2019 ANNUAL REPORT
2019 ANNUAL REPORT
2 Management’s Discussion and Analysis (MD&A)
15 Reports of Management
15 Report of Independent Registered Public Accounting Firm
18 Consolidated Statements of (Loss) Income
19 Consolidated Statements of Comprehensive (Loss) Income
20 Consolidated Balance Sheets
21 Consolidated Statements of Cash Flows
22 Consolidated Statements of Changes in Stockholders’ Equity
23 Notes to Consolidated Financial Statements
56 Total Return to Shareholders
57 Selected Financial Data
58 Corporate Information
MANAGEMENT’S DISCUSSION AND ANALYSIS (“MD&A”)
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
You should read the following discussion in conjunction with the consolidated financial statements and the notes
to those statements included elsewhere in this Annual Report. This Annual Report contains certain statements
that are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. Certain
statements contained in the MD&A are forward-looking statements that involve risks and uncertainties. The
forward-looking statements are not historical facts, but rather are based on current expectations, estimates,
assumptions and projections about our industry, business and future financial results. Our actual results could
differ materially from the results contemplated by these forward-looking statements due to several factors,
including those discussed in other sections of this Annual Report.
OVERVIEW
Teradata Corporation is a leading hybrid cloud analytics software provider focused on helping companies
leverage all of their data across an enterprise to uncover real-time intelligence, at scale. In doing so, we enable
them to find answers to their toughest challenges. Our solutions enable customers to integrate and simplify their
analytics ecosystem, access and manage data, and use analytics to extract answers and derive business value
from data. Our solutions are comprised of software, hardware, and related business consulting and support
services to deliver analytics across a company’s entire analytics ecosystem.
Teradata’s strategy is based on our mission of transforming how businesses work and people live through the
power of data. Our target market is made up of companies that we believe are the world’s most demanding,
large-scale users of data. These companies face significant challenges including siloed data and conflicting and
duplicative solutions that typically results in considerable expense to maintain and to manage the complexity.
Our strategy is to provide a differentiated set of offerings to our target market through a portfolio of integrated
data and analytic solutions. Teradata Vantage™ is an extremely scalable, secure, highly concurrent and resilient
analytics platform that addresses the challenges faced in our targeted customer set. By offering customers
full integration of their datasets, tools, analytics languages, functions, and engines in one analytical platform,
Vantage reduces customers’ complexity, risk, and costs. Our Vantage platform embraces leading commercial and
open source analytics technologies and is available in the cloud and on-premises.
All subscription-based Teradata software licenses enable portability of the software license between cloud and
on-premises deployment options; this flexibility is designed to reduce risk associated with customers’ buying
decisions. Customer buying behavior has shifted from predominantly capital-intensive purchases to these
subscription-based purchasing options. In the near term, the movement to subscription-based transactions
is negatively impacting the timing of our reported revenue and our cash flows because revenue and cash
related to subscription-based transactions are recognized and received over time versus upfront as was the
case with the capital purchase model. The transition to a subscription-based model is expected to increase
our recurring revenue, create more predictable operating results and improve cash flow generation. Near term
impacts, however, can fluctuate based on the pace of customer adoption, which can be difficult to predict. In the
longer term, we expect our reported operating results and cash flow to normalize and increase as customers
increasingly transition to these subscription-based offerings.
We are continuing to invest in Teradata’s future, including investments to (i) support and expand our cloud-based
offerings, market-leading Vantage platform, and analytical consulting and solutions, (ii) align our go-to-market
approach to best address our target customers, and (iii) modernize our infrastructure.
In connection with the Company’s business transformation, Teradata introduced additional financial and
performance metrics to allow for greater transparency regarding the progress we are making toward achieving
our strategic objectives. These metrics included the following:
• Annual Recurring Revenue (“ARR”) - annual contract value for all active and contractually binding term-
based contracts at the end of a period. It includes maintenance, software upgrade rights, subscription-based
transactions and managed services.
• Bookings Mix - subscription bookings divided by the sum of subscription bookings plus perpetual bookings.
TERADATA 2019
2
MANAGEMENT’S DISCUSSION AND ANALYSIS
Because we expect little to no perpetual revenue in 2020, we will not be providing bookings mix as a key financial
and performance metric going forward.
2019 FINANCIAL OVERVIEW
As more fully discussed in later sections of this MD&A, the following are the financial highlights for 2019:
• Revenue of $1,899 million decreased by 12% in 2019 as compared to 2018, with an underlying 9% increase
in recurring revenue as the Company’s business shifts to subscription-based transactions. The increase in
recurring revenue was more than offset by a 69% decrease in perpetual software licenses and hardware
revenue and a 24% decrease in consulting services revenue. Foreign currency fluctuations had a 2% negative
impact on total revenue for the year.
• Gross margin was 50.3% in 2019, an increase from 47.4% in 2018, primarily due to a higher recurring revenue
mix as compared to prior year.
• Operating expenses in 2019 decreased by 3.9% as compared to 2018, primarily due to cost management initiatives.
• Operating income was $10 million in 2019, down from $43 million in 2018, primarily due to a decrease in
revenue as compared to the prior year as a result of a higher subscription-based bookings mix, which resulted
in a significant decline in perpetual as well as a decline in consulting revenue, as expected and generally in
line with our strategy.
• Net loss was $20 million in 2019 versus net income of $30 million in 2018. Net loss per share was $0.18 in
2019 compared to net income per share of $0.25 in 2018.
RESULTS FROM OPERATIONS FOR THE YEARS ENDED DECEMBER 31, 2019, 2018 AND 2017
In July 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update 2019-07,
“Codification Updates to SEC Sections-Amendments to SEC Paragraphs Pursuant to SEC Final Rule Releases
No. 33-10532, Disclosure Update and Simplification”, which makes a number of changes meant to simplify certain
disclosures in financial condition and results of operations, particularly by eliminating year-to-year comparisons
between prior periods previously disclosed. In accordance with the relevant aspects of the rule covering the current
year annual report, we now include disclosures on results of operations for fiscal year 2019 versus 2018 only. For
discussion of fiscal year 2018 versus 2017 see “Item 7. Management’s Discussion and Analysis of Financial Condition
and Results of Operations” in our Annual Report filed with the SEC for the fiscal year ended December 31, 2018.
Revenue
in millions
Revenue
Recurring
Perpetual software license and hardware
Consulting services
Total revenue
2019
$1,362
106
431
$1,899
% of
Revenue
71.7%
5.6%
22.7%
100%
2018
$1,254
340
570
$2,164
% of
Revenue
57.9%
15.7%
26.3%
100%
Total revenue was down $265 million or 12% in 2019, which included a 2% negative impact from foreign currency
fluctuations. Recurring revenue grew 9%, which included a 2% negative impact from foreign currency fluctuations.
This increase in recurring revenue was driven by our movement to subscription-based transactions from perpetual
software licenses and hardware transactions, which is consistent with our strategy. Under a subscription business
model, we recognize revenue over time as opposed to the upfront recognition under the perpetual model. As the
Company shifts to a recurring revenue model and focuses its consulting resources on strategic engagements
that drive increased software consumption within our targeted customer base, perpetual revenue and consulting
revenue declined versus the prior-year period, which more than offset the increase in recurring revenue. For
2020, we expect ARR growth and recurring revenue growth of at least 8%. Taking into consideration the growth
in recurring revenue offset by reduced perpetual software license and hardware revenue and reduced consulting
services revenues of mid-single digits, we believe total revenues will be flat to down slightly in 2020.
MANAGEMENT’S DISCUSSION AND ANALYSIS
3
TERADATA 2019
Revenues from perpetual software licenses and hardware in 2019 decreased 69%, including a 1% negative impact
from foreign currency fluctuations. The decrease in perpetual software licenses and hardware revenue is consistent
with our strategy to sell more subscription-based offerings. We expect perpetual revenues to continue to decline as
customers switch to our subscription-based offerings. Perpetual revenue is primarily hardware-related, as software
is generally being sold on subscription. We expect that there will be little to no perpetual revenue in 2020.
Consulting services revenue decreased 24%, which included a 1% negative impact from foreign currency, as we
are realigning and focusing our consulting resources on higher-margin engagements that drive increased software
consumption within our targeted customer base. In 2019, we made progress towards our strategy of refocusing
our consulting organization on Vantage-oriented offerings and de-emphasizing non-core consulting engagements.
We expect consulting revenue to decline longer term as we expect a deepening partner ecosystem and product
simplification to reduce our reliance on Teradata’s consulting organization while creating greater total value for our
customers. In line with our strategy to increase consumption of Teradata software, we are narrowing the focus of
our consulting resources to engagements that drive customer value and increase consumption of our software.
As a portion of the Company’s operations and revenue occur outside the United States, and in currencies other
than the U.S. dollar, the Company is exposed to fluctuations in foreign currency exchange rates. Based on
currency rates as of January 31, 2020, Teradata is expecting one percentage point negative impact from currency
translation on our 2020 full year projected revenue growth rate.
Included below are financial and performance growth metrics for 2019:
• ARR was $1.427 billion at the end of 2019, a 9% increase from $1.308 billion at the end of 2018
• 88% of our bookings mix in 2019 were subscription-based
• Total backlog grew 7% to $2.732 billion
Our ARR is composed of three main categories: (1) subscription and cloud-related ARR, (2) ARR related to our
legacy perpetual maintenance and software upgrade rights, and (3) ARR related to subscription-based managed
services. At December 31, 2019, our ARR consisted of:
• $700 million of subscription and cloud-related ARR, up 42%;
• $615 million of perpetual license maintenance and software upgrade rights-related ARR, down 14%; and
• $112 million of managed services-related ARR, which grew 13%.
The slower rate of decline in our maintenance and software upgrade-related ARR, compared to 2018, is by
design and results from changes in compensation for sales personnel that removed incentives to convert existing
perpetual licenses to subscription without also growing subscription licenses. Over time, we continue to expect
our subscription business to continue to show healthy growth, while perpetual maintenance and software upgrade
rights-related ARR is likely to decline low double digits.
The rate of our transition to a recurring revenue model has been significantly faster than expected, and we
believe it is reflective of the value our customers see in our subscription model and cloud offerings. Because
we expect little to no perpetual software licenses and hardware revenue in 2020, we do not intend to continue
providing the bookings mix as a key financial and performance metric going forward.
Total backlog grew 7% year-over-year, despite significantly shorter average contract durations compared to 2018.
We believe this shows the strength and commitment of our customer relationships and continued adoption of our
core product platform. In 2019, we changed our compensation structure for sales personnel to only compensate
on transactions with contract durations of up to three years versus five years in 2018. This drove a meaningful
reduction in our contract durations from well over four years in 2018 to closer to three years in 2019. We expect
contract durations to remain stable in 2020.
TERADATA 2019
4
MANAGEMENT’S DISCUSSION AND ANALYSIS
Gross Profit
The Company often uses specific terms and definitions to describe variances in gross profit. The terms and
definitions most often used are as follows:
• Revenue Mix - The proportion of recurring, consulting, and perpetual software licenses and hardware that
generates the total revenue of the Company. Changes in revenue mix can have an impact on gross profit even
if total revenue remains unchanged.
• Recurring Revenue Mix - The proportion of various recurring revenue offerings that comprise the total
of recurring revenue. For example, a higher mix of subscriptions including hardware rentals could have a
negative impact on total recurring gross profit.
• Deal Mix - Refers to the type of transactions closed within the period that generate the total perpetual
software license and hardware revenue. For example, a higher mix of hardware versus software or the mix of
Teradata versus third-party products can impact profitability.
Gross profit for the following years ended December 31 was as follows:
in millions
Gross profit
Recurring
Perpetual software licenses and hardware
Consulting Services
Total gross profit
2019
$920
22
13
$955
% of
Revenue
67.5%
20.8%
3.0%
50.3%
2018
$ 880
118
28
$1,026
% of
Revenue
70.2%
34.7%
4.9%
47.4%
The decrease in recurring revenue gross profit as a percent of revenue was driven by a higher mix of
subscription-based revenue as compared to the prior-year period. Subscription-based transactions are typically
lower margin as compared to the recurring revenue from legacy software maintenance and software upgrade
rights on perpetual software, due to the higher mix of hardware in subscription-based transactions. In 2020, we
expect subscription-based margins to be in line with 2019.
The decrease in perpetual software licenses and hardware gross profit as a percent of revenue was driven by a
higher mix of hardware revenue as some customers continue to purchase their hardware upfront while buying the
software on a subscription basis, which is recorded in recurring revenue. In addition, our hardware gross margin
was negatively impacted by deal mix and currency swings on inter-company transactions in regions where we
cannot hedge currency fluctuations.
Consulting services gross profit as a percentage of revenue decreased due to a faster-than-expected decrease
in revenue as compared to the prior-year as the Company refocused our consulting organization on Vantage-
oriented offerings and dramatically reduced our footprint in non-core consulting engagements. As a result of
these actions, we expect profitable consulting growth longer term.
In 2020, we expect overall gross profit as a percent of revenue to increase as we continue to expect the revenue
mix to shift from lower-margin consulting and perpetual revenue to higher-margin recurring revenue.
Operating Expenses
in millions
Operating expenses
Selling, general and administrative expenses
Research and development expenses
Total operating expenses
2019
$618
327
$945
% of
Revenue
32.5%
17.2%
49.8%
2018
$666
317
$983
% of
Revenue
30.8%
14.6%
45.4%
The SG&A expense decrease was mostly driven by a restructuring of our sales organization designed to focus on
our enterprise customers, and at the same time, creating a more efficient go-to-market coverage model for our
commercial customers. In addition, expenses were also down due to lower payments related to the Company’s
annual variable incentive plan as compared to the prior year.
R&D expenses increased due to strategic investments in our Vantage analytics platform and our cloud offerings
as we increase the reach of Teradata to multiple public cloud platforms.
MANAGEMENT’S DISCUSSION AND ANALYSIS
5
TERADATA 2019
Other Expense, net
in millions
Interest income
Interest expense
Other
Total Other Expense, net
2019
$ 12
(26)
(9)
$(23)
2018
$ 14
(22)
(8)
$(16)
In 2019, other expense, net was comprised primarily of interest expense on long-term debt and finance leases,
partially offset by interest income earned on our cash and cash equivalents. Other expense, net increased
compared to the prior year due to a lower cash balance, decreases in interest rates on investments and additional
interest expense on finance leases.
Provision for Income Taxes
The effective income tax rate for the following years ended December 31 was as follows:
Effective Tax Rate
2019
(53.8%)
2018
(11.1%)
The 2019 effective tax rate was impacted by $3 million tax expense related to equity compensation and $3 million
of incremental global intangible low-taxed income (“GILTI”) tax, which resulted in full-year income tax expense in
2019 of $7 million, on a pre-tax net loss of $13 million, causing a negative tax rate of 53.8%.
The 2018 effective tax rate was impacted by the Tax Cuts and Jobs Act of 2017 (“Tax Act”), which was signed into
law on December 22, 2017, making significant changes to the United States Internal Revenue Code. Changes
include, but are not limited to:
• A corporate tax rate decrease from 35% to 21% effective for tax years beginning after December 31, 2017,
• The transition of United States international taxation from a worldwide tax system to a modified territorial tax
system, and
• A one-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings as of
December 31, 2017.
On December 22, 2017, Staff Accounting Bulletin No. 118 (“SAB 118”) was issued to address the application of
accounting principles generally accepted in the United States of America (“GAAP”) in situations when a registrant
does not have the necessary information available, prepared, or analyzed (including computations) in reasonable
detail to complete the accounting for certain income tax effects of the Tax Act.
For the year ended December 31, 2018, the Company recorded $6 million of tax benefit in accordance with SAB
118 as an adjustment to the provisional estimates resulting from additional regulatory guidance and changes in
interpretations and assumptions the Company initially made because of the Tax Act. This resulted in an overall
income tax benefit for 2018.
The Company’s first quarter and full-year 2020 effective tax rate is expected to include approximately $152 million
of discrete tax benefit related to an intra-entity asset transfer of certain of its intellectual property (“IP”) to one of
its Irish subsidiaries, which occurred on January 1, 2020. The tax benefit for this intra-entity asset transfer will
be recorded as a deferred tax asset in the first quarter of 2020 and represents the book and tax basis difference
on the transferred assets measured based on the applicable Irish statutory tax rate. The tax deductions for
amortization of the IP asset will be recognized in the future, and any amortization not deducted for tax purposes
will be carried forward indefinitely under Irish tax laws. The Company expects to be able to realize the deferred
tax assets resulting from these intra-entity asset transfers.
The Company is expecting its full-year effective tax rate for 2020 to be approximately (600)%, which takes into
consideration, among other things, the forecasted earnings mix by jurisdiction and the estimated discrete items
to be recognized in 2020, including the discrete tax benefit related to the intra-entity asset transfer discussed
above. The forecasted tax rate is based on the overseas profits being taxed at an overall effective tax rate of
approximately 33%, as compared to the federal statutory tax rate of 21% in the U.S.
TERADATA 2019
6
MANAGEMENT’S DISCUSSION AND ANALYSIS
REVENUE AND GROSS PROFIT BY OPERATING SEGMENT
Effective January 1, 2019, Teradata implemented an organizational change in which Teradata now manages
its business under three geographic regions, which are also the Company’s operating segments: (1) Americas
region (North America and Latin America); (2) EMEA region (Europe, Middle East, and Africa) and (3) APAC
region (Asia Pacific and Japan). For purposes of discussing results by segment, management excludes the
impact of certain items, consistent with the manner by which management evaluates the performance of each
segment. This format is useful to investors because it allows analysis and comparability of operating trends.
It also includes the same information that is used by Teradata management to make decisions regarding the
segments and to assess financial performance. The chief operating decision maker, who is our Interim President
and Chief Executive Officer, evaluates the performance of the segments based on revenue and multiple profit
measures, including segment gross profit. For management reporting purposes, assets are not allocated to the
segments. Our segment results are reconciled to total company results reported under GAAP in Note 14 of Notes
to Consolidated Financial Statements. Prior-period results have been restated to conform to the current year
presentation.
The following table presents revenue and operating performance by segment for the years ended December 31:
2019
$1,057
492
350
$1,899
$ 626
239
148
$1,013
% of
Revenue
55.7%
25.9%
18.4%
100%
59.2%
48.6%
42.3%
53.3%
2018
$1,126
587
451
$2,164
$ 621
275
199
$1,095
% of
Revenue
52.0%
27.1%
20.8%
100%
55.2%
46.8%
44.1%
50.6%
2017
$1,195
567
394
$2,156
$ 675
276
161
$ 1,112
% of
Revenue
55.3%
26.3%
18.3%
100%
56.5%
48.7%
40.9%
51.6%
in millions
Segment revenue
Americas
EMEA
APAC
Total segment revenue
Segment gross profit
Americas
EMEA
APAC
Total segment gross profit
2019 compared to 2018
Americas
Revenue decreased 6%, which included a 1% unfavorable impact from foreign currency fluctuations. An increase
in recurring revenue was offset by a decrease in perpetual software licenses and hardware revenue and decrease
in consulting revenue. The increase in recurring revenue and decline in perpetual revenue were driven by the shift
to subscription-based transactions. Segment gross profit as a percentage of revenues was higher primarily due to
a higher mix of recurring revenue.
EMEA
EMEA revenue decreased 16%, which includes a 3% unfavorable impact from foreign currency fluctuations. An
increase in recurring revenue was offset by a decrease in perpetual software licenses and hardware revenue and
decrease in consulting revenue. Segment gross profit as a percentage of revenues was higher primarily due to a
higher mix of recurring revenue.
APAC
APAC revenue decreased 22%, which included a 2% unfavorable impact from foreign currency fluctuations. An
increase in recurring revenue was offset by a decrease in perpetual software licenses and hardware revenue and
a decrease in consulting revenue. Segment gross profit as a percentage of revenues was lower primarily due to
a decline in consulting margins and decline in perpetual software licenses and hardware margins as a result of a
higher mix of hardware, partially offset by a higher mix of recurring revenue.
MANAGEMENT’S DISCUSSION AND ANALYSIS
7
TERADATA 2019
2018 compared to 2017
Americas
Revenue decreased 6%, which included a 1% unfavorable impact from foreign currency fluctuations. An
increase in recurring revenue was offset by a decrease in perpetual software licenses and hardware revenue
and consulting revenue. The increase in recurring revenue and decline in perpetual revenue were driven by the
shift to subscription-based transactions. Segment gross profit as a percentage of revenues was lower primarily
due to lower perpetual revenue margin from a higher mix of hardware as some customers continued to purchase
hardware upfront while buying software on a subscription basis.
EMEA
EMEA revenue increased 4%, which included a 3% favorable impact from foreign currency fluctuations. An
increase in recurring revenue and consulting revenue was partially offset by a decrease in perpetual software
licenses and hardware revenue. Segment gross profit as a percentage of revenues was lower primarily due to
due to a decline in perpetual software and hardware margins, which more than offset a favorable higher mix of
recurring revenue.
APAC
APAC revenue increased 14%, which included a 1% unfavorable impact from foreign currency fluctuations. An
increase in recurring revenue and consulting revenue was partially offset by a decrease in perpetual software
licenses and hardware revenue. Segment gross profit as a percentage of revenues was higher primarily due to
growth in higher margin recurring revenue and an increase in consulting services gross margin as the Company
continued to focus on making operational improvements in its consulting business.
FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES
Teradata ended 2019 with $494 million in cash and cash equivalents, a $221 million decrease from the
December 31, 2018 balance, after using approximately $300 million for repurchases of Company common stock
during the year. Cash provided by operating activities decreased by $216 million to $148 million in 2019 compared
to 2018. The decrease in cash provided by operating activities was driven by a faster transition to a subscription
model, higher cash payments in 2019 related to 2018 variable compensation, lower upfront multi-year cash
payments from subscription-based transactions, and higher cash used for reorganizing and restructuring our
operations and go-to-market functions to align to our strategy.
Teradata’s management uses a non-GAAP measure called “free cash flow,” which is not a measure defined under
GAAP. We define free cash flow as net cash provided by operating activities less capital expenditures for property
and equipment and additions to capitalized software. Free cash flow is one measure of assessing the financial
performance of the Company, and this may differ from the definition used by other companies. The components
that are used to calculate free cash flow are GAAP measures taken directly from the Consolidated Statements of
Cash Flows. We believe that free cash flow information 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 available after capital expenditures for, among other things, investments in
the Company’s existing businesses, strategic acquisitions and repurchase of Teradata common stock. 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 a substitute for, or superior to, cash flows from operating activities under GAAP.
The table below shows net cash provided by operating activities and capital expenditures for the following periods:
in millions
Net cash provided by operating activities
Less:
Expenditures for property and equipment
Additions to capitalized software
Free cash flow
TERADATA 2019
8
MANAGEMENT’S DISCUSSION AND ANALYSIS
2019
$148
(54)
(5)
$ 89
2018
$ 364
(153)
(7)
$ 204
Financing activities and certain other investing activities are not included in our calculation of free cash flow.
There were no other investing activities in 2019 and $3 million in other investing activities in 2018 for a release of
hold-back amounts from a prior year acquisition.
Teradata’s financing activities for the years ended December 31, 2019 primarily consisted of cash outflows of
$300 million for share repurchases, repayment of existing term loan of $19 million, $33 million of payments on
finance leases, partially offset by $44 million net inflows from other financing activities.
Teradata’s financing activities for the years ended December 31, 2018 primarily consisted of cash outflows
of $300 million for share repurchases, repayments of credit facility borrowings of $240 million, repayment of
existing term loan of $40 million, $5 million of payments on finance leases, partially offset by $31 million net
inflows from other financing activities.
The Company purchased 8.5 million shares of its common stock at an average price per share of $35.38 in 2019
and 7.9 million shares of its common stock at an average price per share of $37.89 in 2018.
Share repurchases were made under two share repurchase programs initially authorized by our Board of
Directors in 2008. The first of these programs (the “dilution offset program”) authorizes the Company to
repurchase Teradata common stock to the extent of cash received from the exercise of stock options and the
Teradata Employee Stock Purchase Plan (“ESPP”) to offset dilution from shares issued pursuant to these
plans. As of December 31, 2019, under the Company’s second share repurchase program (the “general share
repurchase program”), the Company had approximately $503 million of authorization remaining to repurchase
outstanding shares of Teradata common stock. Share repurchases made by the Company are reported on a
trade date basis.
Proceeds from the ESPP and the exercise of stock options, net of tax paid for shares withheld upon equity award
settlement, were $44 million in 2019 and $33 million in 2018. These proceeds are included in other financing
activities, net in the Consolidated Statements of Cash Flows.
Our total cash and cash equivalents held outside the United States in various foreign subsidiaries was $344 million
as of December 31, 2019 and $364 million as of December 31, 2018. The remaining balance held in the United
States was $150 million as of December 31, 2019 and $351 million as of December 31, 2018. Prior to the
enactment of the 2017 Tax Act, the Company either reinvested or intended to reinvest its earnings outside of the
United States. As a result of the 2017 Tax Act, the Company has changed its indefinite reinvestment assertion
related to foreign earnings that have been taxed in the United States and now considers a majority of these
earnings no longer indefinitely reinvested. Effective January 1, 2018, the United States moved to a territorial
system of international taxation, and as such will generally not subject future foreign earnings to United States
taxation upon repatriation in future years.
Management believes current cash, cash generated from operations and the $400 million available under the
Credit Facility will be sufficient to satisfy future working capital, research and development activities, capital
expenditures, pension contributions, and other financing requirements for at least the next twelve months. The
Company principally holds its cash and cash equivalents in bank deposits and highly-rated money market funds.
The Company’s ability to generate positive cash flows from operations is dependent on general economic
conditions, competitive pressures, and other business and risk factors described elsewhere in this Annual Report.
If the Company is unable to generate sufficient cash flows from operations, or otherwise to comply with the
terms of the credit facility and term loan agreement, the Company may be required to seek additional financing
alternatives.
Long-term Debt. In June 2018, Teradata replaced its former five-year, $400 million revolving credit facility with
a new $400 million revolving credit facility (the “Credit Facility”). The Credit Facility ends in June 2023 at which
point any remaining outstanding borrowings would be due for repayment unless extended by agreement of the
parties for up to two additional one-year periods. In addition, under the terms of the Credit Facility, Teradata from
time to time and subject to certain conditions may increase the lending commitments under the Credit Facility in
an aggregate principal amount up to an additional $200 million, to the extent that existing or new lenders agree
to provide such additional commitments. The outstanding principal amount of the Credit Facility bears interest at
a floating rate based upon, at Teradata’s option, a negotiated base rate or a Eurodollar rate plus, in each case,
MANAGEMENT’S DISCUSSION AND ANALYSIS
9
TERADATA 2019
a margin based on Teradata’s leverage ratio. In the near term, Teradata would anticipate choosing a floating
rate based on London Interbank Offered Rate (“LIBOR”). The Credit Facility is unsecured but is guaranteed
by certain of Teradata’s material domestic subsidiaries and contains certain representations and warranties,
conditions, affirmative, negative and financial covenants, and events of default customary for such facilities. As
of December 31, 2019, the Company had no borrowings outstanding under the Credit Facility, with $400 million in
borrowing capacity available under the Credit Facility. Unamortized deferred costs on the original credit facility
and new lender fees of approximately $1 million were being amortized over the five-year term of the credit facility.
The Company was in compliance with all covenants under the Credit Facility as of December 31, 2019.
Also, in June 2018, Teradata closed on a new senior unsecured $500 million five-year term loan, the proceeds of
which plus additional cash-on-hand were used to pay off the remaining $525 million of principal on its previous
term loan. The term loan is payable in quarterly installments, which commenced on June 30, 2019 with 1.25%
of the initial principal amount due on each of the first eight payment dates; 2.50% of the initial principal amount
due on each of the next four payment dates; 5.0% of the initial principal amount due on each of the next three
payment dates; and all remaining principal due in June 2023. The outstanding principal amount of the term
loan bears interest at a floating rate based upon a negotiated base rate or a Eurodollar rate plus, in each
case, a margin based on the leverage ratio of the Company. As of December 31, 2019, the term loan principal
outstanding was $482 million. Unamortized deferred issuance costs of approximately $2 million are being
amortized over the five-year term of the loan. The Company was in compliance with all covenants under the term
loan as of December 31, 2019.
In addition, in June 2018, Teradata executed a five-year interest rate swap with a $500 million initial notional
amount in order to hedge the floating interest rate on the above-described term loan. The notional amount of the
hedge will step-down according to the amortization schedule of the term loan. The notional amount of the hedge
was $482 million as of December 31, 2019. As a result of the swap, Teradata’s fixed rate on the term loan equals
2.86% plus the applicable leverage-based margin as defined in the Term Loan agreement. As of December 31,
2019, the all-in fixed rate was 4.36%.
Leases. In the normal course of business, the Company enters into operating and finance leases that impact,
or could impact, our liquidity. Leases are described in detail in Note 13 of Notes to Consolidated Financial
Statements. See Contractual and Other Commercial Commitments below for minimum lease obligations as of
December 31, 2019.
Contractual and Other Commercial Commitments. In the normal course of business, we enter into various
contractual obligations that impact, or could impact, our liquidity. The following table and discussion outline our
material obligations at December 31, 2019, with projected cash payments in the periods shown:
in millions
Principal payments on long-term debt
Interest payments on long-term debt
Principal payments on finance leases
Interest payments on finance leases
Operating lease obligations
Transition tax
Purchase obligations
Total debt, lease and purchase obligations
Total
Amounts
$482
47
130
7
65
92
159
$982
2020
2021-2022
2023-2024
2025 and
Thereafter
$ 25
15
55
5
24
-
43
$167
$ 132
27
75
2
28
19
85
$368
$325
5
-
-
11
43
31
$415
$ -
-
-
-
2
30
-
$32
Our principal payments on long-term debt represent the expected cash payments on our $482 million term
loan balance and do not include any fair value adjustments or discounts and premiums. Our interest payments
on long-term debt represent the estimated cash interest payments based on the prevailing interest rate as of
December 31, 2019. Our principal payments on finance leases represent the expected cash payment on our
finance leases obligation, which was $130 million as of December 31, 2019. Our interest payments on finance
leases represent the estimated cash interest payments based on the interest rates per finance lease agreements
as of December 31, 2019. Our operating lease obligations in the above table includes Company facilities in
various domestic and international locations as well as automobile leases in certain countries. Transition tax is
the remaining payable balance as of December 31, 2019 of the one-time tax on accumulated foreign earnings
TERADATA 2019
10
MANAGEMENT’S DISCUSSION AND ANALYSIS
resulting from the Tax Act. The payments associated with this deemed repatriation will be paid over seven years
ending in 2025. Purchase obligations are committed purchase orders and other contractual commitments for
goods and services and include non-cancelable contractual payments for fixed or minimum amounts to be
purchased in relation to service agreements with various vendors for ongoing telecommunications, information
technology, hosting and other services.
Additionally, the Company had $37 million in total uncertain tax positions recorded on its balance sheet as of
December 31, 2019, of which $19 million is recorded in non-current liabilities and $18 million is reflected as an
offset to deferred tax assets related to certain tax attribute carryforwards. These items are not included in the
table of obligations shown above. The settlement period for the non-current income tax liabilities cannot be
reasonably estimated as the timing and the amount of the payments, if any, will depend on possible future tax
examinations with the various tax authorities. However, it is not expected that any payments will be due within the
next 12 months.
We also have product warranties and guarantees to third parties, as well as postemployment and international
pension obligations that may affect future cash flow. These items are not included in the table of obligations
shown above. The Company is also potentially subject to concentration of supplier risk. Our hardware
components are assembled exclusively by Flex Ltd. (“Flex”). Flex procures a wide variety of components used
in the manufacturing process on our behalf. Although many of these components are available from multiple
sources, Teradata utilizes preferred supplier relationships to better ensure more consistent quality, cost, and
delivery. Typically, these preferred suppliers maintain alternative processes and/or facilities to ensure continuity
of supply. Given the Company’s strategy to outsource its manufacturing activities to Flex and to source certain
components from single suppliers, a disruption in production at Flex or at a supplier could impact the timing of
customer shipments and/or Teradata’s operating results. In addition, a significant change in the forecasts to
any of these preferred suppliers could result in purchase obligations or components that may be in excess of
demand. Product warranties and third-party guarantees are described in detail in “Note 10—Commitments and
Contingencies” in the Notes to Consolidated Financial Statements. Postemployment and pension obligations are
described in detail in “Note 8—Employee Benefit Plans” in the Notes to Consolidated Financial Statements.
Off-Balance Sheet Arrangements. We do not participate in transactions that generate relationships with
unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or
special purpose entities, which would have been established for the purpose of facilitating off-balance sheet
arrangements or for other contractually narrow or limited purposes.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
Our financial statements are prepared in accordance with GAAP. In connection with the preparation of these
financial statements, we are required to make assumptions, estimates and judgments that affect the reported
amounts of assets, liabilities, revenues, expenses and the related disclosure of contingent liabilities. These
assumptions, estimates and judgments are based on historical experience and assumptions that are believed
to be reasonable at the time. However, because future events and their effects cannot be determined with
certainty, the determination of estimates requires the exercise of judgment. Our critical accounting policies are
those that require assumptions to be made about matters that are highly uncertain. Different estimates could
have a material impact on our financial results. Judgments and uncertainties affecting the application of these
policies and estimates may result in materially different amounts being reported under different conditions or
circumstances. Our management periodically reviews these estimates and assumptions to ensure that our
financial statements are presented fairly and are materially correct.
In many cases, the accounting treatment of a particular transaction is specifically dictated by GAAP and does
not require significant management judgment in its application. There are also areas in which management’s
judgment in selecting among available alternatives would not produce a materially different result. The significant
accounting policies and estimates that we believe are the most critical to aid in fully understanding and evaluating
our reported financial results are discussed in the paragraphs below. Teradata’s senior management has
reviewed these critical accounting policies and related disclosures with the Audit Committee of Teradata’s Board
of Directors. For additional information regarding our accounting policies and other disclosures required by GAAP,
see “Note 1—Description of Business, Basis of Presentation and Significant Accounting Policies” in the Notes to
Consolidated Financial Statements.
MANAGEMENT’S DISCUSSION AND ANALYSIS
11
TERADATA 2019
Revenue Recognition
On January 1, 2018, we adopted ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”).
This standard replaced existing revenue recognition rules with a comprehensive revenue measurement and
recognition standard and expanded disclosure requirements. Refer to Notes 1 and 3, of our audited consolidated
financial statements included elsewhere in this Annual Report on Form 10-K for discussion of our revenue
recognition policies.
Revenue recognition for complex contractual arrangements requires judgment, including a review of specific
contracts, past experience, creditworthiness of customers, international laws and other factors. Specifically,
complex arrangements with nonstandard terms and conditions may require significant contract interpretation to
determine the appropriate accounting. We must also apply judgment in determining all performance obligations
in the contract and in determining the standalone selling price of each performance obligation, considering
the price charged for each product when sold on a standalone basis and applicable renewal rates for services
and subscriptions. Changes in judgments about these factors could impact the timing and amount of revenue
recognized between periods.
The Company reviews the standalone selling price on a periodic basis and updates it, when appropriate, to
ensure that the practices employed reflect the Company’s recent pricing experience. The Company maintains
internal controls over the establishment and updates of these estimates, which includes review and approval by
the Company’s management. For the year ended December 31, 2019 there was no material impact to revenue
resulting from changes in the standalone selling price, nor does the Company expect a material impact from such
changes in the near term.
Income Taxes
In accounting for income taxes, we recognize deferred tax assets and liabilities based on the differences between
the financial statement carrying amounts and the tax basis of assets and liabilities. The deferred tax assets and
liabilities are determined based on the enacted tax rates expected to apply in the periods in which the deferred
tax assets or liabilities are expected to be settled or realized. The Company made an accounting policy election in
2018 related to the Tax Act to provide for the tax expense related to GILTI in the year the tax is incurred.
Prior to the enactment of the Tax Act in December 2017, the Company had not provided for taxes on the
undistributed earnings of its foreign subsidiaries as the Company either reinvested or intended to reinvest
those earnings outside of the United States. Because of the Tax Act, the Company has changed its indefinite
reinvestment assertion related to foreign earnings that have been taxed in the United States and now considers
a majority of these earnings no longer indefinitely reinvested. The Company has recorded $1 million of deferred
foreign and state tax expense with respect to certain earnings that are not considered permanently reinvested.
Deferred taxes have not been provided on earnings considered indefinitely reinvested.
We account for uncertainty in income taxes by prescribing thresholds and attributes for the financial statement
recognition and measurement of a tax position taken or expected to be taken in a tax return. We may recognize
the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained
on examination by the taxing authorities, based on the technical merits of the position. We record any interest and/
or penalties related to uncertain tax positions in the income tax expense line on our Consolidated Statements of
Income. As of December 31, 2019, the Company has a total of $37 million of unrecognized tax benefits, of which
$19 million is included in the other liabilities section of the Company’s consolidated balance sheet as a non-current
liability. The remaining balance of $18 million of uncertain tax positions relates to certain tax attributes generated
by the Company which are netted against the underlying deferred tax assets recorded on the balance sheet.
We regularly review our deferred tax assets for recoverability and establish a valuation allowance if it is more
likely than not that some portion or all of a deferred tax asset will not be realized. We have recorded $45 million
in 2019 and $39 million in 2018 for valuation allowances, a majority of which offset our California R&D tax
credit carryforward, as the Company expects to continue to generate excess California R&D tax credits into the
foreseeable future.
TERADATA 2019
12
MANAGEMENT’S DISCUSSION AND ANALYSIS
Stock-based Compensation
We measure compensation cost for stock awards at fair value and recognize compensation expense over the
service period. We utilize pricing models, including the Black-Scholes option pricing model and Monte Carlo
simulation model, to estimate the fair value of stock-based compensation at the date of grant. These valuation
models require the input of subjective assumptions, including expected volatility and expected term. In addition,
we issue performance-based awards that vest only if specific performance conditions are satisfied. The
number of shares that will be earned can vary based on actual performance. No shares will vest if the threshold
objectives are not met. In the event the objectives are exceeded, additional shares will vest up to a maximum
payout. The cost of these awards is expensed over the performance period based upon management’s estimate
and analysis of the probability of meeting the performance criteria. Because the actual number of shares to
be awarded is not known until the end of the performance period, the actual compensation expense related to
these awards could differ from our current expectations. Since the adoption of the FASB Accounting Standards
Update - Improvements to Employee Share-Based Payment Accounting, effective January 1, 2016, we account
for forfeitures as they occur instead of estimating forfeitures at the time of grant and revising those estimates in
subsequent periods if actual forfeitures differ from our estimates.
Goodwill and Acquired Intangible Assets
The Company reviews goodwill for impairment annually and whenever events or changes in circumstances
indicate the carrying value of goodwill may not be recoverable. For 2019, the Company performed a quantitative
impairment test. In this test, the Company compares the fair value of each reporting unit to its carrying value.
The Company typically determines the fair value of its reporting units using a weighting of fair values derived
from the income and market approaches. Under the income approach, the Company calculates the fair value
of a reporting unit based on the present value of estimated future cash flows. The market approach estimates
fair value based on market multiples of revenue and earnings derived from comparable companies with similar
operating and investment characteristics as the reporting unit. If the fair value of the reporting unit exceeds the
carrying value of the net assets assigned to that unit, goodwill is not impaired. If the carrying value of the net
assets assigned to the reporting unit exceeds the fair value of the reporting unit, then the company records
an impairment loss equal to the difference. In the fourth quarter of 2019, the Company performed its annual
impairment test of goodwill and determined that no impairment to the carrying value of goodwill was necessary.
Determining the fair value of goodwill and acquired intangibles is judgmental in nature and involves the use of
significant estimates and assumptions. These estimates and assumptions include revenue growth rates and
operating margins used to calculate projected future cash flows, discount rates and future economic and market
conditions. The company’s estimates are based upon assumptions believed to be reasonable, but which are
inherently uncertain and unpredictable. These valuations require the use of management’s assumptions, which
may not reflect unanticipated events and circumstances that may occur.
Leases
On January 1, 2019, the Company adopted ASU No. 2016-02, “Leases (Topic 842)”, which requires leases
with durations greater than twelve months to be recognized on the balance sheet. We determine if a contract
contains a lease at inception. Our material operating leases consist of automobiles in certain countries and real
estate, including office, storage and parking space. Our operating leases generally have remaining terms of
2-10 years. Our finance leases primarily consist of equipment financed for the purpose of delivering services to
our customers and generally have terms of 3 years.
Operating lease assets and liabilities are recognized at the lease commencement date. Operating lease
liabilities represent the present value of lease payments not yet paid. Operating lease assets represent our
right to use an underlying asset and are based upon the operating lease liabilities adjusted for prepayments
or accrued lease payments, initial direct costs, lease incentives, and impairment of operating lease assets. To
determine the present value of lease payments not yet paid, when available, the we use the rate implicit in the
lease. However, real estate leases do not typically provide a readily determinable implicit rate. Therefore, we
estimate the incremental borrowing rate to discount the lease payments based on information available at lease
commencement. The incremental borrowing rate used in the calculation of the lease liability is based on the
secured rate associated with financed lease obligations for each location of leased property. Many of our leases
MANAGEMENT’S DISCUSSION AND ANALYSIS
13
TERADATA 2019
include variable rental escalation clauses which are recognized when incurred. Some of our leases also include
renewal options and/or termination options that are factored into the determination of lease payments and lease
terms when it is reasonably certain that the Company will exercise these options. Lease agreements do not
contain any material residual value guarantees or material restrictive covenants. Leases with an initial term of
12 months or less are not recorded on the balance sheet. Changes in judgments and estimates, such as the
likelihood of renewal options, impairments, or the incremental borrowing rate could impact the amounts of assets
or liabilities recorded or could impact the amount of cost or expense recognized between periods.
Pension and Postemployment Benefits
We measure pension and postemployment benefit costs and credits using actuarial valuations. Actuarial
assumptions attempt to anticipate future events and are used in calculating the expense and liability relating to
these plans. These factors include assumptions we make about interest rates, expected investment return on plan
assets, total and involuntary turnover rates, and rates of future compensation increases. In addition, our actuarial
consultants also use subjective factors such as withdrawal rates and mortality rates to develop our valuations. We
review and update these assumptions on an annual basis at the beginning of each fiscal year. We are required
to consider current market conditions, including changes in interest rates, in making these assumptions. The
actuarial assumptions that we use may differ materially from actual results due to changing market and economic
conditions, higher or lower withdrawal rates, or longer or shorter life spans of participants. These differences may
result in a significant impact to the measurement of our pension and postemployment benefit obligations and to
the amount of pension and postemployment benefits expense we have recorded or may record. For example,
as of December 31, 2019, a one-half percent increase/decrease in the discount rate would change the projected
benefit obligation of our pension plans by approximately $12 million, and a one-half percent increase/decrease
in our involuntary turnover assumption would change our postemployment benefit obligation by approximately
$10 million.
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
A discussion of recently issued accounting pronouncements is described in “Note 1—Description of Business,
Basis of Presentation and Significant Accounting Policies” in the Notes to Consolidated Financial Statements
elsewhere in this Annual Report, and we incorporate such discussion by reference.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company employs a foreign currency hedging strategy to limit potential losses in earnings or cash flows
from adverse foreign currency exchange rate movements. Foreign currency exposures arise from transactions
denominated in a currency other than the Company’s functional currency and from foreign denominated revenue
and profit translated into U.S. dollars. The primary currencies to which the Company is exposed include the
euro, the British pound, the Japanese yen, the Australian dollar, the Canadian dollar and other Asian and South
American currencies. Exposures are hedged with foreign currency forward contracts with maturity dates of
twelve months or less. The potential loss in fair value at December 31, 2019, for such contracts resulting from a
hypothetical 10% adverse change in all foreign currency exchange rates is approximately $4 million. This loss
would be mitigated by corresponding gains on the underlying exposures.
In June 2018, Teradata executed a five-year interest rate swap with a $500 million initial notional amount to hedge
the floating interest rate of its Term Loan, as more fully described in “Note 12 - Debt” in the Notes to Consolidated
Financial Statements elsewhere in this Annual Report. The Company uses interest rate swaps to manage interest
rate risks on future interest payments caused by interest rate changes on its variable rate term loan facility. The
notional amount of the hedge will step-down according to the amortization schedule of the term loan. The fair
value of these contracts and swaps are measured at the end of each reporting period using observable inputs
other than quoted prices, specifically market spot and forward exchange rates. The fair value of interest rate swaps
recorded in other liabilities at December 31, 2019 was $19 million. A hypothetical 50 basis point increase/decrease
in interest rates would result in an increase/decrease to the fair value of the hedge of approximately $7 million.
For additional information regarding the Company’s foreign currency hedging strategy and interest rate swaps,
see “Note 9 - Derivative Instruments and Hedging Activities” in the Notes to Consolidated Financial Statements
elsewhere in this Annual Report.
TERADATA 2019
14
MANAGEMENT’S DISCUSSION AND ANALYSIS
REPORTS OF MANAGEMENT
MANAGEMENT’S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
Our management is responsible for establishing and maintaining adequate internal control over financial reporting
as such term is defined in Rule 13a-15(f) under the Exchange Act. Teradata’s internal control over financial
reporting is designed 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. A company’s internal control over financial reporting includes those policies and procedures that
(i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions
and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded
as necessary to permit preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the Company are being made only in accordance with
authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding
prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could
have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect
misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the degree or compliance with the
policies or procedures may deteriorate.
Management assessed the effectiveness of Teradata’s internal control over financial reporting as of the end
of the period covered by this report. In making this assessment, management used the criteria set forth by the
Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in Internal Control – Integrated
Framework (2013). Based on our assessment and those criteria, management concluded that Teradata’s internal
control over financial reporting was effective as of December 31, 2019.
Teradata’s independent registered public accounting firm has issued their report on the effectiveness of
Teradata’s internal control over financial reporting as of December 31, 2019, which appears in this Annual Report.
Vic Lund
Interim, President and Chief Executive Officer
Mark A. Culhane
Chief Financial Officer
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
TO THE BOARD OF DIRECTORS AND STOCKHOLDERS OF TERADATA CORPORATION
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheets of Teradata Corporation and its subsidiaries
(the “Company”) as of December 31, 2019 and 2018, and the related consolidated statements of (loss) income, of
comprehensive (loss) income, of changes in stockholders’ equity, and of cash flows for each of the three years in
the period ended December 31, 2019, including the related notes and schedule of valuation and qualifying accounts
for each of the three years in the period ended December 31, 2019 listed in the index appearing under Item 15(a)
(2) (collectively referred to as the “consolidated financial statements”). We also have audited the Company’s internal
control over financial reporting as of December 31, 2019, based on criteria established in Internal Control - Integrated
Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects,
the financial position of the Company as of December 31, 2019 and 2018, and the results of its operations and
its cash flows for each of the three years in the period ended December 31, 2019 in conformity with accounting
principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in
all material respects, effective internal control over financial reporting as of December 31, 2019, based on criteria
established in Internal Control - Integrated Framework (2013) issued by the COSO.
REPORTS OF MANAGEMENT
15
TERADATA 2019
Changes in Accounting Principles
As discussed in Note 1 to the consolidated financial statements, the Company changed the manner in which it
accounts for leases in 2019 and the manner in which it accounts for revenues from contracts with customers
in 2018.
Basis for Opinions
The Company’s management is responsible for these consolidated financial statements, for maintaining
effective internal control over financial reporting, and for its assessment of the effectiveness of internal control
over financial reporting, included in Management’s Annual Report on Internal Control Over Financial Reporting
appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial
statements and on the Company’s internal control over financial reporting based on our audits. We are a public
accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and
are required to be independent with respect to the Company in accordance with the U.S. federal securities laws
and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan
and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are
free of material misstatement, whether due to error or fraud, and whether effective internal control over financial
reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of
material misstatement of the consolidated financial statements, whether due to error or fraud, and performing
procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding
the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the
accounting principles used and significant estimates made by management, as well as evaluating the overall
presentation of the consolidated financial statements. Our audit of internal control over financial reporting
included obtaining an understanding of internal control over financial reporting, assessing the risk that a material
weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on
the assessed risk. Our audits also included performing such other procedures as we considered necessary in the
circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed 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. A company’s internal control over financial reporting
includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable
detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide
reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements
in accordance with generally accepted accounting principles, and that receipts and expenditures of the company
are being made only in accordance with authorizations of management and directors of the company; and
(iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or
disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect
misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.
Critical Audit Matters
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated
financial statements that was communicated or required to be communicated to the audit committee and that
(i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved
our especially challenging, subjective, or complex judgments. The communication of critical audit matters does
not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by
communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the
accounts or disclosures to which it relates.
TERADATA 2019
16
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Revenue Recognition - evaluation of nonstandard terms and conditions with customers
As described in Notes 1 and 3 to the consolidated financial statements, the Company has $1,899 million of
total revenue for the year ended December 31, 2019, of which a significant portion is generated from revenue
with contracts which contain multiple performance obligations. When the Company enters into contracts with
multiple performance obligations, management allocates the contract’s transaction price to each performance
obligation using the relative standalone selling price of each distinct good or service in the contract. As disclosed
by management, revenue recognition for complex contractual arrangements requires judgment, including a
review of specific contracts and other factors. Specifically, complex arrangements with nonstandard terms and
conditions may require significant contract interpretation to determine the appropriate accounting, including the
determination whether promised goods or services are capable of being distinct and distinct within the context
of the contract. If these criteria are not met, the promised goods or services are combined with other goods or
services and accounted for as a combined performance obligation.
The principal considerations for our determination that performing procedures relating to revenue recognition,
specifically related to the evaluation of nonstandard terms and conditions with customers, is a critical audit matter
are there was significant judgment by management in evaluating the nonstandard terms and conditions with
customers that impact revenue recognition and determining the appropriate revenue recognition. This in turn
led to significant auditor judgment and effort in performing procedures to evaluate the nonstandard terms and
conditions and the impact on revenue recognition.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming
our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness
of controls relating to the revenue recognition process, including controls over the evaluation of nonstandard
terms and conditions with customers that impact revenue recognition. These procedures also included, among
others, evaluating and testing management’s process for determining whether the criteria for revenue recognition
have been met based on the specific terms and performance under the arrangement. We examined revenue
arrangements on a test basis, which included evaluating nonstandard terms and conditions with customers that
impact revenue recognition.
/s/ PricewaterhouseCoopers LLP
Atlanta, GA
February 28, 2020
We have served as the Company’s auditor since 2007.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
17
TERADATA 2019
2019
2018
2017
CONSOLIDATED STATEMENTS OF (LOSS) INCOME
For the Years Ended December 31
in millions, except per share amounts
Revenue
Recurring
Perpetual software licenses and hardware
Consulting services
Total revenue
Cost of revenue
Recurring
Perpetual software license and hardware
Consulting services
Total cost of revenue
Gross profit
Operating expenses
Selling, general and administrative expenses
Research and development expenses
Total operating expenses
Income from operations
Other expense, net
Interest expense
Interest income
Other expense
Total other expense, net
(Loss) income before income taxes
Income tax expense (benefit)
Net (loss) income
$ 1,362
106
431
1,899
442
84
418
944
955
618
327
945
10
(26)
12
(9)
(23)
(13)
7
(20)
$
$1,254
340
570
2,164
374
222
542
1,138
1,026
666
317
983
43
(22)
14
(8)
(16)
27
(3)
30
$
Net (loss) income per weighted average common share
Basic
Diluted
Weighted average common shares outstanding
Basic
Diluted
$ (0.18)
$ (0.18)
114.2
114.2
$ 0.25
$ 0.25
119.2
121.2
The accompanying notes are an integral part of the consolidated financial statements.
TERADATA 2019
18
CONSOLIDATED STATEMENTS OF (LOSS) INCOME
$1,145
429
582
2,156
304
259
569
1,132
1,024
651
305
956
68
(15)
11
(6)
(10)
58
125
$ (67)
$(0.53)
$(0.53)
125.8
125.8
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME
For the Years Ended December 31
in millions
Net (loss) income
Other comprehensive (loss) income:
Foreign currency translation adjustments
Derivatives:
Unrealized loss on derivatives, before tax
Unrealized loss on derivatives, tax portion
Unrealized loss on derivatives, net of tax
Defined benefit plans:
Reclassification of loss to net (loss) income
Defined benefit plan adjustment, before tax
Defined benefit plan adjustment, tax portion
Defined benefit plan adjustment, net of tax
Other comprehensive (loss) income
Comprehensive (loss) income
2019
$(20)
(10)
(12)
3
(9)
6
(37)
10
(21)
(40)
2018
$ 30
(13)
(7)
1
(6)
5
(14)
1
(8)
(27)
2017
$(67)
16
-
-
-
4
(6)
1
(1)
15
$(60)
$ 3
$(52)
The accompanying notes are an integral part of the consolidated financial statements.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME
19
TERADATA 2019
CONSOLIDATED BALANCE SHEETS
At December 31
in millions, except per share amounts
Assets
Current assets
Cash and cash equivalents
Accounts receivable, net
Inventories
Other current assets
Total current assets
Property and equipment, net
Capitalized software, net
Right of use assets - operating lease, net
Goodwill
Capitalized contract costs
Deferred income taxes
Other assets
Total assets
Liabilities and stockholders’ equity
Current liabilities
Current portion of long-term debt
Current portion of finance lease liability
Current portion of operating lease liability
Accounts payable
Payroll and benefits liabilities
Deferred revenue
Other current liabilities
Total current liabilities
Long-term debt
Finance lease liability
Operating lease liability
Pension and other postemployment plan liabilities
Long-term deferred revenue
Deferred tax liabilities
Other liabilities
Total liabilities
Commitments and contingencies (Note 10)
Stockholders’ equity
Preferred stock: par value $0.01 per share, 100.0 shares authorized, no shares
issued and outstanding at December 31, 2019 and 2018, respectively
Common stock: par value $0.01 per share, 500.0 shares authorized, 110.9 and
116.8 shares issued and outstanding at December 31, 2019 and 2018, respectively
Paid-in capital
Accumulated deficit
Accumulated other comprehensive loss
Total stockholders’ equity
Total liabilities and stockholders’ equity
The accompanying notes are an integral part of the consolidated financial statements.
TERADATA 2019
20
CONSOLIDATED BALANCE SHEETS
2019
2018
$ 494
398
31
91
1,014
350
36
51
396
91
87
32
$ 2,057
$
25
55
20
66
157
472
91
886
454
75
38
137
61
6
138
1,795
-
1
1,545
(1,143)
(141)
262
$ 715
588
28
97
1,428
295
72
-
395
54
67
49
$2,360
$
19
17
-
141
224
490
118
1,009
478
30
-
113
105
3
127
1,865
-
1
1,418
(823)
(101)
495
$ 2,057
$2,360
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Years Ended December 31
in millions
Operating activities
Net (loss) income
Adjustments to reconcile net (loss) income to net cash provided by
operating activities:
Depreciation and amortization
Stock-based compensation expense
Deferred income taxes
Changes in assets and liabilities, net of acquisitions:
Receivables
Inventories
Account payables and accrued expenses
Deferred revenue
Other assets and liabilities
Net cash provided by operating activities
Investing activities
Expenditures for property and equipment
Additions to capitalized software
Business acquisitions and other investing activities, net
Net cash used in investing activities
Financing activities
Repayments of long-term borrowings
Proceeds from credit facility borrowings
Repayments of credit-facility borrowings
Repurchases of common stock
Payments of finance leases
Other financing activities, net
Net cash used in financing activities
Effect of exchange rate changes on cash and cash equivalents
(Decrease) increase in cash, cash equivalents and restricted cash
Cash, cash equivalents and restricted cash at beginning of year
2019
2018
2017
$ (20)
$
30
$ (67)
150
83
(3)
190
(3)
(153)
(62)
(34)
148
(54)
(5)
-
(59)
(19)
-
-
(300)
(33)
44
(308)
(1)
(220)
716
130
65
(18)
(34)
2
108
115
(34)
364
(153)
(7)
(3)
(163)
(40)
-
(240)
(300)
(5)
31
(554)
(20)
(373)
1,089
138
68
(34)
(6)
3
12
115
95
324
(78)
(9)
(21)
(108)
(30)
420
(180)
(351)
-
32
(109)
8
115
974
Cash, cash equivalents and restricted cash at end of year
$ 496
$ 716
$1,089
Reconciliation of cash, cash equivalents and restricted cash to the
Consolidated Balance Sheets
Cash and cash equivalents
Restricted cash
Total cash, cash equivalents and restricted cash
Non-cash investing and financing activities:
Assets acquired by finance lease
Assets acquired by operating lease
Cash paid during the year for:
Income taxes
Interest
$ 494
2
$ 496
$ 115
$ 6
$ 33
$ 26
$ 715
1
$ 716
$
$
$
$
52
-
33
23
$1,089
-
$1,089
$
$
$
$
-
-
25
14
The accompanying notes are an integral part of the consolidated financial statements.
CONSOLIDATED STATEMENTS OF CASH FLOWS
21
TERADATA 2019
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
Common Stock
Shares Amount
Paid-in
Capital
Retained
Earnings
(Accumulated
Deficit)
Accumulated
Other
Comprehensive
(Loss) Income
131
$1
$1,220
$ (161)
(67)
$ (89 )
in millions
December 31, 2016
Net loss
Employee stock compensation,
employee stock purchase
programs and option
exercises, net of tax
Repurchases of common
stock, retired
Pension and postemployment
benefit plans, net of tax
Currency translation adjustment
December 31, 2017
Net income
Employee stock compensation,
employee stock purchase
programs and option
exercises, net of tax
Repurchases of common
stock, retired
Pension and postemployment
benefit plans, net of tax
Unrealized loss on derivatives,
net of tax
Adoption of Topic 606
(See Note 1)
Currency translation adjustment
December 31, 2018
Net loss
Employee stock compensation,
employee stock purchase
programs and option
exercises, net of tax
Repurchases of common
stock, retired
Pension and postemployment
benefit plans, net of tax
Unrealized loss on derivatives,
net of tax
Currency translation adjustment
2
(11)
100
122
$1
$1,320
(351)
$ (579)
30
2
(7)
98
(300)
117
$1
$1,418
26
$ (823)
(20)
2
(8)
127
(300)
December 31, 2019
111
$1
$1,545
$(1,143)
The accompanying notes are an integral part of the consolidated financial statements.
TERADATA 2019
22
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
Total
$ 971
(67)
100
(351)
(1)
16
$ 668
30
98
(300)
(8)
(6)
26
(13)
$ 495
(20)
127
(300)
(21)
(9)
(10)
$ 262
(1)
16
$ (74)
(8)
(6)
(13)
$(101)
(21)
(9)
(10)
$(141)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1: Description of Business, Basis of Presentation and Significant Accounting Policies
Description of the Business. Teradata Corporation (“we,” “us,” “Teradata,” or the “Company”) is a leading
hybrid cloud analytics software provider focused on helping customers leverage all of their data across an
enterprise to uncover real-time intelligence, at scale. We help customers integrate and simplify their analytics
ecosystem, access and manage data, and use analytics to extract answers and derive business value from
data. Our solutions are comprised of software, hardware, and related business consulting and support services
to deliver analytics across a company’s entire analytical ecosystem.
Basis of Presentation. The financial statements are presented on a consolidated basis and include the accounts
of the Company and its wholly-owned subsidiaries in accordance with accounting principles generally accepted in
the United States of America (“GAAP”).
Recurring revenue consists of our on-premises and off-premises subscriptions, which have varying term lengths
from one month to five years. Recurring revenue is intended to depict the revenue recognition model for these
subscription transactions. The recurrence of these revenue streams in future periods depends on several factors,
including contractual periods and customers’ renewal decisions. Perpetual software licenses and hardware
revenue consists of hardware, perpetual software licenses, and subscription/term licenses recognized upfront.
Consulting services revenue consists of consulting, implementation and installation services.
Certain prior period balances have been reclassified to conform to the current year presentation. Such
reclassifications did not affect total revenues, operating income or net income.
Use of Estimates. The preparation of financial statements in conformity with GAAP requires management
to make estimates and judgments that affect the reported amounts of assets and liabilities, the disclosure of
contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the
period reported. On an ongoing basis, management evaluates these estimates and judgments, including those
related to allowances for doubtful accounts, the valuation of inventory to net realizable value, impairments of
goodwill and other intangibles, stock-based compensation, leases, pension and other postemployment benefits,
and income taxes and any changes will be accounted for on a prospective basis. Actual results could differ from
those estimates.
Revenue Recognition. In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting
Standards Update No. 2014-09, Revenue from Contracts with Customers (“Topic 606”) that affects any entity
that either enters into contracts with customers to transfer goods or services or enters into contracts for the
transfer of nonfinancial assets unless those contracts are within the scope of other standards. Topic 606
supersedes the revenue recognition requirements of the prior revenue recognition guidance used prior to
January 1, 2018. The Company adopted Topic 606 as of January 1, 2018 using the modified retrospective
method for all contracts not completed as of the date of adoption. The reported results for 2019 and 2018 reflect
the application of Topic 606 while the reported results for 2017 were prepared under the guidance of Accounting
Standards Codification 605, Revenue Recognition, which is also referred to herein as the “previous guidance.”
As a result, 2017 has not been restated and continues to be reported under the previous guidance. The
cumulative effect of applying Topic 606 was recorded as an adjustment to accumulated deficit as of the adoption
date (January 1, 2018). The following adjustments were made to accounts on the consolidated balance sheets
as of January 1, 2018:
• The Company reduced current deferred revenue and accumulated deficit by $19 million for contracts that were
not complete as of the date of adoption and would have been recognized in a prior period under Topic 606.
The revenue adjustment primarily relates to term licenses that are recognized upfront under Topic 606 but
were recognized ratably under the previous guidance.
• Prior to the adoption of Topic 606, the Company expensed sales commissions on long-term contracts. Under
Topic 606, the Company capitalizes these incremental costs of obtaining customer contracts. The impact of
this change resulted in an increase of other assets and a reduction in accumulated deficit of $17 million on
January 1, 2018.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
23
TERADATA 2019
• The tax impact of these items was $10 million, which was recorded as a deferred tax liability, resulting in a net
$26 million reduction in accumulated deficit on January 1, 2018.
• In addition, the Company reclassified $20 million of contract assets from accounts receivable to other current
assets on January 1, 2018.
See Note 3 for the required disclosures related to this standard. See Note 4 for costs to obtain and fulfill a
customer contract.
Revenue Recognition under Topic 606
The Company adopted Topic 606 as of January 1, 2018 for all contracts not completed as of the date of
adoption. The core principle of Topic 606 is that an entity should recognize revenue to depict the transfer of
promised goods or services to customers in an amount that reflects the consideration to which the Company
expects to be entitled in exchange for those goods or services. To achieve that core principle, the Company
performs the following five steps:
1. identify the contract with a customer,
2. identify the performance obligations in the contract,
3. determine the transaction price,
4. allocate the transaction price to the performance obligations in the contract, and
5. recognize revenue when (or as) the Company satisfies a performance obligation.
The Company only applies the above five-step model to contracts when it is probable that the Company will
collect the consideration it is entitled to in exchange for goods or services it transfers to the customer. The
Company applies judgment in determining the customer’s ability and intention to pay, which is based on a variety
of factors including the customer’s historical payment experience, published credit, and financial information
pertaining to the customer.
Revenue is measured based on consideration specified in a contract with a customer, and excludes any sales,
value add, and other taxes the Company collects concurrent with revenue-producing activities. A performance
obligation is a promise in a contract to transfer a distinct good or service to the customer. The Company
recognizes revenue when it satisfies a performance obligation by transferring control over a good or service to
a customer. Estimates of variable consideration are included in revenue to the extent that it is probable that a
significant reversal of cumulative revenue will not occur once the uncertainty is resolved. The Company uses the
expected value method or the most likely amount method depending on the nature of the variable consideration.
Our estimates of variable consideration and determination of whether to include estimated amounts in the
transaction price are based largely on an assessment of our anticipated performance and all information
(historical, current and forecasted) that is reasonably available to us. If actual results in the future vary from
the Company’s estimates, the Company adjusts these estimates in the period such variances become known.
Typically, the amount of variable consideration is not material.
For contracts with multiple performance obligations, the Company allocates the contract’s transaction price to
each performance obligation using the relative standalone selling price of each distinct good or service in the
contract. The Company must apply judgment to determine whether promised goods or services are capable
of being distinct and distinct within the context of the contract. If these criteria are not met, the promised
goods or services are combined with other goods or services and accounted for as a combined performance
obligation. Revenue is then recognized either at a point in time or over time depending on our evaluation of
when the customer obtains control of the promised goods or services. This evaluation requires significant
judgment and the decision to combine a group of contracts or separate the combined or single contract into
multiple performance obligations could change the amount of revenue recorded in a given period. In addition,
the Company has developed assumptions that require judgment to determine the standalone selling price for
each performance obligation identified in the contract. The Company determines the standalone selling price
for a good or service by considering multiple factors including, geographies, market conditions, product life
cycles, competitive landscape, internal costs, gross margin objectives, purchase volumes and pricing practices.
TERADATA 2019
24
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The Company reviews the standalone selling price for each of its performance obligations on a periodic basis
and updates it, when appropriate, to ensure that the practices employed reflect the Company’s recent pricing
experience. The Company maintains internal controls over the establishment and updates of these estimates,
which includes review and approval by the Company’s management.
Teradata delivers its solutions primarily through direct sales channels, as well as through other independent
software vendors and distributors and value-added resellers. Standard payment terms may vary based on
the country in which the contract is executed, but are generally between 30 days and 90 days. The following
is a description of the principal activities and performance obligations from which the Company generates its
revenue:
• Subscriptions - The Company sells on and off-premises subscriptions to our customers through our
subscription licenses, cloud, service model, and hardware rental offerings. Teradata’s subscription licenses
include a right-to-use license and revenue is recognized upfront at a point in time unless the customer has
a contractual right to cancel, where revenue is recognized on a month-to-month basis and is included within
the recurring revenue caption. Subscription licenses recognized upfront are reported within the perpetual
software licenses and hardware caption. Cloud and service model arrangements include a right-to-access
software license on Teradata owned or third party owned hardware such as the public cloud. Revenue is
recognized ratably over the contract term and included within the recurring revenue caption. Service models
typically include a minimum fixed amount that is recognized ratably over the contract term and may include an
elastic amount for usage above the minimum, which is recognized monthly based on actual utilization. For our
hardware rental offering, the Company owns the hardware and may or may not provide managed services.
The revenue for these arrangements is generally recognized straight-line over the term of the contract and
is included within the recurring revenue caption. Hardware rentals are generally accounted for as operating
leases and considered outside the scope of Topic 606.
• Maintenance and software upgrade rights - Revenue for maintenance and unspecified software upgrade
rights on a when-and-if-available basis are recognized straight-line over the term of the contract.
• Perpetual software licenses and hardware - Revenue for software is generally recognized when the
customer has the ability to use and benefit from its right to use the license. Hardware is typically recognized
upon delivery once title and risk of loss have been transferred (when control has passed).
• Consulting services - The Company accounts for individual services as separate performance obligations if
a service is separately identifiable from other items in a combined arrangement and if a customer can benefit
from it on its own or with other resources that are readily available to the customer. Revenue for consulting,
implementation and installation services is recognized as services are provided by measuring progress toward
the complete satisfaction of the Company’s obligation. Progress for services that are contracted for at a
fixed price is generally measured based on hours incurred as a portion of total estimated hours. Progress for
services that are contracted for on a time and materials basis is generally based on hours expended. These
input methods (e.g. hours incurred or expended) of revenue recognition are considered a faithful depiction of
our efforts to satisfy services contracts and therefore reflect the transfer of services to a customer under such
contracts.
Significant Accounting Policies and Practical Expedients under Topic 606
The following are the Company’s significant accounting policies not already disclosed elsewhere and practical
expedients relating to revenue from contracts with customers:
• Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-
producing transaction, that are collected by the Company from a customer, are excluded from revenue.
• Shipping and handling costs associated with outbound freight after control over a product has transferred to a
customer are accounted for as fulfillment cost and are included in cost of revenues.
• The Company does not adjust for the effects of a significant financing component if the period between
performance and customer payment is one year or less.
• The Company expenses the costs to obtain a contract as incurred when the expected amortization period is
one year or less.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
25
TERADATA 2019
Revenue Recognition under Topic 605 (periods prior to January 1, 2018)
Teradata records revenue when it is realized, or realizable, and earned. Teradata considers these requirements
met when:
• Persuasive evidence of an arrangement exists
• The offerings or services have been delivered to the customer
• The sales price is fixed or determinable and free of contingencies or significant uncertainties
• Collectability is reasonably assured
Teradata reports revenue net of any taxes assessed by governmental authorities that are imposed on and
concurrent with specific revenue-producing transactions. The Company assesses whether fees are fixed or
determinable at the time of sale. Standard payment terms may vary based on the country in which the agreement
is executed, but are generally between 30 days and 90 days. Payments that are due within six months are
generally deemed to be fixed or determinable based on a successful collection history on such arrangements,
and thereby satisfy the required criteria for revenue recognition.
The Company’s deliverables often involve delivery or performance at different periods of time. The Company’s
deliverables include the following:
• Subscription license - revenue for these arrangements is typically recognized ratably over the contract term.
• Cloud and service model - revenue for these arrangements are recognized outside the software rules and
revenue is recognized ratably over the contract term.
• Rentals - revenue for these arrangements is generally recognized straight-line over the term of the contract
and are generally accounted for as operating leases.
• Perpetual software and hardware - revenue is generally recognized upon delivery once title and risk of loss
have been transferred.
• Unspecified software upgrades - revenue is recognized straight-line over the term of the arrangement.
• Maintenance support services - revenue is recognized on a straight-line basis over the term of the contract.
• Consulting, implementation and installation services - revenue is recognized as services are provided. In
certain instances, acceptance of the product or service is specified by the customer. In such cases, revenue
is deferred until the acceptance criteria have been met. Delivery and acceptance generally occur in the same
reporting period.
Shipping and Handling. Product shipping and handling are included in cost in the Consolidated Statements of
(Loss) Income.
Cash and Cash Equivalents. All short-term, highly-liquid investments having original maturities of three months
or less are considered to be cash equivalents.
Allowance for Doubtful Accounts. Teradata establishes provisions for doubtful accounts using both percentages
of accounts receivable balances to reflect historical average credit losses and specific provisions for known
issues.
Inventories. Inventories are stated at the lower of cost or market. Cost of service parts is determined using the
average cost method. Finished goods inventory is determined using actual cost.
Long-Lived Assets
Property and Equipment. Property and equipment, leasehold improvements and rental equipment are stated
at cost less accumulated depreciation. Depreciation is computed over the estimated useful lives of the related
assets primarily on a straight-line basis. Our estimate of depreciation expense incorporates management
assumptions regarding the useful economic lives and residual values of our assets. Equipment is depreciated
TERADATA 2019
26
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
over 3 to 5 years and buildings over 25 to 45 years. Leasehold improvements are depreciated over the life of the
lease or the asset, whichever is shorter. Total depreciation expense on the Company’s property and equipment
for December 31 was as follows:
in millions
Depreciation expense
2019
$104
2018
$67
2017
$55
Capitalized Software. Direct development costs associated with internal-use software are capitalized and
amortized over the estimated useful lives of the resulting software. The costs are capitalized when both the
preliminary project stage is completed, and it is probable that computer software being developed will be
completed and placed in service. Teradata typically amortizes capitalized internal-use software on a straight-line
basis over three years beginning when the asset is substantially ready for use.
Costs incurred for the development of analytic database software that will be sold, leased or otherwise marketed
are expensed as incurred based on the frequency and agile nature of development. The Company uses agile
development methodologies to help respond to new technologies and trends and rapidly changing customer
needs. Agile development methodologies are characterized by a more dynamic development process with more
frequent and iterative revisions to a product release features and functions as the software is being developed.
Due to the shorter development cycle and focus on rapid production associated with agile development, the
Company did not capitalize any amounts for external-use software development costs in 2019, 2018 and 2017
due to the relatively short duration between the completion of the working model and the point at which a product
is ready for general release. Prior capitalized costs will continue to be amortized under the greater of revenue-
based or straight-line method over the estimated useful life.
The following table identifies the activity relating to capitalized software for the following periods:
in millions
Beginning balance at January 1
Capitalized
Amortization
Internal-use Software
2018
$16
6
(7)
2017
$13
9
(6)
2019
$15
5
(7)
External-use Software
2018
$105
-
(48)
2017
$ 174
-
(69)
2019
$57
-
(34)
Ending balance at December 31
$13
$15
$16
$23
$ 57
$105
The aggregate amortization expense (actual and estimated) for internal-use and external-use software for the
following periods is:
in millions
Internal-use software amortization expense
External-use software amortization expense
Actual
2019
$ 7
$34
For the years ended (estimated)
2022
$6
$-
2023
$6
$ -
2021
$6
$ -
2024
$6
$ -
2020
$ 7
$23
Estimated expense, which is recorded to cost of sales for external use software, is based on capitalized software
at December 31, 2019 and does not include any new capitalization for future periods.
Valuation of Long-Lived Assets. Long-lived assets such as property and equipment, acquired intangible assets
and internal capitalized software are reviewed for impairment when events or changes in circumstances indicate
that the carrying amount of the assets may not be recoverable. An impairment is calculated based on the present
value of future cash flows and an impairment loss would be recognized when estimated future undiscounted cash
flows expected to result from the use of the asset and its eventual disposition are less than the carrying amount.
No impairment was recognized during 2019.
Goodwill. Goodwill represents the excess of the purchase price in a business combination over the fair value
of net tangible and intangible assets acquired. Goodwill amounts are not amortized, but rather are tested for
impairment annually or upon occurrence of an event or change in circumstances that would more likely than not
reduce the fair value of a reporting unit below its carrying amount. See Note 5 for additional information.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
27
TERADATA 2019
Warranty. Provisions for product warranties are recorded in the period in which the related revenue is recognized.
The Company accrues warranty reserves using percentages of revenue to reflect the Company’s historical
average warranty claims.
Research and Development Costs. Research and development costs are expensed as incurred. Research and
development costs primarily include labor-related costs, contractor fees, and overhead expenses directly related
to research and development support.
Leases. In February 2016, the FASB issued new guidance, which requires a lessee to account for leases as
finance or operating leases. Both types of leases will result in the lessee recognizing a right-of-use asset and
a corresponding lease liability on its balance sheet, with differing methodology for income statement and cash
flow recognition. For lessors, the standard modifies the classification criteria and the accounting for sales-type
and direct financing leases. Entities will classify leases to determine how to recognize lease-related revenue
and expense. The Company adopted the new standard as of January 1, 2019 using the modified retrospective
adoption approach utilizing the optional transition method with prior periods not recast and have elected certain
of the practical expedients allowed under the standard. The Consolidated Financial Statements for the year
ended December 31, 2019 are presented under the new standard, while comparative years presented are not
adjusted and continue to be reported in accordance with our historical accounting policy. See Note 13 for more
information.
Pension and Postemployment Benefits. The Company accounts for its pension benefit and its non-U.S.
postemployment benefit obligations using actuarial models. The measurement of plan obligations was made as
of December 31, 2019. Liabilities are computed using the projected unit credit method. The objective under this
method is to expense each participant’s benefits under the plan as they accrue, taking into consideration salary
increases and the plan’s benefit allocation formula. Thus, the total pension or postemployment benefit to which
each participant is expected to become entitled is broken down into units, each associated with a year of past or
future credited service.
The Company recognizes the funded status of its pension and non-U.S. postemployment plan obligations in
its consolidated balance sheet and records, in other comprehensive income, certain gains and losses that
arise during the period, but are deferred under pension and postemployment accounting rules. See Note 8 for
additional information.
Foreign Currency. Assets and liabilities of non-U.S. subsidiaries that operate in a local currency environment are
translated into U.S. dollars at period-end exchange rates. Income and expense accounts are translated at daily
exchange rates prevailing during the period. Adjustments arising from the translation are included in accumulated
other comprehensive income, a separate component of stockholders’ equity. Gains and losses resulting from
foreign currency transactions are included in determining net income.
Income Taxes. Income tax expense is provided based on income before income taxes in the various jurisdictions
in which the Company conducts its business. Deferred income taxes reflect the impact of temporary differences
between assets and liabilities recognized for financial reporting purposes and such amounts recognized for
tax purposes. These deferred taxes are determined based on the enacted tax rates expected to apply in the
periods in which the deferred assets or liabilities are expected to be settled or realized. The Company made an
accounting policy election in 2018 related to the Tax Act to provide for the tax expense related to global intangible
low-taxed income (“GILTI”) in the year the tax is incurred. Teradata recognizes tax benefits from uncertain tax
positions only if it is more likely than not the tax position will be sustained on examination by taxing authorities,
based on the technical merits of the position. The Company records valuation allowances related to its deferred
income tax assets when it is more likely than not that some portion or all the deferred income tax assets will not
be realized. See Note 6 for additional information.
Stock-based Compensation. Stock-based payments to employees, including grants of stock options, restricted
shares and restricted share units, are recognized in the financial statements based on their fair value. The fair
value of each stock option award on the grant date is estimated using the Black-Scholes option-pricing model
with the following assumptions: expected dividend yield, expected stock price volatility, weighted-average risk-free
interest rate and weighted average expected term of the options. The Company’s expected volatility assumption
used in the Black-Scholes option-pricing model is based on Teradata’s historical volatility. The expected term for
TERADATA 2019
28
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
options granted is based upon historical observation of actual time elapsed between date of grant and exercise
of options for all employees. The risk-free interest rate used in the Black-Scholes model is based on the implied
yield curve available on U.S. Treasury issues at the date of grant with a remaining term equal to the Company’s
expected term assumption. The Company has never declared or paid a cash dividend. See Note 7 for additional
information.
(Loss) Earnings Per Share. Basic (loss) earnings per share is calculated by dividing net (loss) income by the
weighted-average number of shares outstanding during the reported period. The calculation of diluted earnings
per share is similar to basic earnings per share, except that the weighted-average number of shares outstanding
includes the dilution from potential shares added from stock options, restricted share awards and other stock
awards. Refer to Note 7 for share information on the Company’s stock compensation plans.
The components of basic and diluted earnings (loss) per share for the years ended December 31 are as follows:
in millions, except earnings (loss) per share
Net (loss) income attributable to common stockholders
Weighted average outstanding shares of common stock
Dilutive effect of employee stock options, restricted shares
and other stock awards
Common stock and common stock equivalents
(Loss) earnings per share:
Basic
Diluted
2019
$ (20)
114.2
-
114.2
$ (0.18)
$ (0.18)
2018
$ 30
119.2
2.0
121.2
$ 0.25
$ 0.25
2017
$ (67)
125.8
-
125.8
$ (0.53)
$ (0.53)
For 2019 and 2017, due to the net loss attributable to Teradata common stockholders, potential common shares
that would cause dilution, such as employee stock options, restricted shares and other stock awards, have been
excluded from the diluted share count because their effect would have been anti-dilutive. For 2019 and 2017, the
fully diluted shares would have been 115.5 million in 2019 and 127.8 million in 2017.
Options to purchase 2.0 million shares in 2019, 2.6 million shares in 2018 and 2.7 million shares in 2017 of
common stock, were not included in the computation of diluted earnings per share because their exercise prices
were greater than the average market price of the common shares and, therefore, the effect would have been
anti-dilutive.
Recently Issued Accounting Pronouncements
Accounting for Income Taxes. In December 2019, the FASB issued new guidance to simplify the accounting
for income taxes. The new guidance changes various subtopics of accounting for income taxes including, but
not limited to, accounting for “hybrid” tax regimes, tax basis step-up in goodwill obtained in a transaction that is
not a business combination, intraperiod tax allocation exception to incremental approach, ownership changes in
investments, interim-period accounting for enacted changes in tax law, and year-to-date loss limitation in interim-
period tax accounting. The guidance is effective for fiscal years beginning after December 15, 2020 with early
adoption permitted, including interim periods within those years. The company is currently evaluating this new
guidance to determine the impact it may have on our financial position, results of operations or cash flows.
Fair Value Measurement. In August 2018, the FASB issued new guidance that modifies disclosure requirements
related to fair value measurement. The amendments in this update are effective for fiscal years, and interim
periods within those fiscal years, beginning after December 15, 2019. Implementation on a prospective or
retrospective basis varies by specific disclosure requirement. Early adoption is permitted. The standard also
allows for early adoption of any removed or modified disclosures upon issuance of this update while delaying
adoption of the additional disclosures until their effective date. The Company is currently evaluating this guidance
to determine the impact it may have on its disclosures.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
29
TERADATA 2019
Compensation-Retirement Benefits-Defined Benefit Plans-General. In August 2018, the FASB issued new
guidance that modifies the disclosure requirements for employers that sponsor defined benefit pension or
other postretirement plans. For public companies, the amendments in this update are effective for fiscal years
beginning after December 15, 2020, with early adoption permitted, and is to be applied on a retrospective basis to
all periods presented. The Company is currently evaluating this guidance to determine the impact it may have on
its disclosures.
Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a
Service Contract. In August 2018, the FASB issued new guidance that reduces complexity for the accounting
for costs of implementing a cloud computing service arrangement and aligns the requirements for capitalizing
implementation costs incurred in a hosting arrangement that is a service contract with the requirements for
capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements
that include an internal-use software license). For public companies, the amendments in this update are effective
for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019, with early
adoption permitted. Implementation should be applied either retrospectively or prospectively to all implementation
costs incurred after the date of adoption. The effects of this standard on our financial position, results of
operations or cash flows are not expected to be material.
Codification Improvements to Financial Instruments-Credit Losses, Derivatives and Hedging, and Financial
Instruments. In June 2016, the FASB issued Accounting Standards, Measurement of Credit Losses on Financial
Instruments, which introduced the expected credit losses methodology for the measurement of credit losses
on financial assets measured at amortized cost basis, replacing the previous incurred loss methodology. Since
the issuance of this accounting standard, the FASB has identified certain areas that require clarification and
improvement. In May 2019, the FASB issued guidance that allows entities to make an irrevocable one-time
election upon adoption of the new credit losses standard to measure financial assets measured at amortized cost
(except held-to-maturity securities) using the fair value option. The election is to be applied on an instrument-
by-instrument basis. For public companies, the amendments in this update are effective for fiscal years, and
interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. The
company is currently evaluating this new guidance to determine the impact it may have on our financial position,
results of operations or cash flows.
Recently Adopted Guidance
Comprehensive Income. In February 2018, the FASB issued new guidance for Income Statement—Reporting
Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other
Comprehensive Income (ASU 2018-02), which allows companies to reclassify stranded tax effects resulting
from the Tax Cuts and Jobs Act of 2017 (the “2017 Tax Act”) from accumulated other comprehensive income to
retained earnings. The Company adopted this guidance on January 1, 2019, which did not have a material impact
on our consolidated financial statements.
Clarifying the Scope and the Accounting Guidance for Contributions Received and Contributions Made. In
June 2018, the FASB issued new guidance to clarify and improve the scope and the accounting guidance for
contributions received and contributions made. The amendments are intended to assist entities in evaluating
whether transactions should be accounted for as contributions (nonreciprocal transactions) or as exchange
(reciprocal) transactions and determining whether a contribution is conditional. The Company adopted this
guidance on January 1, 2019, which did not have a material impact on our consolidated financial statements.
TERADATA 2019
30
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 2: Supplemental Financial Information
At December 31
in millions
Accounts receivable
Trade
Other
Accounts receivable, gross
Less: allowance for doubtful accounts
Total accounts receivable, net
Inventories
Finished goods
Service parts
Total inventories
Property and equipment
Land
Buildings and improvements
Finance lease assets
Machinery and other equipment
Property and equipment, gross
Less: accumulated depreciation
Total property and equipment, net
Other current liabilities
Sales and value-added taxes
Pension and other postemployment plan liabilities
Other
Total other current liabilities
Deferred revenue
Deferred revenue, current
Long-term deferred revenue
Total deferred revenue
Other long-term liabilities
Transition tax
Uncertain tax positions
Other
Total other long-term liabilities
2019
2018
$ 407
8
415
(17)
$ 398
$ 19
12
$ 31
$ 8
100
167
515
790
(440)
$ 350
$ 31
11
49
$ 91
$ 472
61
$ 533
$ 92
19
27
$ 138
$ 590
12
602
(14)
$ 588
$ 16
12
$ 28
$ 8
84
52
495
639
(344)
$ 295
$ 34
10
74
$ 118
$ 490
105
$ 595
$ 102
17
8
$ 127
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
31
TERADATA 2019
NOTE 3: Revenue from Contracts with Customers
Disaggregation of Revenue from Contracts with Customers
The following table presents a disaggregation of revenue for the years ended December 31:
in millions
Americas
Recurring
Perpetual software licenses and hardware
Consulting services
Total Americas
EMEA
Recurring
Perpetual software licenses and hardware
Consulting services
Total EMEA
APAC
Recurring
Perpetual software licenses and hardware
Consulting services
Total APAC
2019
2018
2017*
$ 873
38
146
1,057
$ 801
127
198
1,126
$ 739
234
222
1,195
305
43
144
492
185
25
140
350
282
112
193
587
171
101
179
451
248
133
186
567
158
62
174
394
Total Revenue
* As discussed in Note 1, periods prior to 2018 have not been adjusted under the modified retrospective adoption method of Topic 606
$1,899
$2,164
$2,156
Contract Balances
The timing of revenue recognition, billings and cash collections results in billed accounts receivable, contract
assets, and customer advances and deposits (deferred revenue or contract liabilities) on the consolidated balance
sheet. Accounts receivable include amounts due from customers that are unconditional. Contract assets relate
to the Company’s rights to consideration for goods delivered or services completed and recognized as revenue
but billing and the right to receive payment is conditional upon the completion of other performance obligations.
Contract assets are included in other current assets on the balance sheet and are transferred to accounts
receivable when the rights become unconditional. Deferred revenue consists of advance payments and billings in
excess of revenue recognized. Deferred revenue is classified as either current or noncurrent based on the timing
of when the Company expects to recognize revenue. These assets and liabilities are reported on a contract-by-
contract basis at the end of each reporting period. The following table provides information about receivables,
contract assets and deferred revenue from contracts with customers:
in millions
Accounts receivable, net
Contract assets
Current deferred revenue
Long-term deferred revenue
December 31,
2019
December 31,
2018
$398
$
8
$ 472
$ 61
$ 588
$ 14
$ 490
$ 105
Revenue recognized during the year ended December 31, 2019 from amounts included in deferred revenue at the
beginning of the period was approximately $470 million.
TERADATA 2019 › › › 32 › › › NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Transaction Price Allocated to Unsatisfied Obligations
The following table includes estimated revenue expected to be recognized in the future related to the Company’s
unsatisfied (or partially satisfied) obligations at December 31, 2019:
in millions
Remaining unsatisfied obligations
Total at
December 31,
2019
$2,732
Year 1
$1,377
Year 2 and
Thereafter
$1,355
The amounts above represent the price of firm orders for which work has not been performed or goods have
not been delivered and exclude unexercised contract options outside the stated contractual term that do not
represent material rights to the customer. Although the Company believes that the contract value in the above
table is firm, approximately $1,923 million of the amount includes customer-only general cancellation for
convenience terms that the Company is contractually obligated to perform unless the customer notifies us.
The Company expects to recognize revenue of approximately $312 million in the next year from contracts that
are non-cancelable. Customers typically do not cancel before the end of the contractual term and historically
the Company has not seen significant churn in its customer base. The Company believes the inclusion of this
information is important to understanding the obligations that the Company is contractually required to perform
and provides useful information regarding remaining obligations related to these executed contracts.
NOTE 4: Contract Costs
The Company capitalizes sales commissions and other contract costs that are incremental direct costs of
obtaining customer contracts if the expected amortization period of the asset is greater than one year. These
costs are recorded in Capitalized contract costs on the Company’s balance sheet. The capitalized amounts
are calculated based on the sales commissions for individual multi-term contracts. The judgments made in
determining the amount of costs incurred include whether the commissions are in fact incremental and would
not have occurred absent the customer contract. Costs to obtain a contract are amortized as selling, general
and administrative expenses on a straight-line basis over the expected period of benefit, which is typically four
years. These costs are periodically reviewed for impairment. The following table identifies the activity relating to
capitalized contract costs:
in millions
Capitalized contract costs
in millions
Capitalized contract costs
December 31,
2018
$54
Capitalized
$57
Amortization
$(20)
January 1,
2018
$17
Capitalized
$44
Amortization
$(7)
December 31,
2019
$91
December 31,
2018
$54
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS › › › 33 › › › TERADATA 2019
NOTE 5: Goodwill
Effective January 1, 2019, the Company implemented an organizational change to its operating segments and will
report future results under the separate segments: Americas, EMEA and APAC. The following table identifies the
activity relating to goodwill by operating segment.
in millions
Goodwill
Americas
International
EMEA
APAC
Total goodwill
Balance at
December 31,
2018
Reassignment
of Goodwill
Currency
Translation
Adjustments
Balance at
December 31,
2019
$253
142
-
-
$395
$
-
(142)
88
54
-
$
$-
-
-
1
$1
$253
-
88
55
$396
In the fourth quarter of 2019, the Company performed its annual impairment test, utilizing the quantitative method,
of goodwill and determined that no impairment to the carrying value of goodwill was necessary as each reporting
units fair value was above it carrying value. The Company reviewed three reporting units in its 2019 goodwill
impairment assessment, as each of the geographic operating segments were considered separate reporting units
for purposes of testing.
NOTE 6:
Income Taxes
For the years ended December 31, (loss) income before income taxes consisted of the following:
in millions
(Loss) income before income taxes
United States
Foreign
Total (loss) income before income taxes
2019
2018
2017
$ (85)
72
$ (13)
$ (79)
106
$ (26)
84
$ 27
$
58
For the years ended December 31, income tax expense (benefit) consisted of the following:
in millions
Income tax expense (benefit)
Current
Federal
State and local
Foreign
Deferred
Federal
State and local
Foreign
Total income tax expense (benefit)
Effective income tax rate
2019
2018
2017
$
$
(3)
-
13
(10)
(1)
8
7
$ (10)
6
19
(20)
(4)
6
$ (3)
$ 132
2
25
(22)
(4)
(8)
$ 125
(53.8%)
(11.1%)
215.5%
TERADATA 2019 › › › 34 › › › NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The following table presents the principal components of the difference between the effective tax rate and the
United States federal statutory income tax rate for the years ended December 31:
percent of income before taxes
Income tax expense at the U.S. federal tax rate
Foreign income tax differential
U.S. tax on foreign earnings
State and local income taxes
U.S. permanent book/tax differences
U.S. research and development tax credits
Change in valuation allowance
U.S. manufacturing deduction permanent difference
Tax impact of equity compensation
Deferred tax impact from U.S. rate change from Tax Reform
Tax impact of U.S. Tax Reform/Transition Tax
Tax Impact of uncertain tax positions
Other, net
Effective income tax rate
2019
21.0%
(49.2%)
(8.4%)
58.2%
(17.0%)
68.5%
(49.1%)
- %
(49.3 %)
- %
-%
(24.6 %)
(3.9 %)
(53.8%)
2018
21.0%
2.1%
2.0%
(25.0%)
(2.7%)
(29.5%)
27.7%
-%
(1.4 %)
- %
(23.9%)
20.2 %
(1.6%)
(11.1%)
2017
35.0%
(22.6%)
4.3%
(11.0%)
(1.5%)
(11.2%)
10.0%
(8.0%)
0.7%
(27.0%)
250.0%
(3.6%)
0.4 %
215.5%
The 2019 effective tax rate was impacted by $3 million tax expense related to equity compensation and $3 million
of incremental global intangible low-taxed income (“GILTI”) tax, which resulted in full-year income tax expense in
2019 of $7 million, on a pre-tax net loss of $13 million, causing a negative tax rate of 53.8%.
The 2018 and 2017 effective tax rates were impacted by the Tax Cuts and Jobs Act of 2017 (“Tax Act”), which
was signed into law on December 22, 2017, making significant changes to the United States Internal Revenue
Code. Changes include, but are not limited to:
• A corporate tax rate decrease from 35% to 21% effective for tax years beginning after December 31, 2017,
• The transition of United States international taxation from a worldwide tax system to a modified territorial tax
system, and
• A one-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings as of
December 31, 2017.
On December 22, 2017, Staff Accounting Bulletin No. 118 (“SAB 118”) was issued to address the application of
GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed
(including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax
Act.
In accordance with SAB 118, the Company completed its analysis of the impact of the Tax Act during the fourth
quarter of 2018 in accordance with its understanding of the Tax Act and guidance available as of the date of this
filing. For the year ended December 31, 2018, the Company recorded a $6 million tax benefit as an adjustment
to the 2017 provisional estimate in accordance with SAB 118 because of additional regulatory guidance and
changes in interpretations and assumptions the Company initially made as a result of the Tax Act. Effective in
2018, the Tax Act subjects United States shareholders to a tax on GILTI earned by certain foreign subsidiaries.
The Company has elected to provide for the tax expense related to GILTI in the year the tax is incurred. The
Company recorded tax expense of $3 million in 2019 and $1 million in 2018 for GILTI.
In the fourth quarter of 2017, the Company recorded $126 million as additional income tax expense as its
provisional estimate of the impact of the Tax Act. The amount included $145 million of tax expense for the
one-time transition tax on cumulative foreign earnings of $1.3 billion, which the Company will pay over an 8-year
period ending in 2025. In addition, a tax benefit of $19 million was recorded, a majority of which related to the
re-measurement of certain deferred tax assets and liabilities based on the rates at which they are expected to
reverse in the future.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS › › › 35 › › › TERADATA 2019
Subsequent to the year ended December 31, 2019 and effective January 1, 2020, the Company completed an
intra-entity asset transfer of certain of its intellectual property to one of its Irish subsidiaries. The intra-entity asset
transfer will result in a material deferred tax asset recorded during the first quarter of 2020.
Deferred income tax assets and liabilities included in the balance sheets at December 31 were as follows:
in millions
Deferred income tax assets
Employee pensions and other liabilities
Other balance sheet reserves and allowances
Operating lease liabilities
Tax loss and credit carryforwards
Deferred revenue
Total deferred income tax assets
Valuation allowance
Net deferred income tax assets
Deferred income tax liabilities
Intangibles and capitalized software
Right of use assets - operating lease
Property and equipment
Other
Total deferred income tax liabilities
Total net deferred income tax assets
2019
2018
$ 63
18
14
80
12
187
(45)
142
8
13
12
28
61
$ 81
$ 49
18
-
63
20
150
(39)
111
17
-
11
19
47
$ 64
As of December 31, 2019, Teradata has net operating loss (“NOL”) and tax credit carryforwards totaling
$80 million (tax effected and before any valuation allowance offset and application of recognition criteria for
uncertain tax positions). Of the total tax carryforwards, $11 million are NOL’s in the United States and certain
foreign jurisdictions, a small portion of which will begin to expire in 2021; $3 million are United States foreign tax
credit carryforwards which expire in 2028, which have a full valuation allowance offset; $10 million are federal
R&D credits, which will begin to expire in 2038; and $56 million are California R&D tax credits that have an
indefinite carryforward period, which have a $41 million valuation allowance offset and $15 million of FIN 48
reserve recorded.
Prior to the enactment of the Tax Act, the Company had not provided for taxes on the undistributed earnings of
its foreign subsidiaries as the Company either reinvested or intended to reinvest those earnings outside of the
United States. Because of the Tax Act, the Company has changed its indefinite reinvestment assertion related
to foreign earnings that have been taxed in the United States and now considers a majority of these earnings no
longer indefinitely reinvested. Because of United States tax reform legislation, distributions of profits from non-
U.S. subsidiaries are not expected to cause a significant United States tax impact in the future. However, these
distributions may be subject to non-U.S. withholding taxes if profits are distributed from certain jurisdictions. The
Company has recorded $1 million of deferred foreign withholding tax expense with respect to certain earnings
which are not considered permanently reinvested as they would be taxable upon remittance. Deferred taxes have
not been provided on earnings considered indefinitely reinvested.
The Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that
the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the
position. The Company reflects any interest and penalties recorded in connection with its uncertain tax positions
as a component of income tax expense.
As of December 31, 2019, the Company’s uncertain tax positions totaled approximately $37 million, of which
$19 million is reflected in the other liabilities section of the Company’s balance sheet as a non-current liability.
The remaining balance of $18 million of uncertain tax positions relates to certain tax attributes both generated
by the Company and acquired in various acquisitions, which are netted against the underlying deferred tax
assets recorded on the balance sheet. The entire balance of $37 million in uncertain tax positions would cause a
decrease in the effective income tax rate upon recognition. Teradata has recorded $2 million of interest accruals
related to its uncertain tax liabilities as of December 31, 2019.
TERADATA 2019 › › › 36 › › › NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Below is a roll-forward of the Company’s liability related to uncertain tax positions at December 31:
in millions
Balance at January 1
Gross increases for prior period tax positions
Gross increases for current period tax positions
Decreases due to the lapse of applicable statute of limitations
Decreases relating to settlements with taxing authorities
Balance at December 31
2019
$ 34
4
5
(6)
-
$ 37
2018
$ 28
3
8
(1)
(4)
$ 34
The Company recorded $4 million of discrete tax expense in the second quarter of 2019 related to the reversal
of the United States Tax Court’s decision in the Altera Corp. v. Commissioner case by the Ninth Circuit Court of
Appeals on June 7, 2019. The Altera case focused on whether current U.S. Treasury Regulations requiring the
inclusion of stock-based compensation expense in a taxpayer’s cost-sharing calculations are valid.
The Company and its subsidiaries file income tax returns in the United States and various state jurisdictions, as
well as numerous foreign jurisdictions. As of December 31, 2019, the Company has ongoing tax audits in a limited
number of state and foreign jurisdictions. However, no material adjustments have been proposed or made in any
of these examinations to date, which would result in any incremental income tax expense in future periods to the
Company. The Company’s tax returns for years 2016-2019 are still open for assessment by tax authorities in its
major jurisdictions.
NOTE 7: Employee Stock-based Compensation Plans
The Company recorded stock-based compensation expense for the years ended December 31 as follows:
in millions
Stock options
Restricted shares
Employee share repurchase program
Total stock-based compensation before income taxes
Tax benefit
Total stock-based compensation, net of tax
2019
2018
2017
$ 3
77
3
83
(10)
$ 6
56
3
65
(11)
$ 9
56
3
68
(21)
$ 73
$ 54
$ 47
The Teradata Corporation 2007 Stock Incentive Plan (the “2007 SIP”), as amended, and the Teradata 2012 Stock
Incentive Plan (the “2012 SIP”) provide for the grant of several different forms of stock-based compensation. The
2012 SIP was adopted and approved by stockholders in April 2012 and no further awards may be made under the
2007 SIP after that time. A total of approximately 17.5 million shares were authorized to be issued under the 2012
SIP. New shares of the Company’s common stock are issued as a result of the vesting of restricted share units
and stock option exercises and at the time of grant for restricted shares, for awards under both plans.
As of December 31, 2019, the Company’s primary types of stock-based compensation were stock options,
restricted shares, restricted share units and the employee stock purchase program (the “ESPP”).
Stock Options
The Compensation and Human Resource Committee of Teradata’s Board of Directors has discretion to determine
the material terms and conditions of option awards under both the 2007 SIP and the 2012 SIP (collectively,
the “Teradata SIP”), provided that (i) the exercise price must be no less than the fair market value of Teradata
common stock (as defined in both plans) on the date of grant, and (ii) the term must be no longer than ten years.
Option grants generally have a four-year vesting period.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS › › › 37 › › › TERADATA 2019
No options were granted in 2019 and 2018. The weighted-average fair value of options granted for Teradata
equity awards was $11.08 in in 2017. The fair value of each option award on the grant date was estimated using
the Black-Scholes option-pricing model with the following assumptions:
Dividend yield
Risk-free interest rate
Expected volatility
Expected term (years)
2017
- %
1.99%
35.0%
6.3
The following table summarizes the Company’s stock option activity for the year ended December 31, 2019:
shares in thousands
Outstanding at January 1, 2019
Granted
Exercised
Canceled
Forfeited
Outstanding at December 31, 2019
Shares
Under
Option
4,148
-
(916)
(660)
(68)
2,504
Fully vested and expected to vest at December 31, 2019 2,504
Exercisable at December 31, 2019
2,352
Weighted-
Average
Exercise
Price per
Share
$ 40.34
-
$ 35.50
$ 47.71
$ 28.78
$ 40.49
$ 40.49
$ 41.28
Weighted-
Average
Remaining
Contractual
Term
(in years)
Aggregate
Intrinsic
Value
(in millions)
3.8
$15
3.7
3.7
3.5
$ -
$ -
$ -
The following table summarizes the total intrinsic value of options exercised and the cash received by the
Company from option exercises under all share-based payment arrangements at December 31:
in millions
Intrinsic value of options exercised
Cash received from option exercises
Tax benefit realized from option exercises
2019
$ 9
$32
$ 2
2018
$15
$21
$ 3
2017
$ 6
$19
$ 2
As of December 31, 2019, there was $2 million of total unrecognized compensation cost related to unvested stock
option grants. That cost is expected to be recognized over a weighted-average period of 0.5 years.
Restricted Shares and Restricted Share Units
The Teradata SIP provides for the issuance of restricted shares, as well as restricted share units. These grants
consist of both service-based and performance-based awards. Service-based awards typically vest over a
three-year period beginning on the effective date of grant. These grants are not subject to future performance
measures. The cost of these awards, determined to be the fair market value at the date of grant, is expensed
ratably over the vesting period. For substantially all restricted share grants, at the date of grant, the recipient
has all rights of a stockholder, subject to certain restrictions on transferability and a risk of forfeiture. A recipient
of restricted share units does not have the rights of a stockholder and is subject to restrictions on transferability
and risk of forfeiture. For both restricted share grants and restricted share units, any potential dividend rights
would be subject to the same vesting requirements as the underlying equity award. As a result, such rights are
considered a contingent transfer of value and consequently these equity awards are not considered participating
securities. Performance-based grants are subject to future performance measurements over a one-to three-year
period. All performance-based shares that are earned in respect of an award will become vested at the end of
the performance and/or service period provided the employee is continuously employed by the Company and
applicable performance measures and other vesting conditions are met. The fair value of each performance-
TERADATA 2019 › › › 38 › › › NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
based award is determined on the grant date, based on the Company’s stock price, and assumes that
performance targets will be achieved. Over the performance period, the number of shares of stock that will be
issued is adjusted upward or downward based upon management’s assessment of the probability of achievement
of performance targets. The ultimate number of shares issued and the related compensation cost recognized as
expense will be based on a comparison of the final achievement of performance metrics to the specified targets.
The following table reports restricted shares and restricted share unit activity during the year ended
December 31, 2019:
shares in thousands
Unvested shares at January 1, 2019
Granted
Vested
Forfeited/canceled
Unvested shares at December 31, 2019
Weighted-
Average
Grant Date
Fair Value
per Share
$34.27
$ 44.13
$33.52
$38.57
$40.95
Number of
Shares
3,231
3,634
(1,218)
(478)
5,169
The following table summarizes the weighted-average fair value of restricted share units granted for Teradata
equity awards and the total fair value of shares vested.
Weighted-average fair value of restricted share units granted
Total fair value of shares vested (in millions)
2019
$44.13
41
$
2018
$37.98
$ 53
2017
$34.88
50
$
As of December 31, 2019, there was $137 million of unrecognized compensation cost related to unvested
restricted share grants. The unrecognized compensation cost is expected to be recognized over a remaining
weighted-average period of 1.1 years.
The following table represents the composition of Teradata restricted share unit grants in 2019:
shares in thousands
Service-based shares
Performance-based shares
Total stock grants
Weighted-
Average
Grant Date
Fair Value
per Share
$44.21
$43.65
Number of
Shares
3,103
531
3,634
$ 44.13
In 2017, performance-based share units granted as part of our long-term incentive program for certain corporate
officers and key executives will be earned based on Teradata’s total shareholder return (“TSR”) over a three-year
performance period relative to the other companies in the S&P 1500 Information Technology Index. The number
of shares issued, as a percentage of the amount subject to the performance share award, could range from
0% to 200%. The grant date fair value of the non-vested performance-based awards was determined using a
Monte Carlo simulation model, which utilized multiple input variables that determined the probability of satisfying
the market condition requirements applicable to each award. The compensation expense for the award will be
recognized if the requisite service is rendered, regardless of whether the market conditions are achieved.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS › › › 39 › › › TERADATA 2019
Employee Stock Purchase Program
The Company’s ESPP, effective on October 1, 2007, and as amended effective as of January 1, 2013, provides
eligible employees of Teradata and its designated subsidiaries an opportunity to purchase the Company’s
common stock at a discount to the average of the highest and lowest sale prices on the last trading day of each
month. The ESPP discount is 15% of the average market price and is considered compensatory.
Employees may authorize payroll deductions of up to 10% of eligible compensation for common stock purchases.
A total of 7 million shares were authorized to be issued under the ESPP, with approximately 2.1 million shares
remaining under that authorization at December 31, 2019. The shares of Teradata common stock purchased by
a participant on an exercise date (the last day of each month), for all purposes, are deemed to have been issued
and sold at the close of business on such exercise date. Prior to that time, none of the rights or privileges of
a stockholder exists with respect to such shares. Employee purchases and aggregate cost were as follows at
December 31:
in millions
Employee share purchases
Aggregate cost
NOTE 8: Employee Benefit Plans
2019
0.6
$20
2018
0.5
$17
2017
0.6
$15
Pension and Postemployment Plans. Teradata currently sponsors defined benefit pension plans for certain of
its international employees. For those international pension plans for which the Company holds asset balances,
those assets are primarily invested in common/collective trust funds (which include publicly traded common
stocks, corporate and government debt securities, real estate indirect investments, cash or cash equivalents) and
insurance contracts.
Postemployment obligations relate to benefits provided to involuntarily terminated employees and certain inactive
employees after employment but before retirement. These benefits are paid in accordance with various foreign
statutory laws and regulations, and Teradata’s established postemployment benefit practices and policies.
Postemployment benefits may include disability benefits, supplemental unemployment benefits, severance,
workers’ compensation benefits, continuation of health care benefits and life insurance coverage, and are funded
on a pay-as-you-go basis.
Pension and postemployment benefit costs for the years ended December 31 were as follows:
in millions
Service cost
Interest cost
Expected return on
plan assets
Curtailment charge
Amortization of actuarial
loss
Amortization of prior
service (credit) cost
Total costs
2018
Pension Postemployment Pension Postemployment Pension Postemployment
2019
2017
$ 7
3
(2)
-
1
-
$ 9
$11
1
-
-
5
-
$17
$ 8
3
(2)
(1)
1
-
$ 9
$ 8
1
-
-
4
-
$13
$ 9
3
(2)
-
1
(1)
$10
$ 7
1
-
-
2
1
$ 11
TERADATA 2019 › › › 40 › › › NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The underfunded amount of pension and postemployment obligations is recorded as a liability in the Company’s
consolidated balance sheet. The following tables present the changes in benefit obligations, plan assets, funded
status and the reconciliation of the funded status to amounts recognized in the consolidated balance sheets and in
accumulated other comprehensive income at December 31:
in millions
Pension
2019
2018
Postemployment
2018
2019
Change in benefit obligation
Benefit obligation at January 1
Service cost
Interest cost
Plan participant contributions
Actuarial loss (gain)
Benefits paid
Curtailment
Settlement
Currency translation adjustments
Benefit obligation at December 31
Change in plan assets
Fair value of plan assets at January 1
Actual return on plan assets
Company contributions
Benefits paid
Currency translation adjustments
Plan participant contribution
Settlements
Other
Fair value of plan assets at December 31
Funded status (underfunded)
Amounts Recognized in the Consolidated Balance Sheet
Non-current assets
Current liabilities
Non-current liabilities
Net amounts recognized
Amounts Recognized in Accumulated Other Comprehensive (Loss) Income
Unrecognized Net actuarial loss
Unrecognized Prior service cost
Total
$ 132
7
3
1
24
(10)
(1)
(6)
(1)
$149
$ 68
10
6
(10)
-
1
(6)
-
69
$ (80)
$
6
(1)
(85)
$ (80)
$ 30
-
$ 30
$136
8
3
1
(5)
(2)
(1)
(4)
(4)
$132
$ 75
(2)
5
(2)
(1)
1
(4)
(4)
68
$ (64)
$ 5
(1)
(68)
$ (64)
$ 16
-
$ 16
$ 54
11
1
-
21
(26)
-
-
-
$ 61
$ -
-
-
-
-
-
-
-
-
$ (61)
$ -
(10)
(51)
$ (61)
$ 61
2
$ 63
$ 47
8
1
-
12
(14)
-
-
-
$ 54
$ -
-
-
-
-
-
-
-
-
$ (54)
$ -
(9)
(45)
$ (54)
$ 44
3
$ 47
The following table presents the accumulated pension benefit obligation at December 31:
in millions
Accumulated pension benefit obligation
2019
$ 137
2018
$ 122
The following table presents pension plans with accumulated benefit obligations in excess of plan assets at
December 31:
in millions
Projected benefit obligation
Accumulated benefit obligation
Fair value of plan assets
2019
$ 119
$ 109
$ 33
2018
$ 68
$ 61
-
$
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS › › › 41 › › › TERADATA 2019
The following table presents the pre-tax net changes in projected benefit obligations recognized in other
comprehensive income:
in millions
Actuarial loss (gain) arising during the year
Amortization of loss included in net periodic benefit cost
Recognition of gain due to curtailment
Foreign currency exchange
Total recognized in other comprehensive (loss) income
Pension
Postemployment
2019
$15
(1)
-
-
$14
2018
$(2)
(1)
1
(1)
$(3)
2019
$21
(5)
-
-
$16
2018
$12
(4)
-
-
$ 8
The following table presents the amounts in accumulated other comprehensive income expected to be
recognized as components of net periodic benefit cost during 2020:
in millions
Net loss to be recognized in other comprehensive income
Pension Postemployment
$3
$7
The weighted-average rates and assumptions used to determine benefit obligations at December 31, and net
periodic benefit cost for the years ended December 31, were as follows:
Discount rate
Rate of compensation increase
Expected return on plan assets
Discount rate
Rate of compensation increase
Involuntary turnover rate
Pension Benefit
Obligations
2018
2019
2.2%
1.2%
3.4%
3.0%
N/A
N/A
Pension Benefit
Cost
2017
2018
2019
2.2% 2.1% 2.0%
3.4% 3.3% 3.3%
3.0% 2.8% 2.9%
Postemployment
Benefit
Obligations
2019
1.8%
3.0%
3.0%
2018
2.5%
3.0%
2.5%
Postemployment
Benefit Cost
2017
2018
2019
2.5% 2.6% 3.4%
3.0% 3.0% 3.0%
2.5% 2.3% 2.0%
The Company determines the expected return on assets based on individual plan asset allocations, historical
capital market returns, and long-term interest rate assumptions, with input from its actuaries, investment
managers, and independent investment advisors. The company emphasizes long-term expectations in its
evaluation of return factors, discounting or ignoring short-term market fluctuations. Expected asset returns
are reviewed annually, but are generally modified only when asset allocation strategies change or long-term
economic trends are identified.
International discount rates were determined by examining interest rate levels and trends within each country,
particularly yields on high-quality long-term corporate bonds, relative to our future expected cash flows. The
discount rate used for countries with individually insignificant benefit obligation at year-end was derived by
matching the plans’ expected future cash flows to the corresponding yields from the Citigroup Pension Liability
Index. This yield curve has been constructed to represent the available yields on high-quality fixed-income
investments across a broad range of future maturities.
TERADATA 2019 › › › 42 › › › NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Gains and losses have resulted from changes in actuarial assumptions and from differences between assumed
and actual experience, including, among other items, changes in discount rates and differences between actual
and assumed asset returns. These gains and losses (except those differences being amortized to the market-
related value) are only amortized to the extent that they exceed 10% of the higher of the market-related value of
plan assets or the projected benefit obligation of each respective plan.
Plan Assets. The weighted-average asset allocations at December 31, by asset category are as follows:
Equity securities
Debt securities
Insurance (annuity) contracts
Real estate
Other
Total
Actual Asset
Allocation
as of December, 31
2019
34%
43%
12%
10%
1%
2018
32%
51%
12%
3%
2%
100% 100%
Target
Asset
Allocation
32%
49%
12%
4%
3%
100%
Investment Strategy. Teradata employs several investment strategies across its various international pension
plans. In some countries, particularly where Teradata does not have a large employee base, the Company
may use insurance (annuity) contracts to satisfy its future pension payment obligations, whereby the Company
makes pension plan contributions to an insurance company in exchange for which the pension plan benefits
will be paid when the members reach a specified retirement age or on earlier exit of members from the plan. In
other countries, the Company may employ local asset managers to manage investment portfolios according to
the investment policies and guidelines established by the Company, and with consideration to individual plan
liability structure and local market environment and risk tolerances. The Company’s investment policies and
guidelines primarily emphasize diversification across and within asset classes to maximize long-term returns
subject to prudent levels of risk, with the overall objective of enabling the plans to meet their future obligations.
The investment portfolios contain a diversified blend of equity and fixed-income investments. Furthermore, equity
investments are diversified across domestic and international stocks, small and large capitalization stocks, and
growth and value stocks. Fixed-income assets are diversified across government and corporate bonds. Where
applicable, real estate investments are made through real estate securities, partnership interests or direct
investment, and are diversified by property type and location.
Fair Value. Fair value measurements are established utilizing a three-tier fair value hierarchy, which prioritizes
the inputs used in measuring fair value. These tiers are more fully described in Note 11.
The following is a description of the valuation methodologies used for pension assets as of December 31, 2019.
Common/collective trust funds (which include money market funds, equity funds, bond funds, real estate indirect
investments, etc.): Valued at the net asset value (“NAV”) of shares held by the Plan at year end, as reported to the
Plan by the trustee, which represents the fair value of shares held by the Plan. Because the NAV of the shares
held in the common/collective trust funds are derived by the value of the underlying investments, the Company
has classified these underlying investments as Level 2 fair value measurements.
Insurance contracts: Valued by discounting the related future benefit payments using a current year-end market
discount rate, which represents the fair value of the insurance contract. The Company has classified these
contracts as Level 3 assets for fair value measurement purposes.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS › › › 43 › › › TERADATA 2019
The following table sets forth by level, within the fair value hierarchy, the pension plan assets at fair value as of
December 31, 2019:
in millions
Money market funds
Equity funds
Bond/fixed-income funds
Real estate indirect investments
Insurance contracts
December 31,
2019
$ 1
23
30
7
8
Fair Value Measurements at Reporting Date Using
Significant
Other
Observable
Inputs
(Level 2)
$ 1
23
30
7
-
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
$-
-
-
-
-
Significant
Unobservable
Inputs
(Level 3)
$ -
-
-
-
8
Total assets at fair value
$69
$-
$61
$8
The table below sets forth a summary of changes in the fair value of the pension plan level 3 assets for the year
ended December 31, 2019:
in millions
Balance as of January 1, 2019
Purchases, sales and settlements, net
Balance as of December 31, 2019
Insurance
Contracts
$8
-
$8
The following table sets forth by level, within the fair value hierarchy, the pension plan assets at fair value as of
December 31, 2018:
Fair Value Measurements at Reporting Date Using
in millions
Money market funds
Equity funds
Bond/fixed-income funds
Real estate indirect investments
Insurance contracts
December 31,
2018
$ 1
22
35
2
8
Quoted Prices in
Active
Markets
for Identical
Assets
(Level 1)
$-
-
-
-
-
Total assets at fair value
$68
$-
Significant
Other
Observable
Inputs
(Level 2)
$ 1
22
35
2
-
$60
Significant
Unobservable
Inputs
(Level 3)
$-
-
-
-
8
$8
The table below sets forth a summary of changes in the fair value of the pension plan level 3 assets for the year
ended December 31, 2018:
in millions
Balance as of January 1, 2018
Purchases, sales and settlements, net
December 31, 2018
Insurance
Contracts
$12
(4)
$ 8
TERADATA 2019 › › › 44 › › › NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Cash Flows Related to Employee Benefit Plans
Cash Contributions. In 2020, the Company expects to contribute approximately $3 million to the international
pension plans.
Estimated Future Benefit Payments. The Company expects to make the following benefit payments, estimated
based on the assumptions used to measure the company’s benefit obligation at the end of the year, reflecting
past and future service from its pension and postemployment plans:
in millions
Year
2020
2021
2022
2023
2024
2025 - 2029
Pension
Benefits
Postemployment
Benefits
$ 4
$ 6
$ 6
$ 6
$ 7
$39
$10
$10
$10
$10
$ 9
$49
Savings Plans. United States employees and many international employees participate in defined contribution
savings plans. These plans generally provide either a specified percent of pay or a matching contribution on
participating employees’ voluntary elections. The Company’s matching contributions typically are subject to a
maximum percentage or level of compensation. Employee contributions can be made pre-tax, after-tax or a
combination thereof. The following table identifies the expense for the United States and International subsidiary
savings plans for the years ended December 31:
in millions
U.S. savings plan
International subsidiary savings plans
2019
$21
$ 16
2018
$22
$17
2017
$21
$17
NOTE 9: Derivative Instruments and Hedging Activities
As a portion of Teradata’s operations is conducted outside the United States and in currencies other than the
U.S. dollar, the Company is exposed to potential gains and losses from changes in foreign currency exchange
rates. In an attempt to mitigate the impact of currency fluctuations, the Company uses foreign exchange forward
contracts to hedge transactional exposures resulting predominantly from foreign currency denominated inter-
company receivables and payables. The forward contracts are designated as fair value hedges of specified
foreign currency denominated inter-company receivables and payables and generally mature in three months
or less. The fair values of foreign exchange contracts are based on market spot and forward exchange rates
and represent estimates of possible value that may not be realized in the future. Across its portfolio of contracts,
Teradata has both long and short positions relative to the U.S. dollar. As a result, Teradata’s net involvement is
less than the total contract notional amount of the Company’s foreign exchange forward contracts.
Gains and losses from foreign exchange forward contracts are fully recognized each period and reported along
with the offsetting gain or loss of the related hedged item, either in cost of revenues or in other income (expense),
depending on the nature of the related hedged item.
In June 2018, Teradata executed a five-year interest rate swap with a $500 million initial notional amount to hedge
the floating interest rate of its Term Loan, as more fully described in Note 12. The Company uses interest rate
swaps to manage interest rate risks on future interest payments caused by interest rate changes on its variable
rate term loan. The notional amount of the hedge will step-down according to the amortization schedule of the
term loan. The notional amount of the hedge was $482 million as of December 31, 2019.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS › › › 45 › › › TERADATA 2019
The Company performed an initial effectiveness assessment in the third quarter of 2018 on the interest rate swap,
and the hedge was determined to be effective. The hedge is being evaluated qualitatively on a quarterly basis
for effectiveness. Changes in fair value are recorded in Accumulated Other Comprehensive Loss and periodic
settlements of the swap will be recorded in interest expense along with the interest on amounts outstanding under
the term loan.
The following table identifies the contract notional amount of the Company’s hedging instruments at
December 31:
in millions
Contract notional amount of foreign exchange forward contracts
Net contract notional amount of foreign exchange forward contracts
Contract notional amount of interest rate swap
2019
$150
$ 41
$482
2018
$256
$ 35
$500
All derivatives are recognized in the consolidated balance sheets at their fair value. The notional amounts
represent agreed-upon amounts on which calculations of dollars to be exchanged are based and are an
indication of the extent of Teradata’s involvement in such instruments. These notional amounts do not represent
amounts exchanged by the parties and, therefore, are not a measure of the instruments. Refer to Note 11 for
disclosures related to the fair value of all derivative assets and liabilities.
The Company does not hold or issue derivative financial instruments for trading purposes, nor does it hold or
issue leveraged derivative instruments. By using derivative financial instruments to hedge exposures to changes
in foreign exchange and interest rates, the Company exposes itself to credit risk. The Company manages
exposure to counterparty credit risk by entering into derivative financial instruments with highly rated institutions
that can be expected to fully perform under the terms of the applicable contracts.
NOTE 10: Commitments and Contingencies
In the ordinary course of business, the Company is subject to proceedings, lawsuits, governmental investigations,
claims and other matters, including those that relate to the environment, health and safety, employee benefits,
export compliance, intellectual property, tax matters and other regulatory compliance and general matters. We
are not currently a party to any litigation, nor are we aware of any pending or threatened litigation against us that
we believe would materially affect our business, operating results, financial condition or cash flows.
Guarantees and Product Warranties.
Guarantees associated with the Company’s business activities are reviewed for appropriateness and impact
to the Company’s financial statements. Periodically, the Company’s customers enter into various leasing
arrangements coordinated with a leasing company. In some instances, the Company guarantees the leasing
company a minimum value at the end of the lease term on the leased equipment. As of December 31, 2019, the
maximum future payment obligation of this guaranteed value and the associated liability balance was $3 million.
For customers that purchase hardware, the Company provides a standard manufacturer’s warranty and
records, at the time of the sale, a corresponding estimated liability for potential warranty costs. The estimated
liabilities for warranty costs are not material, given that most customers do not purchase hardware under the
subscription model. The Company also offers extended and/or enhanced coverage to its customers in the form of
maintenance contracts. Teradata accounts for these contracts by deferring the related maintenance revenue over
the extended and/or enhanced coverage period. Costs associated with maintenance support are expensed as
incurred.
In addition, the Company provides its customers with certain indemnification rights. In general, the Company
agrees to indemnify the customer if a third party asserts patent or other infringement on the part of the customer
for its use of the Company’s offerings. The Company has indemnification obligations under its charter and bylaws
to its officers and directors, and has entered into indemnification agreements with the officers and directors of
TERADATA 2019 › › › 46 › › › NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
its subsidiaries. From time to time, the Company also enters into agreements in connection with its acquisition
and divesture activities that include indemnification obligations by the Company. The fair value of these
indemnification obligations is typically not readily determinable due to the conditional nature of the Company’s
potential obligations and the specific facts and circumstances involved with each particular agreement. As such,
the Company has generally not recorded a liability in connection with these indemnification arrangements.
Historically, payments made by the Company under these types of agreements have not had a material effect on
the Company’s consolidated financial condition, results of operations or cash flows.
Concentrations of Risk. The Company is potentially subject to concentrations of credit risk on accounts
receivable and financial instruments such as hedging instruments, and cash and cash equivalents. Credit risk
includes the risk of nonperformance by counterparties. The maximum potential loss may exceed the amount
recognized on the balance sheet. Exposure to credit risk is managed through credit approvals, credit limits,
selecting major international financial institutions (as counterparties to hedging transactions) and monitoring
procedures. Teradata’s business often involves large transactions with customers, and if one or more of those
customers were to default in its obligations under applicable contractual arrangements, the Company could be
exposed to potentially significant losses. However, management believes that the reserves for potential losses
were adequate at December 31, 2019 and December 31, 2018.
The Company is also potentially subject to concentrations of supplier risk. Our hardware components
are assembled exclusively by Flex Ltd. (“Flex”). Flex procures a wide variety of components used in the
manufacturing process on behalf of the Company. Although many of these components are available from
multiple sources, Teradata utilizes preferred supplier relationships to provide more consistent and optimal
quality, cost and delivery. Typically, these preferred suppliers maintain alternative processes and/or facilities to
ensure continuity of supply. Given the Company’s strategy to outsource its manufacturing activities to Flex and to
source certain components from single suppliers, a disruption in production at Flex or at a supplier could impact
the timing of customer shipments and/or Teradata’s operating results. In addition, a significant change in the
forecasts to any of these preferred suppliers could result in purchase obligations for components that may be in
excess of demand.
NOTE 11: Fair Value Measurements
Fair value measurements are established utilizing a three-tier fair value hierarchy, which prioritizes the inputs
used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in
active markets for identical assets or liabilities; Level 2, defined as significant other observable inputs, such as
quoted prices in active markets for similar assets or liabilities, or quoted prices in less-active markets for identical
assets; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an
entity to develop its own assumptions. Financial assets and liabilities are classified in their entirety based on the
lowest level of input that is significant to the fair value measurement.
The Company’s assets and liabilities measured at fair value on a recurring basis include money market funds,
interest rate swaps and foreign currency exchange contracts. A portion of the Company’s excess cash reserves
are held in money market funds which generate interest income based on the prevailing market rates. Money
market funds are included in cash and cash equivalents in the Company’s balance sheet. Money market fund
holdings are measured at fair value using quoted market prices and are classified within Level 1 of the valuation
hierarchy.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS › › › 47 › › › TERADATA 2019
NOTES TO CONSOLIDATED FINANCIAL
STATEMENTS
When deemed appropriate, the Company minimizes its exposure to changes in foreign currency exchange rates
using derivative financial instruments, specifically, foreign exchange forward contracts. Additionally, in June 2018,
Teradata executed a five-year interest rate swap with a $500 million initial notional amount to hedge the floating
interest rate on its term-loan. The fair value of these contracts and swaps are measured at the end of each interim
reporting period using observable inputs other than quoted prices, specifically market spot and forward exchange
rates. As such, these derivative instruments are classified within Level 2 of the valuation hierarchy. Fair value
of unrealized gains for open contracts are recorded in other assets and the fair value of unrealized losses are
recorded in other liabilities in the Company’s balance sheet. The fair value of foreign exchange forward contracts
recorded in other assets and other liabilities at December 31, 2019 and 2018 were not material. Realized gains
and losses from the Company’s fair value hedges net of corresponding gains or losses on the underlying
exposures were immaterial for years ended December 31, 2019, 2018 and 2017.
The Company’s assets and liabilities measured at fair value on a recurring basis and subject to fair value
disclosure requirements at December 31, 2019 and December 31, 2018 were as follows:
in millions
Assets
Total
Fair Value Measurements at Reporting Date Using
Quoted Prices
in Active
Markets
for Identical
Assets
(Level 1)
Significant
Other
Observable
Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Money market funds at December 31, 2019 $ 141
$246
Money market funds at December 31, 2018
Liabilities
Interest rate swap at December 31, 2019
Interest rate swap at December 31, 2018
$ 19
7
$
$141
$246
$
$
-
-
$ -
$ -
$19
$ 7
$-
$-
$-
$-
NOTE 12: Debt
In June 2018, Teradata replaced its existing five-year, $400 million revolving credit facility with a new $400
million revolving credit facility (the “Credit Facility”). The Credit Facility ends in June 2023, at which point any
remaining outstanding borrowings would be due for repayment unless extended by agreement of the parties
for up to two additional one-year periods. In addition, under the terms of the Credit Facility, Teradata from time
to time and subject to certain conditions may increase the lending commitments under the Credit Facility in an
aggregate principal amount up to an additional $200 million, to the extent that existing or new lenders agree to
provide such additional commitments. The outstanding principal amount of the Credit Facility bears interest at
a floating rate based upon, at Teradata’s option, a negotiated base rate or a Eurodollar rate plus, in each case,
a margin based on Teradata’s leverage ratio. In the near term, Teradata would anticipate choosing a floating
rate based on London Interbank Offered Rate (“LIBOR”). The Credit Facility is unsecured but is guaranteed
by certain of Teradata’s material domestic subsidiaries and contains certain representations and warranties,
conditions, affirmative, negative and financial covenants, and events of default customary for such facilities.
As of December 31, 2019 and 2018, the Company had no borrowings outstanding under the Credit Facility,
leaving $400 million in additional borrowing capacity available under the Credit Facility. Unamortized deferred
costs on the original credit facility and new lender fees of approximately $1 million were being amortized over
the five-year term of the credit facility. The Company was in compliance with all covenants as of December 31,
2019 and 2018.
Also, on June 2018, Teradata closed on a new senior unsecured $500 million five-year term loan, the proceeds
of which plus additional cash-on-hand were used to pay off the remaining $525 million of principal on its previous
term loan. The term loan is payable in quarterly installments, which commenced on June 30, 2019, with 1.25%
of the initial principal amount due on each of the first eight payment dates; 2.50% of the initial principal amount
due on each of the next four payment dates; 5.0% of the initial principal amount due on each of the next three
TERADATA 2019
48
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
payment dates; and all remaining principal due on June 11, 2023. The outstanding principal amount of the term
loan bears interest at a floating rate based upon a negotiated base rate or a Eurodollar rate plus, in each case,
a margin based on the leverage ratio of the Company. The term loan principal outstanding was $482 million
at December 31, 2019 and $500 million at December 31, 2018. As disclosed in Note 9, Teradata entered into
an interest rate swap to hedge the floating interest rate of the Term Loan. As a result of the swap, Teradata’s
fixed rate on the term loan equals 2.86% plus the applicable leverage-based margin as defined in the term loan
agreement. As of December 31, 2019 and 2018, the all-in fixed rate is 4.36%. Unamortized deferred issuance
costs of approximately $2 million were being amortized over the five-year term of the loan. The Company was in
compliance with all covenants as of December 31, 2019 and 2018.
Annual contractual maturities of outstanding principal on the term loan at December 31, 2019, are as follows:
in millions
2020
2021
2022
2023
Total
$ 25
44
88
325
$482
Teradata’s term loan is recognized on the Company’s balance sheet at its unpaid principal balance and is not
subject to fair value measurement. However, given that the loan carries a variable rate, the Company estimates
that the unpaid principal balance of the term loan would approximate its fair value. If measured at fair value in the
financial statements, the Company’s term loan would be classified as Level 2 in the fair value hierarchy.
NOTE 13: Leases
Lessee
The Company adopted ASU No. 2016-02, “Leases (Topic 842),” on January 1, 2019, which requires leases with
durations greater than twelve months to be recognized on the balance sheet. The Company adopted the standard
using the modified retrospective approach utilizing the optional transition method. Prior year financial statements
were not recast using this approach. The Company elected the package of practical expedients available
for expired or existing contracts, which allowed us to carryforward our historical assessments of (1) whether
contracts are or contain leases, (2) lease classification and (3) initial direct costs. Adoption of the new standard
resulted in the recording of additional net lease assets and lease liabilities of approximately $68 million and
$66 million, respectively, as of January 1, 2019. The standard did not materially impact our consolidated net
earnings or cash flows.
The Company leases property and equipment under finance and operating leases. The Company’s operating
leases consist of automobiles in certain countries and real estate, including office, storage and parking spaces.
The duration of these leases range from 2 to 10 years. The Company’s finance leases primarily consist of
equipment financed for the purpose of delivering services to our customers. For leases with terms greater than
12 months, the Company recorded the related asset and obligation at the present value of lease payments
over the term. Many of our leases include variable rental escalation clauses which are recognized when
incurred. Some of our leases also include renewal options and/or termination options that are factored into the
determination of lease payments and lease terms when it is reasonably certain that the Company will exercise
these options. Lease agreements do not contain any material residual value guarantees or material restrictive
covenants. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The Company
recognizes lease expense for these leases on a straight-line basis over the lease term. For real estate leases
beginning in 2019 and later, we account for lease components (e.g., fixed payments including rent, real estate
taxes and insurance costs) separately from the non-lease components (e.g., common-area maintenance costs).
For automobile leases we account for lease and non-lease components together.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
49
TERADATA 2019
When available, the Company uses the rate implicit in the lease to discount lease payments to present value.
However, real estate leases do not typically provide a readily determinable implicit rate. Therefore, the Company
must estimate the incremental borrowing rate to discount the lease payments based on information available at
lease commencement. The incremental borrowing rate used in the calculation of the lease liability is based on the
secured rate associated with financed lease obligations for each location of leased property.
The table below presents the lease-related assets and liabilities recorded on the balance sheet at December 31:
Assets
in millions, except weighted average calculations
Operating lease assets
Finance lease assets
Total lease assets
Liabilities
Current
Operating
Finance
Noncurrent
Operating
Finance
Total lease liabilities
Weighted-average remaining lease term
Operating leases
Finance leases
Weighted-average discount rate
Operating leases(1)
Finance leases
Classification on the Balance Sheet
2019
Right of use assets - operating lease, net
Property and equipment, net
Current portion of operating lease liability
Current portion of finance lease liability
Operating lease liability
Finance lease liability
$ 51
$141
$192
$ 20
55
38
75
$188
3.49 years
2.44 years
5.00%
4.58%
(1) Upon adoption of the new lease standard, discount rates used for existing leases were established based on the Company’s incremental
borrowing rate at January 1, 2019. For new leases entered after January 1, 2019, the discount rate was determined based on the Company’s
incremental borrowing rate at lease commencement.
Lessee Costs
The table below presents certain information related to the lease costs for finance and operating leases
recognized in the Company’s consolidated statements of (loss) income for the year ended December 31, 2019:
in millions
Finance lease cost
Depreciation of leased assets
Interest of lease liabilities
Operating lease cost
Sub-lease income from real estate properties owned and leased
Total lease cost
2019
$ 25
4
31
(6)
$ 54
TERADATA 2019
50
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Other Information
The table below presents supplemental cash flow information related to cash paid for amounts included in the
measurement of lease liabilities for the year ended December 31:
in millions
Operating cash flows for operating leases
Operating cash flows for finance leases
Financing cash flows for finance leases
Undiscounted Cash Flows
2019
$22
$ 4
$33
The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years
to the finance lease liabilities and operating lease liabilities recorded on the balance sheet at December 31, 2019:
in millions
2020
2021
2022
2023
2024
Thereafter
Total minimum lease payments
Less: amount of lease payments representing interest
Present value of future minimum lease payments
Less: current obligations under leases
Long-term lease obligations
Operating
Leases
$ 24
16
12
7
4
2
65
(7)
58
(20)
$ 38
Finance
Leases
$ 60
54
23
-
-
-
137
(7)
130
(55)
$ 75
The table below provides the undiscounted cash flows for the Company’s finance lease liabilities and operating
lease obligations as of December 31, 2018.
in millions
2019
2020
2021
2022
2023
Thereafter
Total minimum lease payments
Operating
Leases
$24
20
12
11
6
2
$75
Finance
Leases
$19
31
-
-
-
-
$50
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
51
TERADATA 2019
Lessor
The Company receives rental revenue for leasing hardware offerings to its customers. For our hardware rental
offering, the Company owns or leases the hardware and may or may not provide managed services. Leases
sometimes include options to renew but typically do not include lessee purchase options. The revenue for these
operating leases is generally recognized straight-line over the term of the contract and is included within the
recurring revenue caption on the consolidated statements of (loss) income. Equipment used for this revenue is
reported within Property and equipment, net on the consolidated balance sheet.
The following table includes rental revenue for the years ended December 31:
in millions
Rental revenue*
* Rental revenue includes hardware maintenance.
2019
$76
2018
$32
2017
$17
The following table includes estimated rental revenue expected to be recognized in the future based on executed
contracts at December 31, 2019:
In millions
2020
2021
2022
Total
Rental
Revenue
$ 80
75
52
$207
NOTE 14: Segment, Other Supplemental Information and Concentrations
Effective January 1, 2019, Teradata implemented an organizational change in which Teradata now manages its
business under three geographic regions, which are also the Company’s operating segments: (1) Americas region
(North America and Latin America); (2) EMEA region (Europe, Middle East and Africa) and (3) APAC region (Asia
Pacific and Japan). For purposes of discussing results by segment, management excludes the impact of certain
items, consistent with the manner by which management evaluates the performance of each segment. This
format is useful to investors because it allows analysis and comparability of operating trends. It also includes the
same information that is used by Teradata management to make decisions regarding the segments and to assess
financial performance. The chief operating decision maker, who is our Interim President and Chief Executive
Officer, evaluates the performance of the segments based on revenue and multiple profit measures, including
segment gross profit. For management reporting purposes assets are not allocated to the segments. Prior
periods have been restated to conform to the current year presentation.
The following table presents segment revenue and segment gross profit for the Company for the years ended
December 31:
in millions
Segment revenue
Americas
EMEA
APAC
Total revenue
2019
2018
2017
$1,057
492
350
1,899
$1,126
587
451
2,164
$1,195
567
394
2,156
TERADATA 2019
52
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
in millions
Segment gross profit
Americas
EMEA
APAC
Total segment gross profit
Stock-based compensation expense
Acquisition, integration and reorganization-related costs
Amortization of capitalized software costs
Total gross profit
Selling, general and administrative expenses
Research and development expenses
Total income from operations
2019
2018
2017
626
239
148
1,013
14
11
33
955
618
327
10
$
621
275
199
1,095
15
5
49
1,026
675
276
161
1,112
13
4
71
1,024
666
317
43
$
651
305
68
$
Prior period segment information has been reclassified to conform to the current period presentation. Certain
items, including amortization of certain capitalized software costs, were excluded from segment gross profit to
conform to the way the Company manages and reviews the results by segment.
The following table presents revenues by geographic area for the years ended December 31:
in millions
United States
Americas (excluding United States)
EMEA
APAC
Total revenue
2019
$ 953
104
492
350
$1,899
2018
$1,018
108
587
451
$2,164
2017
$1,089
106
567
394
$2,156
The following table presents property and equipment, net by geographic area at December 31:
in millions
United States
Americas (excluding United States)
EMEA
APAC
Property and equipment, net
2019
$261
19
36
34
$350
2018
$226
18
26
25
$295
Concentrations. No single customer accounts for more than 10% of the Company’s revenue. As of
December 31, 2019, the Company is not aware of any significant concentration of business transacted with
a particular customer that could, if suddenly eliminated, have a material adverse effect on the Company’s
operations. The Company’s hardware components are assembled exclusively by Flex. In addition, the Company
utilizes preferred supplier relationships to better ensure more consistent quality, cost, and delivery. There can be
no assurances that a disruption in production at Flex or at a supplier would not have a material adverse effect on
the Company’s operations. In addition, a significant change in the forecasts to any of these preferred suppliers
could result in purchase obligations or components that may be in excess of demand.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
53
TERADATA 2019
NOTE 15: Accumulated Other Comprehensive (Loss) Income
The following table provides information on changes in accumulated other comprehensive (loss) income, net of
tax (“AOCI”), for the years ended December 31:
in millions
Derivatives
Balance as of December 31, 2016
Other comprehensive (loss) income before
reclassifications
Amounts reclassified from AOCI
Net other comprehensive (loss) income
Balance as of December 31, 2017
Other comprehensive loss before reclassifications
Amounts reclassified from AOCI
Net other comprehensive loss
Balance as of December 31, 2018
Other comprehensive loss before reclassifications
Amounts reclassified from AOCI
Net other comprehensive loss
Balance as of December 31, 2019
$
$
-
-
-
-
-
(6)
-
(6)
$ (6)
(9)
-
(9)
$(15)
Defined
benefit
plans
$(35)
Foreign
currency
translation
adjustments
$(54)
(5)
4
(1)
$(36)
(13)
5
(8)
$(44)
(27)
6
(21)
$(65)
16
-
16
$(38)
(13)
-
(13)
$(51)
(10)
-
(10)
$(61)
Total
AOCI
$ (89)
11
4
15
$ (74)
(32)
5
(27)
$(101)
(46)
6
(40)
$(141)
The following table presents the impact and respective location of AOCI reclassifications in the Consolidated
Statements of Income for the years ended December 31:
AOCI Component
in millions
Other Expense
Tax portion
Total reclassifications
Location
Other Expense
Income tax benefit
Net (loss) income
2019
2018
2017
$(7)
1
$(6)
$ (6)
1
$ (5)
$(5)
1
$(4)
Further information on the Company’s defined benefit plans is included in Note 8.
NOTE 16: Reorganization and Business Transformation
In 2015, the Company announced a plan to realign Teradata’s business by reducing its cost structure and
focusing on the Company’s core data and analytics business. This business transformation included exiting the
marketing applications business, rationalizing costs, and modifying the Company’s go-to-market approach. No
costs were incurred related to this business transformation plan in 2019 and 2018. In 2017, the Company incurred
$26 million in costs under this plan.
In June 2018, the Company approved a plan to consolidate certain of its operations, including transitioning
its corporate headquarters to San Diego, California from its location in Dayton, Ohio. This plan, which is being
executed in connection with Teradata’s comprehensive business transformation from a data warehouse company
to a data analytics platform company, is intended to better align the Company’s skills and resources to effectively
pursue opportunities in the marketplace. The Company recognized costs of $23 million in 2018 and $14 million in
2019 for employee separation benefits, transition support, facilities lease related costs, outside service, legal and
other exit-related costs. The employee separation benefit costs are being expensed over the time period that the
employees have to work to earn them. As of December 31, 2019, the Company incurred costs and charges of
TERADATA 2019
54
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
approximately $37 million related to the plan. The majority of the costs were attributable to the Americas reporting
unit and recorded as selling, general and administrative expenses with no impact on our segment gross profit.
The Company expects the remainder of the actions to be completed by the first half of 2020.
Cash paid in 2018 related to the plan listed above was $11 million. The 2019 activity and the reserves related to
the plan are as follows:
in millions
Employee separation benefits costs related
to headquarter transition and business
transformation
Transition support and other exit related costs
for the headquarter transition and business
transformation
Total
Balance at
December 31,
2018
Expense
accruals
Cash
payments
Balance at
December 31,
2019
$11
1
$12
$ 5
3
$ 8
$ (15)
(4)
$(19)
$ 1
-
$ 1
In addition, the Company incurred $6 million of accelerated amortization in 2019 for right-of-use assets
associated with the lease on its prior corporate headquarters. The remaining lease liability is included in our
operating lease obligations as of December 31, 2019 and is not included in the table above.
NOTE 17: Quarterly Information (unaudited)
The following tables present certain unaudited quarterly financial information for fiscal 2019 and 2018. This
supplemental quarterly financial information reflects all normal recurring adjustments, in the opinion of
management, necessary to fairly state our results of operations for the periods presented when read in
conjunction with the accompanying Consolidated Financial Statements and related Notes.
in millions, except per share amounts
2019
Total revenues
Gross profit
Operating (loss) income
Net (loss) income
Net (loss) income per share:
Basic
Diluted
2018
Total revenues
Gross profit
Operating (loss) income
Net (loss) income
Net (loss) income per share:
Basic
Diluted
First
Second
Third
Fourth
$ 468
$ 224
$
(5)
$ (10)
$ 478
$ 236
10
$
(1)
$
$(0.09)
$(0.09)
$(0.01)
$(0.01)
$ 506
$ 223
(4)
$
(7)
$
$ 544
$ 250
10
$
4
$
$(0.06)
$(0.06)
$ 0.03
$ 0.03
$ 459
$ 247
$ 10
$ 10
$ 0.09
$ 0.09
$ 526
$ 264
$ 14
$ 18
$ 0.15
$ 0.15
$ 494
$ 248
$
(5)
$ (19)
$(0.17)
$(0.17)
$ 588
$ 289
23
$
15
$
$ 0.13
$ 0.13
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
55
TERADATA 2019
TOTAL RETURN TO SHAREHOLDERS
Teradata common stock trades on the New York Stock Exchange under the symbol “TDC.” There were
approximately 30,551 registered holders of Teradata common stock as of February 6, 2020.
The following graph compares the relative performance of Teradata stock, the Standard & Poor’s (“S&P”)
500 Stock Index and the S&P Information Technology Index. This graph covers the five-year period from
December 31, 2014 to December 31, 2019. In each case, assumes a $100 investment on December 31, 2014,
and reinvestment of all dividends, if any.
Comparison of 5 Year Cumulative Total Return
$300
$250
$200
$150
$100
$50
$0
4
1 / 1
2 / 3
1
5
1 / 1
2 / 3
1
6
1 / 1
2 / 3
1
7
1 / 1
2 / 3
1
8
1 / 1
2 / 3
1
9
1 / 1
2 / 3
1
Teradata Corporation
S&P 500 Index
S&P Information Technology Index
Company/Index
Teradata Corporation
S&P 500 Index
S&P Information Technology Index
As of December 31,
2014 2015 2016 2017 2018 2019
$100 $ 60 $ 62 $ 88 $ 88
$ 61
$100 $101 $114 $138 $132
$ 174
$100 $106 $121 $167 $167
$251
TERADATA 2019
56
TOTAL RETURN TO SHAREHOLDERS
SELECTED FINANCIAL DATA
in millions, except per share and employee amounts
Revenue(4)
Income (loss) from operations
Other (expense) income, net
Income tax expense (benefit)
Net (loss) income
Net (loss) income per common share
Basic
Diluted
Total assets
Debt and finance leases, including current portion
Total stockholders’ equity
Number of employees
For the Years Ended December 31
2017(1)
$ 2,156
68
$
(10)
$
125
$
(67)
$
2016(2)
$ 2,322
235
$
(14)
$
96
$
125
$
2018
2019
$ 2,164
$1,899
43
$
10
$
(16)
(23) $
$
(3)
$
7
$
30
(20) $
$
2015(3)
$ 2,530
$ (189)
$
45
70
$
$ (214)
$ (0.18) $ 0.25
$ (0.18) $ 0.25
$ (0.53)
$ (0.53)
$
$
0.96
0.95
$ (1.53)
$ (1.53)
At December 31
2019
$2,057
$ 612
$ 262
8,535
2018
$ 2,360
547
$
495
$
10,152
2017
$ 2,556
780
$
668
$
10,615
2016
$ 2,413
570
$
971
$
10,093
2015
$ 2,527
780
$
849
$
11,300
(1) Includes $126 million tax impact related to the Tax Cuts and Job Act of 2017.
(2) Includes $76 million ($70 million after-tax) for impairment of goodwill and acquired intangibles.
(3) Includes $478 million ($457 million after-tax) for impairment of goodwill and acquired intangibles.
(4) Periods prior to 2018 have not been adjusted under the modified retrospective adoption method of Topic 606.
SELECTED FINANCIAL DATA
57
TERADATA 2019
CORPORATE INFORMATION
Annual Meeting of Stockholders
Stockholders are invited to attend
Teradata’s Annual Meeting of
Stockholders at 8:00 a.m. local time
on Tuesday, May 5, 2020, to be held at:
InterContinental San Diego*
901 Bayfront Court
San Diego, CA 92101
* See the Proxy Statement for Teradata’s
2020 Annual Meeting of Stockholders filed
with the SEC for additional information.
Stockholder Account Inquiries
Information regarding “registered”
stockholder accounts is available
from Teradata’s stock transfer agent,
Computershare Shareholder Services,
at https://www-us.computershare.com/
investor or by contacting:
Teradata Corporation
c/o Computershare Shareholder Services
P.O. Box 505000
Louisville, KY 40233
E-mail: web.queries@computershare.com
Phone: 888-730-8825 (U.S.)
781-575-4592 (International)
TDD for the hearing impaired:
800-952-9245 (U.S.)
781-575-4592 (International)
Company Information
Information regarding Teradata’s filings
with the U.S. Securities and Exchange
Commission (“SEC”), annual report on
Form 10-K, quarterly reports, and other
financial information can be accessed
at www.teradata.com/investor, or
obtained without charge by contacting:
Teradata Investor Relations
17095 Via Del Campo
San Diego, CA 92127
Phone: 858-485-2088
E-mail: investor.relations@teradata.com
CEO and CFO Certifications
In 2019, the company’s CEO provided
the New York Stock Exchange (“NYSE”)
with the annual CEO certification
regarding Teradata’s compliance with
the NYSE’s corporate governance listing
standards. In addition, the company’s
CEO and CFO filed with the SEC all
required certifications regarding the
quality of Teradata’s public disclosures
in its fiscal 2019 periodic reports.
TERADATA 2019
58
CORPORATE INFORMATION
Board of Directors
Leadership
Victor L. Lund
Interim President and Chief
Executive Officer
Hillary H. Ashton
EVP, Product Management
Stephen A. Brobst
Chief Technology Officer
Scott A. Brown
Chief Revenue Officer
Mark A. Culhane
Chief Financial Officer
Kathleen R. Cullen-Cote
Chief Human Resources Officer
Martyn B. Etherington
Chief Marketing Officer
Daniel L. Harrington
Chief Services Officer
Laura K. Nyquist
General Counsel
Michael P. Gianoni
Chairman, Teradata Corporation
President and Chief Executive
Officer
Blackbaud, Inc.
Lisa R. Bacus
Retired EVP and
Chief Marketing Officer
Cigna Corporation
Timothy C.K. Chou
Former President
Oracle on Demand, a division of
Oracle Corporation
Daniel R. Fishback
Co-Chief Executive Officer and
Chairman of the Board
UserZoom Inc.
Cary T. Fu
Co-Founder and retired
Chairman and Chief Executive
Officer
Benchmark Electronics, Inc.
David E. Kepler
Retired Executive Vice President,
Chief Sustainability Officer, and
Chief Information Officer
The Dow Chemical Company
Victor L. Lund
Interim President and Chief
Executive Officer
Teradata Corporation
Kimberly K. Nelson
EVP and Chief Financial Officer
SPS Commerce, Inc.
Joanne B. Olsen
Former EVP, Cloud Services and
Support, Oracle Corporation
James M. Ringler
Former Chairman of the Board
Teradata Corporation
John G. Schwarz
Co-Founder and Chief
Executive Officer
Visier Inc.
William S. Stavropoulos
Chairman Emeritus
The Dow Chemical Company
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TERADATA CORPORATION
17095 Via Del Campo
San Diego, CA 92127
www.teradata.com
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