradata retains the following ranges:

•Total ARR growth of 4% to 8% year-over-year, in constant currency(4)

•Recurring revenue growth of 1% to 3% year-over-year, in constant currency(4)

•Total revenue growth of 0% to 2% year-over-year, in constant currency(4)

•Public cloud ARR growth of 35% to 41% year-over-year, in constant currency(4)

•Cash flow from operations of $360 million to $400 million

•Free cash flow of $340 million to $380 million(3)

•Non-GAAP diluted EPS is expected to be in the range of $2.15 to $2.31 per share(2)

Earnings Conference Call

A conference call is scheduled for today at 2:00 p.m. PT to discuss the Company’s first quarter 2024 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. 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 March 31
	2024		2023		% Change as Reported	% Change in CC
Recurring revenue	$	388	$	389	—%	1%
Perpetual software licenses, hardware and other	8		13		(38)%	(40)%
Consulting services	69		74		(7)%	(2)%
Total revenue	$	465	$	476	(2)%	(1)%

Americas	$	277	$	292	(5)%	(3)%
EMEA	125		117		7%	6%
APJ	63		67		(6)%	—%
Total revenue	$	465	$	476	(2)%	(1)%


	As of March 31
	2024		2023		% Change as Reported	% Change in CC
Annual recurring revenue*	$	1,480	$	1,506	(2)%	(1)%
Public cloud ARR**	$	525	$	388	35%	36%

The impact of currency on ARR is determined by calculating the prior period ending ARR using the current period end currency rates.

* Annual recurring revenue ("ARR") is defined as the annual value at a point in time of all recurring contracts, including subscription, cloud, software upgrade rights and maintenance. Total ARR does not include managed services and third-party software. The Company believes this is a useful metric to investors as it demonstrates progress toward achieving our strategic objectives as outlined in the Form 10-K and Form 10-Q.

** Public cloud ARR is defined as the annual value at a point in time of all contracts related to public cloud implementations of Teradata VantageCloud and does not include ARR related to private or managed cloud implementations. The Company believes this is a useful metric to investors as it demonstrates progress toward achieving our strategic objectives as outlined in the Form 10-K and Form 10-Q.

2.Teradata reports its results in accordance with GAAP. However, as described below, the Company believes that certain non-GAAP measures such as free cash flow, non-GAAP gross profit, non-GAAP operating income, non-GAAP net income, and non-GAAP diluted earnings per share, all of which exclude certain items, and which may be reported on a constant currency basis, 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. Each of our non-GAAP measures do not have a uniform definition under GAAP and therefore, Teradata’s definition may differ from other companies’ definitions of these measures.

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.


	For the Three Months
(in millions, except per share data)	ended March 31
Gross Profit:	2024			2023			% Chg.
GAAP Gross Profit	$	284		$	302		(6)%
% of Revenue	61.1		%	63.4		%

Excluding:
Stock-based compensation expense	4			4
Reorganization and transformation cost	1			—

Non-GAAP Gross Profit	$	289		$	306		(6)%
% of Revenue	62.2		%	64.3		%

Operating Income
GAAP Operating Income	$	48		$	79		(39)%
% of Revenue	10.3		%	16.6		%

Excluding:
Stock-based compensation expense	34			28

Reorganization and transformation cost	7			1

Non-GAAP Operating Income	$	89		$	108		(18)%
% of Revenue	19.1		%	22.7		%

Net Income
GAAP Net Income	$	20		$	40		(50)%
% of Revenue	4.3		%	8.4		%

Excluding:
Stock-based compensation expense	34			28

Reorganization and transformation cost	7			1



Argentina Blue Chip Swap	2
Income tax adjustments (i)	(6)			(6)
Non-GAAP Net Income	$	57		$	63		(10)%
% of Revenue	12.3		%	13.2		%


	For the Three Months
	ended March 31				2024 Outlook
Earnings Per Share:	2024		2023			Q2	FY
GAAP Earnings Per Share	$	0.20	$	0.39		$0.17 - $0.21	$1.00 - $1.16
Excluding:
Stock-based compensation expense	0.34		0.27			0.33	1.32

Reorganization and transformation cost	0.07		0.01			0.02	0.15


Argentina Blue Chip Swap	0.02		—			—	0.02
Income tax adjustments(i)	(0.06)		(0.06)			(0.06)	(0.34)

Non-GAAP Diluted Earnings Per Share	$	0.57	$	0.61		$0.46 - $0.50	$2.15 - $2.31

i.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 March 31, 2024 was 24.0% and March 31, 2023 was 27.6%.

3.As described below, the Company believes that free cash flow is a useful non-GAAP measure for investors. Free cash flow does not have a uniform definition under GAAP in the United States and therefore, Teradata's definition may differ from other companies' definitions of this measure. 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. 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 which can be used for among other things, investments in the Company's existing businesses, strategic acquisitions, strengthening the Company’s balance sheet, repurchase of Company stock and repay the Company’s debt obligations. Free cash flow does not represent the residual cash flow available for discretionary expenditures since there may be other non-discretionary expenditures that are not deducted from the measure. This non-GAAP measure should not be considered as a substitute for, or superior to, cash flows from operating activities under GAAP.


	For the Three Months
(in millions)	ended March 31				Outlook
	2024		2023			2024
Cash provided by operating activities (GAAP)	$	27	$	109		$360 to $400



Less total capital expenditures	(6)		(4)			(~20)


Free Cash Flow (non-GAAP measure)	$	21	$	105		$340 to $380

4.We are providing an outlook for the 2024 growth rates for public cloud ARR, total ARR, recurring revenue, and total revenue in constant currency to provide better visibility into the underlying growth of the business. Teradata calculates public cloud ARR and total ARR in constant currency by calculating the prior period ending public cloud ARR or total ARR, as applicable, using the current period end currency rates. It is impractical to provide a schedule on currency period end rates at a future point in time. Teradata calculates recurring revenue and total revenue in constant currency by using the prior-period results with the current-year monthly average currency rates. See the foreign currency fluctuation schedule on the Investor Relations page of the Company’s website at investor.teradata.com to calculate the anticipated impact of currency on the revenue outlook.

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, liquidity, and market conditions, among other things. These forward-looking statements are based upon current expectations and assumptions and often can be identified by words such as “expect,” “strive,” “looking ahead,” “outlook,” “guidance,” “forecast,” “anticipate,” “continue,” “plan,” “estimate,” “believe,” “will,” “would,” “likely,” “intend,” “potential,” or similar expressions. Forward-looking statements in this release include our 2024 second quarter and full year financial guidance. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially, including those relating to: the global economic environment and business conditions in general, including inflation and/or recessionary conditions; the ability of our suppliers to meet their commitments to us; the timing of purchases, migrations, or expansions by our current and potential customers; the rapidly changing and intensely competitive nature of the information technology industry, the data analytics business, and artificial intelligence capabilities; fluctuations in our operating, capital allocation, and cash flow results; our ability to execute and realize the anticipated benefits of our refreshed brand, business transformation program or restructuring and cost saving initiatives; risks inherent in operating in foreign countries, including sanctions, foreign currency fluctuations, and/or acts of war; risks associated with data privacy, cyberattacks and maintaining secure and effective products for our customers, as well as, 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, including for artificial intelligence; tax rates; turnover of our workforce and the ability to attract and retain skilled employees; protecting our intellectual property; availability and successful execution of new alliance and acquisition opportunities; subscription arrangements that may be cancelled or fail to be renewed; the impact on our business and financial reporting from the implementation of a new ERP system and 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 most recent annual report on Form 10-K, and subsequent quarterly reports on Forms 10-Q or current reports on Forms 8-K, as well as Teradata’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

At Teradata, we believe that people thrive when empowered with trusted information. We offer the most complete cloud analytics and data platform for AI. By delivering harmonized data and trusted AI, we enable more confident decision-making, unlock faster innovation, and drive the impactful business results organizations need most. See how at Teradata.com

# # #

The Teradata logo is a trademark, and Teradata is a registered trademark of Teradata Corporation and/or its affiliates in the U.S. and worldwide.

SCHEDULE A

TERADATA CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(in millions, except per share amounts - unaudited)


	For the Period Ended March 31
	Three Months
	2024			2023			% Chg
Revenue
Recurring	$	388		$	389		—	%
Perpetual software licenses, hardware and other	8			13			(38)	%
Consulting services	69			74			(7)	%
Total revenue	465			476			(2)	%
Gross profit
Recurring	276			291
% of Revenue	71.1		%	74.8		%
Perpetual software licenses, hardware and other	—			2
% of Revenue	—		%	15.4		%
Consulting services	8			9
% of Revenue	11.6		%	12.2		%
Total gross profit	284			302
% of Revenue	61.1		%	63.4		%

Selling, general and administrative expenses	161			153
Research and development expenses	75			70


Income from operations	48			79
% of Revenue	10.3		%	16.6		%

Other expense, net	(16)			(21)

Income before income taxes	32			58
% of Revenue	6.9		%	12.2		%

Income tax expense	12			18
% Tax rate	37.5		%	31.0		%

Net income	$	20		$	40
% of Revenue	4.3		%	8.4		%

Net income per common share
Basic	$	0.21		$	0.39
Diluted	$	0.20		$	0.39

Weighted average common shares outstanding
Basic	97.4			101.4
Diluted	100.1			103.8

SCHEDULE B

TERADATA CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(in millions - unaudited)


	March 31, 2024		December 31, 2023		March 31, 2023
Assets
Current assets
Cash and cash equivalents	$	337	$	486	$	551
Accounts receivable, net	311		286		341
Inventories	16		13		7
Other current assets	105		84		107
Total current assets	769		869		1,006
Property and equipment, net	227		239		252
Right of use assets- operating lease, net	7		9		11
Goodwill	396		398		391
Capitalized contract costs, net	59		68		84
Deferred income taxes	204		221		204
Other assets	83		69		38
Total assets	$	1,745	$	1,873	$	1,986

Liabilities and stockholders' equity
Current liabilities
Current portion of long-term debt	$	25	$	19	$	—
Current portion of finance lease liability	64		66		70
Current portion of operating lease liability	5		6		8
Accounts payable	119		100		92
Payroll and benefits liabilities	92		130		95
Deferred revenue	573		570		634
Other current liabilities	105		105		100
Total current liabilities	983		996		999
Long-term debt	474		480		498
Finance lease liability	57		63		62
Operating lease liability	4		6		8
Pension and other postemployment plan liabilities	94		102		96
Long-term deferred revenue	13		22		4
Deferred tax liabilities	8		8		7
Other liabilities	58		61		82
Total liabilities	1,691		1,738		1,756
Stockholders' equity

Common stock	1		1		1
Paid-in capital	2,103		2,074		1,962
Accumulated deficit	(1,918)		(1,811)		(1,613)
Accumulated other comprehensive loss	(132)		(129)		(120)
Total stockholders' equity	54		135		230
Total liabilities and stockholders' equity	$	1,745	$	1,873	$	1,986

SCHEDULE C

TERADATA CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions - unaudited)


	For the Period Ended March 31
	Three Months
	2024		2023
Operating activities
Net income	$	20	$	40
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization	27		28
Stock-based compensation expense	34		28
Deferred income taxes	12		7
Loss on Blue Chip Swap	2		—

Changes in assets and liabilities:
Receivables	(25)		23
Inventories	(3)		1
Current payables and accrued expenses	(30)		(41)
Deferred revenue	(6)		41
Other assets and liabilities	(4)		(18)
Net cash provided by operating activities	27		109
Investing activities
Expenditures for property and equipment	(6)		(4)





Business acquisitions and other investing activities, including loss on Blue Chip Swap	(2)		—
Net cash used in investing activities	(8)		(4)
Financing activities
Repurchases of common stock	(124)		(84)




Payments of finance leases	(20)		(20)
Other financing activities, net	(6)		(7)
Net cash used in financing activities	(150)		(111)
Effect of exchange rate changes on cash and cash equivalents	(17)		(10)
Decrease in cash, cash equivalents and restricted cash	(148)		(16)
Cash, cash equivalents and restricted cash at beginning of period	486		571
Cash, cash equivalents and restricted cash at end of period	$	338	$	555


Supplemental cash flow disclosure:

Non-Cash investing and financing activities:
Assets acquired by finance leases	$	11	$	30
Assets acquired by operating leases	$	—	$	1

SCHEDULE D

TERADATA CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in millions - unaudited)


	For the Three Months Ended March 31
	2024			2023			% Change As Reported	% Change Constant Currency(2)
Segment Revenue
Americas	$	277		$	292		(5)%	(3)%
EMEA	125			117			7%	6%
APJ	63			67			(6)%	0%
Total segment revenue	465			476			(2)%	(1)%

Segment gross profit
Americas	177			193
% of Revenue	63.9		%	66.1		%
EMEA	79			74
% of Revenue	63.2		%	63.2		%
APJ	33			39
% of Revenue	52.4		%	58.2		%
Total segment gross profit	289			306
% of Revenue	62.2		%	64.3		%

Reconciling items(1)	(5)			(4)
Total gross profit	$	284		$	302
% of Revenue	61.1		%	63.4		%

(1) Reconciling items include stock-based compensation, 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 and Entity Information Document	May 06, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	May 06, 2024
Entity Registrant Name	TERADATA CORP /DE/
Entity File Number	001-33458
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	75-3236470
Entity Address, Address Line One	17095 Via Del Campo
Entity Address, City or Town	San Diego
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92127
City Area Code	866
Local Phone Number	548-8348
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.01 par value
Trading Symbol	TDC
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0000816761
Amendment Flag	false