Document
false0000070866 0000070866 2019-11-07 2019-11-07


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

         
FORM 8-K
 

         
 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): November 7, 2019
 

        
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NCR CORPORATION
(Exact name of registrant as specified in its charter)
 

Commission File Number 001-00395  
Maryland
 
31-0387920
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer
Identification No.)
 
864 Spring Street NW
Atlanta, GA 30308
(Address of principal executive offices and zip code)
 
Registrant's telephone number, including area code: (937) 445-5000
 
N/A
(Former name or former address, if changed since last report)
 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.01 per share
NCR
New York Stock Exchange





Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).        Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o


Item 2.02.     Results of Operations and Financial Condition.
On November 7, 2019, the Company issued a press release setting forth its third quarter 2019 financial results and fiscal year 2019 financial outlook. A copy of the press release is attached hereto as Exhibit 99.1 and hereby incorporated by reference.
Item 7.01.     Regulation FD Disclosure.
On November 7, 2019, the Company will hold its previously announced conference call to discuss its third quarter 2019 results and fiscal year 2019 financial outlook. A copy of supplementary materials that will be referred to in the conference call, and which were posted to the Company’s website, is attached hereto as Exhibit 99.2.

Item 9.01.        Financial Statements and Exhibits.

(d)    Exhibits:

The following exhibits are attached with this current report on Form 8-K:

Exhibit No.
Description
99.1
Press Release issued by the Company, dated November 7, 2019
99.2
Supplemental materials, dated November 7, 2019
104
Cover Page Interactive Data File, formatted in iXBRL

            
                        
                    









Index to Exhibits
The following exhibits are attached with this current report on Form 8-K:

Exhibit No.            Description            
99.1                Press Release issued by the Company, dated November 7, 2019
99.2                Supplemental materials, dated November 7, 2019
104                Cover Page Interactive Data File, formatted in iXBRL


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
NCR Corporation
 
 
By:
 
/s/ Andre J. Fernandez
 
 
Andre J. Fernandez
 
 
Executive Vice President and Chief Financial Officer
Date: November 7, 2019






























- 3 -
Exhibit



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NEWS RELEASE


November 7, 2019         

NCR Announces Third Quarter 2019 Results

ATLANTA - NCR Corporation (NYSE: NCR) reported financial results today for the three months ended September 30, 2019. Third quarter and other recent highlights include:

Revenue of $1.78 billion, up 15% as reported and up 17% constant currency
Banking revenue up 18% as reported
Net income from continuing operations of $105 million; Adjusted EBITDA of $278 million
GAAP diluted EPS of $0.21; Non-GAAP diluted EPS of $0.73
Simplified capital structure with debt refinancing and retirement of Blackstone preferred shares
2019 revenue guidance raised; EPS and cash flow guidance reaffirmed

“The third quarter marked a continuation of our improved execution and we are increasing our revenue outlook for the full year,” said Michael Hayford, President and Chief Executive Officer. “Our results were driven by diversified revenue growth, including double digit gains across all of our business segments. During the quarter, we further advanced our strategic growth platforms and the initial customer reaction to our subscription offerings has been positive. At the same time, we took multiple strategic steps to simplify our capital structure and increase our financial flexibility. We entered the fourth quarter with momentum across our business and a clear commitment to executing our recurring revenue strategy and driving accelerated growth.”

In this release, we use certain non-GAAP measures, including presenting certain measures on a constant currency basis. These non-GAAP measures include "free cash flow" and others with the words “non-GAAP," or "constant currency" in their titles. These non-GAAP measures are listed, described, and reconciled to their most directly comparable GAAP measures under the heading "Non-GAAP Financial Measures" later in this release.









Third Quarter 2019 Operating Results

Revenue
Third quarter revenue of $1,783 million was up 15% year-over-year. Foreign currency fluctuations had an unfavorable impact on the revenue comparison of 2%. The following table shows revenue for the third quarter:
$ in millions
Q3 2019
 
Q3 2018
 
% Change
 
% Change Constant Currency
Banking
$
942

 
$
795

 
18
%
 
21
%
Retail
539

 
483

 
12
%
 
13
%
Hospitality
216

 
193

 
12
%
 
13
%
Other
86

 
79

 
9
%
 
10
%
 
Total Revenue
$
1,783

 
$
1,550

 
15
%
 
17
%
 
 
 
 
 
 
 
 
 
Software
$
512

 
$
480

 
7
%
 
7
%
Services
640

 
616

 
4
%
 
6
%
Hardware
631

 
454

 
39
%
 
42
%
 
ATM
368

 
237

 
55
%
 
60
%
 
SCO/POS
263

 
217

 
21
%
 
22
%
 
Total Revenue
$
1,783

 
$
1,550

 
15
%
 
17
%

Banking revenue increased 18% due to 55% growth in ATM hardware revenue driven by higher backlog conversion as well as growth in ATM-related software and services revenue. The revenue growth was mainly driven by strength in the Americas and Europe. Foreign currency fluctuations had an unfavorable impact of 3% on the revenue comparison.

Retail revenue increased 12% driven by growth in payments, self-checkout and services revenue. Foreign currency fluctuations had an unfavorable impact of 1% on the revenue comparison.

Hospitality revenue increased 12% driven by higher cloud, payments and point-of-sale revenue. Foreign currency fluctuations had an unfavorable impact of 1% on the revenue comparison.

Gross Margin
Third quarter gross margin of $507 million increased from $410 million in the prior year period. Gross margin rate was 28.4%, up from 26.5%. Third quarter gross margin (non-GAAP) of $513 million increased from $425 million in the prior year period. Gross margin rate (non-GAAP) was 28.8%, up from 27.4%. The increases in gross margin rate were due to growth in all segments primarily driven by improved hardware profitability.

Expenses
Third quarter operating expenses of $335 million increased from $285 million in the prior year period. Third quarter operating expenses (non-GAAP) of $311 million increased from $264 million in the prior year period. The increases in operating expenses were primarily due to higher employee-related and real estate costs.

Operating Income
Third quarter income from operations of $172 million increased from income from operations of $125 million in the prior year period. Third quarter operating income (non-GAAP) of $202 million increased from $161 million in the prior year period.

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Other (Expense)
Third quarter other (expense) of $64 million increased from $53 million in the prior year period. Third quarter other (expense) includes a $6 million non-cash charge related to debt refinancing transactions completed in the current quarter. Third quarter other (expense) (non-GAAP) of $58 million increased from $53 million in the prior year period. The increases were due to higher interest expense.

Income Tax Expense (Benefit)
Third quarter income tax expense of $4 million increased from income tax benefit of $15 million in the prior year period. The third quarter effective income tax rate was 4% compared to (21)% in the prior year period. The change in the third quarter income tax was driven by lower discrete benefits in the current year.  The three months ended September 30, 2018 included discrete benefits related to the impact of U.S. tax reform and tax restructuring transactions, whereas, the three months ended September 30, 2019, mainly included the release of a $25 million valuation allowance.

Third quarter income tax expense (non-GAAP) of $34 million increased from $20 million in the prior year period. The third quarter effective income tax rate (non-GAAP) was 24% compared to 19% in the prior year period. The increase in income tax expense (non-GAAP) was primarily due to higher income before taxes in the quarter as well as the impact of the tax restructuring transactions in the prior year.

Net Income from Continuing Operations Attributable to NCR
Third quarter net income from continuing operations attributable to NCR of $105 million increased from net income from continuing operations of $85 million in the prior year period. Third quarter net income from continuing operations attributable to NCR (non-GAAP) of $111 million increased from $86 million in the prior year period.

Cash Flow
Third quarter cash provided by operating activities of $155 million increased from cash provided by operating activities of $68 million in the prior year period. Free cash flow was $57 million in the third quarter of 2019 as compared to free cash use of $22 million in the third quarter of 2018 driven by increased earnings and improvements in working capital.

Restructuring and Transformation Initiatives
Our previously announced transformation and restructuring initiatives continue to progress. We are executing our spend optimization program to drive cost savings through operational efficiencies to generate at least $100 million of savings in 2019. This initiative will create efficiencies in our corporate functions, reduce spend in the non-strategic areas and limit discretionary spending. The benefits generated from the spend optimization program will largely offset higher real estate and people costs incurred in 2019. We incurred a pre-tax charge of $47 million in the first three quarters of 2019 with a cash impact of $36 million. In 2019, for all initiatives, we expect to incur a pre-tax charge of $60 million and a cash impact of $70 million to $80 million.

Full Year 2019 Outlook

We are raising our 2019 revenue guidance and reaffirming our 2019 earnings and cash flow guidance. Our revenue growth is now expected to be approximately 5% to 6% (previous guidance 3% to 4%). Our non-GAAP diluted earnings per share guidance remains $2.75 to $2.85. Non-GAAP diluted earnings per share guidance assumes an effective tax rate of 23% to 24% for 2019 compared to 19% in 2018. Our adjusted earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA) remains $1.04 billion to $1.08 billion. Additionally, we expect cash flow from operations to be $705 million to $730 million and free cash flow to be $300 million to $350 million.

With respect to our non-GAAP diluted earnings per share and Adjusted EBITDA guidance, we are no longer providing a reconciliation to the respective GAAP measures because we are unable to predict with reasonable certainty the reconciling items that may affect GAAP net income from continuing operations and GAAP earnings per share without unreasonable effort. The reconciling items are primarily the future impact of special tax items, capital structure transactions, restructuring, pension mark-to-market transactions, acquisitions or divestitures, or other events. These reconciling items are uncertain, depend on various factors and could significantly impact, either individually or in the

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aggregate, the GAAP measures. Refer to the heading "Non-GAAP Financial Measures" for additional information regarding our use of non-GAAP financial measures.


2019 Third Quarter Earnings Conference Call

A conference call is scheduled for today at 4:30 p.m. (ET) to discuss the third quarter 2019 results and guidance for full year 2019. Access to the conference call and accompanying slides, as well as a replay of the call, are available on NCR's web site at http://investor.ncr.com/. Additionally, the live call can be accessed by dialing 888-820-9413 (United States/Canada Toll-free) or 786-460-7169 (International Toll) and entering the participant passcode 6653836.

More information on NCR’s Q3 2019 earnings, including additional financial information and analysis, is available on NCR’s Investor Relations website at http://investor.ncr.com/.
 
About NCR Corporation

NCR Corporation (NYSE: NCR) is a leading software- and services-led enterprise provider in the financial, retail, hospitality, telecom and technology industries. NCR is headquartered in Atlanta, Ga., with 34,000 employees and does business in 180 countries. NCR is a trademark of NCR Corporation in the United States and other countries.

Website: www.ncr.com
Twitter: @NCRCorporation
Facebook: www.facebook.com/ncrcorp
LinkedIn: https://www.linkedin.com/company/ncr-corporation
YouTube: www.youtube.com/user/ncrcorporation

News Media Contact
Scott Sykes
NCR Corporation
212.589.8428
scott.sykes@ncr.com

Investor Contact
Michael Nelson
NCR Corporation
678.808.6995
michael.nelson@ncr.com

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Note to Investors This release contains forward-looking statements. Forward-looking statements use words such as “expect,” “anticipate,” “outlook,” “intend,” “plan,” “believe,” “will,” “should,” “would,” “could,” and words of similar meaning. Statements that describe or relate to NCR’s plans, goals, intentions, strategies, or financial outlook, and statements that do not relate to historical or current fact, are examples of forward-looking statements. The forward-looking statements in this release include statements about
NCR’s financial guidance and outlook (including the section entitled “Full Year 2019 Outlook” and the table entitled "Reconciliation of Net Cash Provided by Operating Activities (GAAP) to Free Cash Flow (non-GAAP))”; execution of NCR's recurring revenue strategy and accelerated growth; NCR’s focus on strategic growth platforms; expected results and impact of its spend optimization program in 2019; NCR’s expected areas of focus to drive growth and create long-term stockholder value; NCR’s expected free cash flow generation and capital allocation strategy; earnings per share; the effective tax rate in 2019; and the expected impact of NCR's previously announced restructuring and transformation activities, including expected pre-tax charges. Forward-looking statements are based on our current beliefs, expectations and assumptions, which may not prove to be accurate, and involve a number of known and unknown risks and uncertainties, many of which are out of NCR’s control. Forward-looking statements are not guarantees of future performance, and there are a number of important factors that could cause actual outcomes and results to differ materially from the results contemplated by such forward-looking statements, including those factors relating to: the strength of demand and pricing for ATMs and other financial services hardware and its effect on the results of our businesses and reportable segments; our ability to generate accurate forecasts of product demand and to engage third-party suppliers appropriately to meet that demand, including the on-boarding of new or additional suppliers; domestic and global economic and credit conditions including, in particular, those resulting from the imposition or threat of protectionist trade policies or import or export tariffs, global and regional market conditions and spending trends in the financial services and retail industries, new comprehensive U.S. tax legislation, modified or new global or regional trade agreements, the determination by the United Kingdom to exit the European Union, uncertainty over further potential changes in Eurozone participation and fluctuations in oil and commodity prices; the impact of our indebtedness and its terms on our financial and operating activities; the transformation of our business model and our ability to sell higher-margin software and services; the possibility of disruptions in or problems with our data center hosting facilities; cybersecurity risks and compliance with data privacy and protection requirements; our ability to successfully introduce new solutions and compete in the information technology industry; our ability to improve execution in our sales and services organizations; defects or errors in our products; manufacturing disruptions, including those caused by or related to outsourced manufacturing; collectability difficulties in subcontracting relationships in Emerging Industries; the historical seasonality of our sales; foreign currency fluctuations; the availability and success of acquisitions, divestitures and alliances; our pension strategy and underfunded pension obligation; the success of our restructuring plans and cost reduction initiatives, including those in our Hardware segment; tax rates; reliance on third party suppliers; development and protection of intellectual property; workforce turnover and the ability to attract and retain skilled employees; uncertainties or delays associated with the transition of key business leaders; environmental exposures from our historical and ongoing manufacturing activities; and uncertainties with regard to regulations, lawsuits, claims and other matters across various jurisdictions. Additional information concerning these and other factors can be found in the Company’s filings with the U.S. Securities and Exchange Commission, including the Company’s most recent annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8- K. Any forward-looking statement speaks only as of the date on which it is made. The Company does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.


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Non-GAAP Financial Measures

Non-GAAP Financial Measures. While NCR reports its results in accordance with Generally Accepted Accounting Principles in the United States, or GAAP, in this release NCR also uses the non-GAAP measures listed and described below.

Non-GAAP Diluted Earnings Per Share (EPS), Gross Margin (non-GAAP), Gross Margin Rate (non-GAAP), Operating Expenses (non-GAAP), Operating Income (non-GAAP), Operating Margin Rate (non-GAAP), Other (Expense) (non-GAAP), Income Tax Expense (non-GAAP), Effective Income Tax Rate (non-GAAP), and Net Income from Continuing Operations Attributable to NCR (non-GAAP). NCR’s non-GAAP diluted EPS, gross margin (non-GAAP), gross margin rate (non-GAAP), operating expenses (non-GAAP), operating income (non-GAAP), operating margin rate (non-GAAP), other (expense) (non-GAAP), income tax expense (non-GAAP), effective income tax rate (non-GAAP), and net income from continuing operations attributable to NCR (non-GAAP) are determined by excluding, as applicable, pension mark-to-market adjustments, pension settlements, pension curtailments and pension special termination benefits and other special items, including amortization of acquisition related intangibles, from NCR’s GAAP earnings per share, gross margin, gross margin rate, expenses, income from operations, operating margin rate, other (expense), income tax expense, effective income tax rate and net income from continuing operations attributable to NCR, respectively. Due to the non-operational nature of these pension and other special items, NCR's management uses these non-GAAP measures to evaluate year-over-year operating performance. NCR also uses operating income (non-GAAP) and diluted EPS (non-GAAP), to manage and determine the effectiveness of its business managers and as a basis for incentive compensation. NCR believes these measures are useful for investors because they provide a more complete understanding of NCR's underlying operational performance, as well as consistency and comparability with NCR's past reports of financial results.

Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (Adjusted EBITDA) NCR believes that Adjusted EBITDA (adjusted earnings before interest, taxes, depreciation and amortization) provides useful information to investors because it is an indicator of the strength and performance of the Company's ongoing business operations, including its ability to fund discretionary spending such as capital expenditures, strategic acquisitions and other investments. NCR determines Adjusted EBITDA for a given period based on its GAAP net income from continuing operations attributable to NCR plus interest expense, net; plus income tax expense (benefit); plus depreciation and amortization; plus other income (expense); plus pension mark-to-market adjustments, pension settlements, pension curtailments and pension special termination benefits and other special items, including amortization of acquisition related intangibles.

Free Cash Flow. NCR defines free cash flow as net cash provided by/used in operating activities and cash flow provided by/used in discontinued operations less capital expenditures for property, plant and equipment, additions to capitalized software, discretionary pension contributions and pension settlements. NCR's management uses free cash flow to assess the financial performance of the Company and believes it is useful for investors because it relates the operating cash flow of the Company to the capital that is spent to continue and improve business operations. In particular, free cash flow indicates the amount of cash generated after capital expenditures, which can be used for, among other things, investment in the Company's existing businesses, strategic acquisitions, strengthening the Company's balance sheet, repurchase of Company stock and repayment of the Company's debt obligations. Free cash flow does not represent the residual cash flow available for discretionary expenditures since there may be other nondiscretionary expenditures that are not deducted from the measure. Free cash flow does not have uniform definitions under GAAP and, therefore, NCR's definitions may differ from other companies' definitions of these measures.

Constant Currency. NCR presents certain financial measures, such as period-over-period revenue growth, on a constant currency basis, which excludes the effects of foreign currency translation by translating prior period results at current period monthly average exchange rates. Due to the overall variability of foreign exchange rates from period to period, NCR’s management uses constant currency measures to evaluate period-over-period operating performance on a more consistent and comparable basis. NCR’s management believes that presentation of financial measures without this result is more representative of the company's period-over-period operating performance, and provides additional insight into historical and/or future performance, which may be helpful for investors.

NCR's definitions and calculations of these non-GAAP measures may differ from similarly-titled measures reported by other companies and cannot, therefore, be compared with similarly-titled measures of other companies. These non-GAAP measures should not be considered as substitutes for, or superior to, results determined in accordance with GAAP. These non-GAAP measures are reconciled to their most directly comparable GAAP measures in the tables below, except for non-GAAP diluted earnings per share and Adjusted EBITDA guidance as noted under the 'Full Year 2019 Outlook' heading above.


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Reconciliation of Gross Margin (GAAP) to Gross Margin (non-GAAP)
$ in millions
Q3 2019
 
Q3 2018
Gross Margin (GAAP)
$
507

 
$
410

Transformation and restructuring costs
1

 
9

Acquisition-related amortization of intangibles
5

 
6

Gross Margin (Non-GAAP)
$
513

 
$
425


Reconciliation of Gross Margin Rate (GAAP) to Gross Margin Rate (non-GAAP)

 
Q3 2019
 
Q3 2018
Gross Margin Rate (GAAP)
28.4
%
 
26.5
%
Transformation and restructuring costs
0.1
%
 
0.5
%
Acquisition-related amortization of intangibles
0.3
%
 
0.4
%
Gross Margin Rate (Non-GAAP)
28.8
%
 
27.4
%

Reconciliation of Operating Expenses (GAAP) to Operating Expenses (non-GAAP)
$ in millions
Q3 2019
 
Q3 2018
Operating Expenses (GAAP)
$
335

 
$
285

Transformation and restructuring costs
(6
)
 
(7
)
Acquisition-related amortization of intangibles
(17
)
 
(14
)
Acquisition-related costs
(1
)
 

Operating Expenses (Non-GAAP)
$
311

 
$
264


Reconciliation of Income from Operations (GAAP) to Operating Income (non-GAAP)
$ in millions
Q3 2019
 
Q3 2018
Income (Loss) from Operations (GAAP)
$
172

 
$
125

Transformation and restructuring costs
7

 
16

Acquisition-related amortization of intangibles
22

 
20

Acquisition-related costs
1

 

Operating Income (Non-GAAP)
$
202

 
$
161


Reconciliation of Other (Expense) (GAAP) to Other (Expense) (non-GAAP)
$ in millions
Q3 2019
 
Q3 2018
Income (Loss) from Operations (GAAP)
$
(64
)
 
$
(53
)
Debt Refinancing
6

 

Operating Income (Non-GAAP)
$
(58
)
 
$
(53
)


Reconciliation of Income Tax (Benefit) Expense (GAAP) to Income Tax Expense (non-GAAP)
$ in millions
Q3 2019
 
Q3 2018
Income Tax (Benefit) Expense (GAAP)
$
4

 
$
(15
)
Transformation and restructuring costs
2

 
(8
)
Acquisition-related amortization of intangibles
4

 
5

Acquisition-related costs
(2
)
 

Impact of U.S. tax reform

 
38

Debt Refinancing
1

 

Valuation Allowance Release
25

 

Income Tax Expense (Non-GAAP)
$
34

 
$
20


7




Reconciliation of Net Income from Continuing Operations Attributable to NCR (GAAP) to
Net Income from Continuing Operations Attributable to NCR (non-GAAP)
$ in millions
Q3 2019
 
Q3 2018
Net Income (Loss) from Continuing Operations Attributable to NCR (GAAP)
$
105

 
$
85

Transformation and restructuring costs
5

 
24

Acquisition-related amortization of intangibles
18

 
15

Acquisition-related costs
3

 

Impact of U.S. tax reform

 
(38
)
Debt Refinancing
5

 

Valuation Allowance Release
(25
)
 

Net Income from Continuing Operations Attributable to NCR (Non-GAAP)
$
111

 
$
86


Reconciliation of Diluted Earnings Per Share from Continuing Operations (GAAP) to
Non-GAAP Diluted Earnings Per Share from Continuing Operations (non-GAAP)

Q3 2019 Actual

Q3 2018 Actual
Diluted Earnings Per Share (GAAP) (1)
$
0.21


$
0.57

Transformation & restructuring costs
0.03


0.16

Goodwill & long-lived asset impairment charges

 

Acquisition-related amortization of intangibles
0.12

 
0.10

Acquisition-related costs
0.02



Impact of U.S. tax reform

 
(0.25
)
Debt Refinancing
0.03

 

Valuation Allowance Release
(0.17
)
 

Diluted Earnings Per Share (non-GAAP) (1)
$
0.73


$
0.58


(1)  
Non-GAAP diluted EPS is determined using the conversion of the Series A Convertible Preferred Stock into common stock in the calculation of weighted average diluted shares outstanding. GAAP EPS is determined using the most dilutive measure, either including the impact of dividends or deemed dividends on the Company's Series A Convertible Preferred Stock in the calculation of net income or loss available to common stockholders or including the impact of the conversion of the Series A Convertible Preferred Stock into common stock in the calculation of the weighted average diluted shares outstanding. Therefore, GAAP diluted EPS and non-GAAP diluted EPS may not mathematically reconcile.

Reconciliation of Net Income from Continuing Operations Attributable to NCR (GAAP) to Earnings Before Interest, Depreciation, Taxes and Amortization (Adjusted EBITDA)
$ in millions
Q3 2019 Actual
Net Income from Continuing Operations Attributable to NCR (GAAP)
$
105

Transformation and restructuring costs
7

Acquisition-related amortization of intangibles
22

Acquisition-related costs
1

Interest, net
52

Taxes
4

Depreciation & Amortization (excluding acquisition-related amortization of intangibles)
59

Stock Compensation
28

Adjusted EBITDA (Non-GAAP)
$
278



8



Reconciliation of Net Cash Provided by Operating Activities (GAAP) to Free Cash Flow (non-GAAP)
$ in millions
Q3 2019 QTD
 
Q3 2018 QTD
 
2019 Guidance
Net cash used by operating activities
$
155

 
$
68

 
$705 - $730

Total capital expenditures
(82
)
 
(78
)
 
(350) - (375)

Net cash used in discontinued operations
(16
)
 
(12
)
 
(30
)
Free cash flow
$
57

 
$
(22
)
 
$300 - $350




Reconciliation of Revenue Growth % (GAAP) to
Revenue Growth Constant Currency % (non-GAAP)
 
Three months ended September 30, 2019

Revenue Growth % (GAAP)
 
Favorable (unfavorable) FX impact
 
Revenue Growth Constant Currency %
(non-GAAP)
Banking
18%
 
(3)%
 
21%
Retail
12%
 
(1)%
 
13%
Hospitality
12%
 
(1)%
 
13%
Other
9%
 
(1)%
 
10%
Total Revenue
15%
 
(2)%
 
17%

 
Three months ended September 30, 2019
 
Revenue Growth % (GAAP)
 
Favorable (unfavorable) FX impact
 
Revenue Growth Adjusted Constant Currency %
(non-GAAP)
Software
7%
 
—%
 
7%
Services
4%
 
(2)%
 
6%
Hardware
39%
 
(3)%
 
42%
      ATM
55%
 
(5)%
 
60%
     SCO/POS
21%
 
(1)%
 
22%
Total Revenue
15%
 
(2)%
 
17%




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NCR CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in millions, except per share amounts)
Schedule A
 
For the Periods Ended September 30
 
Three Months
 
Nine Months
 
2019
 
2018
 
2019
 
2018
Revenue
 
 
 
 
 
 
 
Products
$
712

 
$
534

 
$
1,915

 
$
1,585

Services
1,071

 
1,016

 
3,114

 
3,019

Total Revenue
1,783

 
1,550

 
5,029

 
4,604

Cost of products
555

 
473

 
1,547

 
1,344

Cost of services
721

 
667

 
2,093

 
2,027

Total gross margin
507

 
410

 
1,389

 
1,233

% of Revenue
28.4
%
 
26.5
%
 
27.6
%
 
26.8
 %
Selling, general and administrative expenses
271

 
226

 
775

 
732

Research and development expenses
64

 
59

 
185

 
190

Asset impairment charges

 

 

 
183

Income (loss) from operations
172

 
125

 
429

 
128

% of Revenue
9.6
%
 
8.1
%
 
8.5
%
 
2.8
 %
Interest expense
(53
)
 
(43
)
 
(143
)
 
(125
)
Other expense, net
(11
)
 
(10
)
 
(28
)
 
(24
)
Total other expense, net
(64
)
 
(53
)
 
(171
)
 
(149
)
Income (loss) from continuing operations before income taxes
108

 
72

 
258

 
(21
)
% of Revenue
6.1
%
 
4.6
%
 
5.1
%
 
(0.5
)%
Income tax expense (benefit)
4

 
(15
)
 
28

 
(20
)
Income (loss) from continuing operations
104

 
87

 
230

 
(1
)
Loss from discontinued operations, net of tax
(15
)
 
(1
)
 
(15
)
 
(38
)
Net income (loss)
89

 
86

 
215

 
(39
)
Net income (loss) attributable to noncontrolling interests
(1
)
 
2

 

 
2

Net income (loss) attributable to NCR
$
90

 
$
84

 
$
215

 
$
(41
)
Amounts attributable to NCR common stockholders:
 
 
 
 
 
 
 
Income (loss) from continuing operations
$
105

 
$
85

 
$
230

 
$
(3
)
Dividends on convertible preferred stock
(79
)
 
(12
)
 
(104
)
 
(36
)
Income (loss) from continuing operations attributable to NCR common stockholders
26

 
73

 
126

 
(39
)
Loss from discontinued operations, net of tax
(15
)
 
(1
)
 
(15
)
 
(38
)
Net income (loss) attributable to NCR common stockholders
$
11

 
$
72

 
$
111

 
$
(77
)
Income (loss) per share attributable to NCR common stockholders:
 
 
 
 
 
 
 
Income (loss) per common share from continuing operations
 
 
 
 
 
 
 
Basic
$
0.21

 
$
0.62

 
$
1.05

 
$
(0.33
)
Diluted (1)
$
0.21

 
$
0.57

 
$
1.03

 
$
(0.33
)
Net income (loss) per common share
 
 
 
 
 
 
 
Basic
$
0.09

 
$
0.61

 
$
0.92

 
$
(0.65
)
Diluted (1)
$
0.09

 
$
0.56

 
$
0.90

 
$
(0.65
)
Weighted average common shares outstanding
 
 
 
 
 
 
 
Basic
121.4

 
118.0

 
120.3

 
118.4

Diluted (1)
123.4

 
149.3

 
122.7

 
118.4


(1) Diluted EPS is determined using the most dilutive measure, either including the impact of the dividends and deemed dividends on NCR's Series A Convertible Preferred Shares in the calculation of net income or loss per common share from continuing operations and net income or loss per common share or including the impact of the conversion of such preferred stock into common stock in the calculation of the weighted average diluted shares outstanding.


10





http://api.tenkwizard.com/cgi/image?quest=1&rid=23&ipage=13188508&doc=10
NCR CORPORATION
REVENUE AND OPERATING INCOME SUMMARY
(Unaudited)
(in millions)
Schedule B


11



 
For the Periods Ended September 30
 
Three Months
 
Nine Months
 
2019
 
2018
 
% Change
 
% Change Constant Currency
 
2019
 
2018
 
% Change
 
% Change Constant Currency
Revenue by segment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Banking
$
942

 
$
795

 
18%
 
21%
 
$
2,568

 
$
2,241

 
15%
 
18%
Retail
539

 
483

 
12%
 
13%
 
1,608

 
1,541

 
4%
 
6%
Hospitality
216

 
193

 
12%
 
13%
 
611

 
595

 
3%
 
4%
Other
86

 
79

 
9%
 
10%
 
242

 
227

 
7%
 
9%
Total Revenue
$
1,783

 
$
1,550

 
15%
 
17%
 
$
5,029

 
$
4,604

 
9%
 
12%
Operating income by segment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Banking
$
146

 
$
102

 
 
 
 
 
$
370

 
$
280

 
 
 
 
Banking operating income margin %
15.5
%
 
12.8
%
 
 
 
 
 
14.4
%
 
12.5
%
 
 
 
 
Retail
36

 
29

 
 
 
 
 
102

 
105

 
 
 
 
Retail operating income margin %
6.7
%
 
6.0
%
 
 
 
 
 
6.3
%
 
6.8
%
 
 
 
 
Hospitality
10

 
15

 
 
 
 
 
39

 
53

 
 
 
 
Hospitality operating income margin %
4.6
%
 
7.8
%
 
 
 
 
 
6.4
%
 
8.9
%
 
 
 
 
Other
10

 
15

 
 
 
 
 
30

 
36

 
 
 
 
All Other operating income margin %
11.6
%
 
19.0
%
 
 
 
 
 
12.4
%
 
15.9
%
 
 
 
 
Subtotal-segment operating income
$
202

 
$
161

 
 
 
 
 
$
541

 
$
474

 
 
 
 
        Total Revenue operating income margin %
11.3
%
 
10.4
%
 
 
 
 
 
10.8
%
 
10.3
%
 
 
 
 
Other adjustments (1)
30

 
36

 
 
 
 
 
112

 
346

 
 
 
 
Total income from operations
$
172

 
$
125

 
 
 
 
 
$
429

 
$
128

 
 
 
 

(1) 
The following table presents the other adjustments for NCR:

12



 
For the Periods Ended September 30
 
Three Months
 
Nine Months
In millions
2019
 
2018
 
2019
 
2018
Transformation and restructuring costs
$
7

 
$
16

 
$
47

 
$
98

Asset impairment charges

 

 

 
183

Acquisition-related amortization of intangible assets
22

 
20

 
64

 
64

Acquisition-related costs
1

 

 
1

 
1

Total other adjustments
$
30

 
$
36

 
$
112

 
$
346



13



http://api.tenkwizard.com/cgi/image?quest=1&rid=23&ipage=13188508&doc=10
NCR CORPORATION
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(in millions, except per share amounts)
Schedule C
 
September 30,
2019
 
June 30, 2019
 
December 31, 2018
Assets
 
 
 
 
 
Current assets
 
 
 
 
 
Cash and cash equivalents
$
388

 
$
335

 
$
464

Accounts receivable, net
1,487

 
1,430

 
1,356

Inventories
865

 
868

 
806

Other current assets
416

 
402

 
397

Total current assets
3,156

 
3,035

 
3,023

Property, plant and equipment, net
382

 
372

 
359

Goodwill
2,754

 
2,707

 
2,692

Intangibles, net
549

 
553

 
595

Operating lease assets
397

 
414

 

Prepaid pension cost
153

 
151

 
140

Deferred income taxes
488

 
468

 
448

Other assets
572

 
522

 
504

Total assets
$
8,451

 
$
8,222

 
$
7,761

Liabilities and stockholders’ equity
 
 
 
 
 
Current liabilities
 
 
 
 
 
Short-term borrowings
$
208

 
$
198

 
$
185

Accounts payable
800

 
769

 
897

Payroll and benefits liabilities
260

 
235

 
238

Contract liabilities
513

 
546

 
461

Other current liabilities
565

 
555

 
501

Total current liabilities
2,346

 
2,303

 
2,282

Long-term debt
3,422

 
2,918

 
2,980

Pension and indemnity plan liabilities
763

 
767

 
759

Postretirement and postemployment benefits liabilities
121

 
120

 
118

Income tax accruals
95

 
94

 
91

Operating lease liabilities
378

 
389

 

Other liabilities
195

 
186

 
259

Total liabilities
7,320

 
6,777

 
6,489

Redeemable noncontrolling interests
11

 
14

 
14

Series A convertible preferred stock: par value $0.01 per share, 3.0 shares authorized, 0.4, 0.9 and 0.9 shares issued and outstanding as of September 30, 2019, June 30, 2019 and December 31, 2018, respectively; redemption amount and liquidation preference of $394, $895 and $871 as of September 30, 2019, June 30, 2019 and December 31, 2018, respectively
389

 
884

 
859

Stockholders' equity
 
 

 
 
NCR stockholders' equity:
 
 

 
 
Preferred stock: par value $0.01 per share, 100.0 shares authorized, no shares issued and outstanding as of September 30, 2019, June 30, 2019 and December 31, 2018, respectively

 

 

Common stock: par value $0.01 per share, 500.0 shares authorized, 127.4, 120.3 and 118.7 shares issued and outstanding as of September 30, 2019, June 30, 2019 and December 31, 2018, respectively
1

 
1

 
1

Paid-in capital
269

 
76

 
34

Retained earnings
717

 
706

 
606

Accumulated other comprehensive loss
(261
)
 
(241
)
 
(246
)
Total NCR stockholders' equity
726

 
542

 
395

Noncontrolling interests in subsidiaries
5

 
5

 
4

Total stockholders' equity
731

 
547

 
399

Total liabilities and stockholders' equity
$
8,451

 
$
8,222

 
$
7,761


14



http://api.tenkwizard.com/cgi/image?quest=1&rid=23&ipage=13188508&doc=10
NCR CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in millions)
Schedule D
 
For the Periods Ended September 30
 
Three Months

Nine Months
 
2019
 
2018
 
2019
 
2018
Operating activities
 
 
 
 
 
 
 
Net income
$
89

 
$
86

 
$
215

 
$
(39
)
Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
 
 
 
 
Loss from discontinued operations
15

 
1

 
15

 
38

Depreciation and amortization
89

 
78

 
249

 
249

Stock-based compensation expense
28

 
15

 
76

 
55

Deferred income taxes
(18
)
 
(16
)
 
(35
)
 
(15
)
Gain on sale of property, plant and equipment

 
(2
)
 
(6
)
 
(2
)
Impairment of long-lived and other assets

 

 

 
193

Changes in assets and liabilities:
 
 
 
 
 
 
 
Receivables
(83
)
 
(61
)
 
(154
)
 
(102
)
Inventories
(14
)
 
(94
)
 
(78
)
 
(182
)
Current payables and accrued expenses
76

 
88

 
(68
)
 
31

Contract liabilities
(39
)
 
(36
)
 
37

 
(36
)
Employee benefit plans
(4
)
 
(10
)
 
(13
)
 
(18
)
Other assets and liabilities
16

 
19

 
(12
)
 
(9
)
Net cash provided by operating activities
155

 
68

 
226

 
163

Investing activities
 
 
 
 
 
 
 
Expenditures for property, plant and equipment
(18
)
 
(34
)
 
(53
)
 
(104
)
Proceeds from sales of property, plant and equipment

 
3

 
11

 
3

Additions to capitalized software
(64
)
 
(44
)
 
(167
)
 
(130
)
Business acquisitions, net
(74
)
 

 
(86
)
 

Net change in funds held for clients

(2
)
 

 
(2
)
 

Other investing activities, net

 
(1
)
 
5

 
(4
)
Net cash used in investing activities
(158
)
 
(76
)
 
(292
)
 
(235
)
Financing activities
 
 
 
 
 
 
 
Short term borrowings, net

 
5

 
4

 
7

Payments on term credit facilities
(720
)
 
(17
)
 
(759
)
 
(51
)
Payments on revolving credit facilities
(1,165
)
 
(420
)
 
(2,079
)
 
(1,433
)
Borrowings on revolving credit facilities
1,562

 
445

 
2,459

 
1,608

Payments of senior unsecured notes
(500
)
 

 
(500
)
 

Borrowings on term credit facility
350

 

 
350

 

Proceeds from issuance of senior unsecured notes

1,000

 

 
1,000

 

Debt issuance costs
(28
)
 

 
(28
)
 

Repurchase of Series A Preferred Stock
(302
)
 

 
(302
)
 

Repurchases of Common Stock
(96
)
 

 
(96
)
 
(210
)
Proceeds from employee stock plans
2

 
5

 
12

 
16

Tax withholding payments on behalf of employees
(13
)
 
(1
)
 
(29
)
 
(30
)
Net change in client funds obligations
2

 

 
2

 

Other financing activities
(1
)
 

 
(1
)
 

Net cash used in financing activities
91

 
17

 
33

 
(93
)
Cash flows from discontinued operations


 

 

 

Net cash used in discontinued operations
(16
)
 
(12
)
 
(27
)
 
(23
)
Effect of exchange rate changes on cash and cash equivalents
(8
)
 
(4
)
 
(7
)
 
(12
)
Decrease in cash, cash equivalents, and restricted cash
64

 
(7
)
 
(67
)
 
(200
)
Cash, cash equivalents and restricted cash at beginning of period
345

 
350

 
476

 
543

Cash, cash equivalents, and restricted cash at end of period
$
409

 
$
343

 
$
409

 
$
343


15
q32019callslidesfinal
Q3 2019 EARNINGS CONFERENCE CALL MICHAEL HAYFORD, PRESIDENT & CEO OWEN SULLIVAN, COO ANDRE FERNANDEZ, CFO November 7, 2019 1


 
NOTES TO INVESTORS FORWARD-LOOKING STATEMENTS. Comments made during this conference call and in these materials contain forward-looking statements. Statements that describe or relate to NCR's plans, goals, intentions, strategies, or financial outlook, and statements that do not relate to historical or current fact, are examples of forward-looking statements. The forward- looking statements in these materials include statements about NCR’s full year 2019 financial guidance and the expected type and magnitude of the non-operational adjustments included in any forward-looking non-GAAP measures; NCR's strategy and expected areas of focus to drive stockholder value creation including strategic growth platforms, revenue shift to recurring software and services revenue and its impact on revenue and revenue growth acceleration; spend optimization and related expected investments and results; areas of focus to improve productivity; payments platform integration; NCR's investment priorities and their expected benefits in 2019; NCR's acquisition strategy; NCR's capital structure and the effects of recent transactions including benefits to NCR and impact on earnings per share; and NCR's expected free cash flow generation and capital allocation strategy. Forward-looking statements are not guarantees of future performance, and there are a number of important factors that could cause actual outcomes and results to differ materially from the results contemplated by such forward-looking statements, including those factors listed in Item 1a "Risk Factors" of NCR's Annual Report on Form 10-K filed with the Securities and Exchange Commission (SEC) on February 28, 2019, and those factors detailed from time to time in NCR's other SEC reports. These materials are dated November 7, 2019, and NCR does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. These presentation materials and the associated remarks made during this conference call are integrally related and are intended to be presented and understood together. 2


 
NOTES TO INVESTORS NON-GAAP MEASURES. While NCR reports its results in accordance with generally accepted accounting principles in the United States (GAAP), comments made during this conference call and in these materials will include or make reference to certain "non-GAAP" measures, including: selected measures, such as period-over-period revenue growth, expressed on a constant currency (CC) basis; gross margin rate (non-GAAP); diluted earnings per share (non-GAAP); free cash flow; gross margin (non-GAAP); net debt; adjusted EBITDA; the ratio of net debt to adjusted EBITDA; operating income (non-GAAP); interest and other expense (non-GAAP); income tax expense (non-GAAP); effective income tax rate (non-GAAP); and net income (non- GAAP). These measures are included to provide additional useful information regarding NCR's financial results, and are not a substitute for their comparable GAAP measures. Explanations of these non-GAAP measures, and reconciliations of these non- GAAP measures to their directly comparable GAAP measures, are included in the accompanying "Supplementary Materials" and are available on the Investor Relations page of NCR's website at www.ncr.com. Descriptions of many of these non-GAAP measures are also included in NCR's SEC reports. With respect to our non-GAAP diluted earnings per share and adjusted EBITDA guidance, we are no longer providing a reconciliation to the respective GAAP measures because we are unable to predict with reasonable certainty the reconciling items that may affect GAAP net income from continuing operations and GAAP earnings per share without unreasonable effort. The reconciling items are primarily the future impact of special tax items, capital structure transactions, restructuring, pension mark-to-market transactions, acquisitions or divestitures, or other events. These reconciling items are uncertain, depend on various factors and could significantly impact, either individually or in the aggregate, the GAAP measures. USE OF CERTAIN TERMS. As used in these materials: (i) the term "recurring revenue" means revenue for services under contract for which revenue is recognized over time and (ii) the term "CC" means constant currency. These presentation materials and the associated remarks made during this conference call are integrally related and are intended to be presented and understood together. 3


 
OVERVIEW RESULTS EXCEED expectations Continued to IMPROVE EXECUTION BANKING REVENUE up 21% cc; ATM revenue up 60% cc Progress building STRATEGIC GROWTH PLATFORMS SIMPLIFIED capital structure 2019 REVENUE GUIDANCE increased 4


 
Q3 2019 FINANCIAL RESULTS Revenue FX Impact Adjusted EBITDA $(21) million $1.78 $278 $1.55 billion $219 million billion million Q3 2018 Q3 2019 Q3 2018 Q3 2019 Revenue up 15% as reported and up 17% CC Adjusted EBITDA up 27% Non-GAAP Diluted EPS Free Cash Flow FX Impact ($0.02) $57 million $0.73 $0.58 ($22) million Q3 2018 Q3 2019 Q3 2018 Q3 2019 Non-GAAP EPS up 26% as reported and up 30% CC Free cash flow up due to increased earnings 5


 
SHIFT TO SUBSCRIPTION to drive increased recurring revenue across our strategic growth platforms Digital First Digital First Digital First Banking Restaurant Retail Digital Digital Digital Small Connected Convenience Business Services and Fuel Essentials 6


 
PAYMENTS INTEGRATION Aloha Controlled Retail Controlled Aloha GA* by Q1 Deployment Deployment by 2020 & Retail GA by YE 2019 Q1 2020 by Q2 2020 * General Availability 7


 
BANKING $ in millions Revenue Operating Income +18% As Reported +43% As +21% CC Reported $942 +47% CC $795 $146 $102 Q3 18 Q3 19 Q3 18 Q3 19 Key Highlights • Revenue up 21% CC driven by ATM hardware revenue growth of 60% CC and related software as well as services revenue growth • Operating Income up 47% CC driven by higher software revenue and improved hardware profitability 8


 
RETAIL $ in millions Revenue +12% As Operating Income Reported +13% CC +24% As Reported $539 +28% CC $483 $36 $29 Q3 18 Q3 19 Q3 18 Q3 19 Key Highlights • Revenue up 13% CC driven by increase in payments, self-checkout and services revenue • Operating Income up 28% CC driven by increased volume and improved hardware profitability 9


 
HOSPITALITY $ in millions Revenue Operating Income +12% As Reported +13% CC $216 $193 -33% As Reported $15 -34% CC $10 Q3 18 Q3 19 Q3 18 Q3 19 Key Highlights • Revenue up 13% CC driven by increase in cloud, payments and point-of-sale revenue • Operating Income down 34% CC driven by increased investment in NCR Silver and payments partially offset by improved hardware profitability 10


 
SUPPLEMENTAL REVENUE $ in millions Q3 2019 Q3 2018 % Change % Change CC Software $512 $480 7% 7% Services $640 $616 4% 6% Hardware $631 $454 39% 42% ATM $368 $237 55% 60% SCO/POS $263 $217 21% 22% Total Revenue $1,783 $1,550 15% 17% Key Highlights • Software growth of 7% CC driven by an increase in ATM-related software revenue as well as an increase in cloud and payments revenue • Services growth of 6% CC driven by an increase in hardware sales and managed services offerings • Hardware growth of 42% CC driven by 60% CC growth in ATM revenue and 22% CC growth in SCO/POS revenue 11


 
FREE CASH FLOW, NET DEBT & EBITDA $ in millions Free Cash Flow Q3 2019 Q3 2018 Cash provided by Operating Activities $155 $68 Total capital expenditures ($82) ($78) Cash used in Discontinued Operations ($16) ($12) Free Cash Flow $57 ($22) Net Debt & EBITDA Q3 2019 Q2 2019 Q3 2018 Debt $3,630 $3,116 $3,127 Cash ($388) ($335) ($334) Net Debt $3,242 $2,781 $2,793 Adjusted EBITDA LTM $1,045 $986 $980 Net Debt / Adjusted EBITDA 3.1x 2.8x 2.9x 12


 
CAPITAL STRUCTURE UPDATE Summary of Transactions Benefits • Amended/extended senior secured credit facility • Extended weighted average debt maturity • Refinanced notes due in 2021 with new 8- and • Reduced refinancing risk 10-yr senior notes for $1B • Improved covenants • Retired Series A Convertible Preferred Stock • Eliminates $28.5M annual dividends in 2020+ held by Blackstone • Reduces dilutive share count by 7.9M • Partially offsets dilution from employee stock • Repurchased $96M common shares in Q3 compensation Financial Impact Expected to be dilutive to FY 2019 by $0.03 and neutral to FY 2020 13


 
2019 GUIDANCE Current Guidance (1) (3) Previous Guidance Revenue Growth 5% - 6% 3% - 4% Adjusted EBITDA $1,040 - $1,080 $1,040 - $1,080 Non-GAAP Diluted EPS (2) $2.75 - $2.85 $2.75 - $2.85 Cash Flow from Operations $705 - $730 $705 - $730 Free Cash Flow $300 - $350 $300 - $350 $ in millions, except per share amounts (1) Revenue growth guidance raised to 5% to 6% with all other guidance reaffirmed (2) For FY 2019, we have assumed an effective tax rate of 23% to 24% and a share count of 150 million compared to an effective tax rate of 19% and a share count of 150 million in FY 2018. (3) We are no longer providing GAAP diluted earnings per share and GAAP net income from continuing operations guidance or the reconciliation because we are unable to predict with reasonable certainty the reconciling items without unreasonable effort. 14


 
LOOKING FORWARD • Solid execution in Q3 reinforces full year confidence • Drive profitable growth with targeted investments • Shift to software, services and recurring revenue • Improve cost structure • Allocate capital to highest growth and return on investment opportunities • Drive cash flow generation 15


 
SUPPLEMENTARY MATERIALS 16


 
Q3 2019 GAAP RESULTS % Change Q3 2019 Q3 2018 As Reported Revenue $1,783 $1,550 15% Gross Margin 507 410 24% Gross Margin Rate 28.4% 26.5% Operating Expenses 335 285 18% % of Revenue 18.8% 18.4% Operating Income 172 125 38% % of Revenue 9.6% 8.1% Interest and other expense (64) (53) 21% Income Tax Expense (Benefit) 4 (15) 127% Effective Income Tax Rate 3.7% (21)% Net Income from Continuing Operations (attributable to NCR) $105 $85 24% Diluted EPS $0.21 $0.57 (63)% $ in millions, except per share amounts 17


 
Q3 2019 OPERATIONAL RESULTS % Change % Change Q3 2019 Q3 2018 As Constant Reported Currency Revenue $1,783 $1,550 15% 17% Gross Margin (non-GAAP) 513 425 21% 23% Gross Margin Rate (non-GAAP) 28.8% 27.4% 140 bps 150 bps Operating Expenses (non-GAAP) 311 264 18% 20% % of Revenue 17.4% 17.0% 40bps 50bps Operating Income (non-GAAP) 202 161 25% 29% % of Revenue 11.3% 10.4% 90bps 110bps Interest and other expense (non-GAAP) (58) (53) 9% 13% Income Tax Expense (non-GAAP) 34 20 70% 76% Effective Income Tax Rate (non-GAAP) 23.6% 18.5% Net Income (Loss) From Continuing Operations (attributable to NCR) (non-GAAP) 111 86 29% 34% Diluted EPS (non-GAAP) $0.73 $0.58 26% 30% $ in millions, except per share amounts 18


 
NON-GAAP MEASURES While NCR reports its results in accordance with generally accepted accounting principles (GAAP) in the United States, comments made during this conference call and in these materials will include non-GAAP measures. These measures are included to provide additional useful information regarding NCR's financial results, and are not a substitute for their comparable GAAP measures. Operating Income (non-GAAP), Diluted EPS (non-GAAP), Gross Margin (non-GAAP), Gross Margin Rate (non-GAAP), Interest and Other expense (non-GAAP), Effective Income Tax Rate (non-GAAP), Net Income (non-GAAP), Operating Expenses (non-GAAP) and Income Tax Expense (non-GAAP). NCR’s operating income (non-GAAP), diluted earnings per share (non-GAAP), gross margin (non- GAAP), gross margin rate (non-GAAP), interest and other expense (non-GAAP), effective income tax rate (non-GAAP), and net income (non-GAAP), operating expenses (non-GAAP) and income tax expense (non-GAAP) are determined by excluding pension mark-to- market adjustments, pension settlements, pension curtailments and pension special termination benefits and other special items, including amortization of acquisition related intangibles, from NCR's GAAP income (loss) from operations, earnings per share, gross margin, gross margin rate, interest and other expense, effective income tax rate, net income, operating expenses and income tax expense, respectively. Due to the non-operational nature of these pension and other special items, NCR's management uses these non-GAAP measures to evaluate year-over-year operating performance. NCR also uses operating income (non-GAAP) and non-GAAP diluted EPS, to manage and determine the effectiveness of its business managers and as a basis for incentive compensation. NCR believes these measures are useful for investors because they provide a more complete understanding of NCR's underlying operational performance, as well as consistency and comparability with NCR's past reports of financial results. Free Cash Flow. NCR defines free cash flow as net cash provided by/used in operating activities and cash flow provided by/used in discontinued operations less capital expenditures for property, plant and equipment, additions to capitalized software, discretionary pension contributions and pension settlements. NCR's management uses free cash flow to assess the financial performance of the Company and believes it is useful for investors because it relates the operating cash flow of the Company to the capital that is spent to continue and improve business operations. In particular, free cash flow indicates the amount of cash generated after capital expenditures which can be used for, among other things, investment in the Company's existing businesses, strategic acquisitions, strengthening the Company's balance sheet, repurchase of Company stock and repayment of the Company's debt obligations. Free cash flow does not represent the residual cash flow available for discretionary expenditures since there may be other nondiscretionary expenditures that are not deducted from the measure. Free cash flow does not have a uniform definition under GAAP and, therefore, NCR's definition may differ from other companies' definition of this measure. 19


 
NON-GAAP MEASURES Constant Currency. NCR presents certain financial measures, such as period-over-period revenue growth, on a constant currency basis, which excludes the effects of foreign currency translation by translating prior period results at current period monthly average exchange rates. Due to the overall variability of foreign exchange rates from period to period, NCR’s management uses constant currency measures to evaluate period-over-period operating performance on a more consistent and comparable basis. NCR’s management believes that presentation of financial measures without these results is more representative of the company's period- over-period operating performance, and provides additional insight into historical and/or future performance, which may be helpful for investors. Net Debt and Adjusted EBITDA. NCR believes that Net Debt provides useful information to investors because NCR’s management reviews Net Debt as part of its management of overall liquidity, financial flexibility, capital structure and leverage. In addition, certain debt rating agencies, creditors and credit analysts monitor NCR’s Net Debt as part of their assessments of NCR’s business. NCR determines Net Debt based on its total debt less cash and cash equivalents, with total debt being defined as total short-term borrowings plus total long-term debt. NCR believes that Adjusted EBITDA (adjusted earnings before interest, taxes, depreciation and amortization) provides useful information to investors because it is an indicator of the strength and performance of the Company's ongoing business operations, including its ability to fund discretionary spending such as capital expenditures, strategic acquisitions and other investments. NCR determines Adjusted EBITDA for a given period based on its GAAP net income from continuing operations attributable to NCR plus interest expense, net; plus income tax expense (benefit); plus depreciation and amortization; plus other income (expense); plus pension mark-to-market adjustments, pension settlements, pension curtailments and pension special termination benefits and other special items, including amortization of acquisition related intangibles. NCR believes that its ratio of net debt to Adjusted EBITDA provides useful information to investors because it is an indicator of the company's ability to meet its future financial obligations. NCR believes that its ratio of Net Debt to Adjusted EBITDA provides useful information to investors because it is an indicator of the company's ability to meet its future financial obligations. In addition, the Net Debt to Adjusted EBITDA ratio is measures frequently used by investors and credit rating agencies. The Net Debt to Adjusted EBITDA ratio is calculated by dividing Net Debt by trailing twelve- month Adjusted EBITDA. 20


 
NON-GAAP MEASURES NCR management's definitions and calculations of these non-GAAP measures may differ from similarly-titled measures reported by other companies and cannot, therefore, be compared with similarly-titled measures of other companies. These non-GAAP measures should not be considered as substitutes for, or superior to, results determined in accordance with GAAP. These non-GAAP measures are reconciled to their corresponding GAAP measures in the following slides and elsewhere in these materials. These reconciliations and other information regarding these non-GAAP measures are also available on the Investor Relations page of NCR's website at www.ncr.com. With respect to our non-GAAP diluted earnings per share and Adjusted EBITDA guidance, we are no longer providing a reconciliation to the respective GAAP measures because we are unable to predict with reasonable certainty the reconciling items that may affect GAAP net income from continuing operations and GAAP earnings per share without unreasonable effort. The reconciling items are primarily the future impact of special tax items, capital structure transactions, restructuring, pension mark-to-market transactions, acquisitions or divestitures, or other events. These reconciling items are uncertain, depend on various factors and could significantly impact, either individually or in the aggregate, the GAAP measures. Refer to the heading "Non-GAAP Financial Measures" for additional information regarding our use of non-GAAP financial measures. 21


 
GAAP TO NON-GAAP RECONCILIATION Net Income from Continuing Operations (GAAP) to Adjusted EBITDA (non-GAAP) Q3 2019 Q2 2019 Q3 2018 LTM LTM LTM Q3 2019 Q3 2018 Net (Loss) Income from Continuing Operations Attributable to NCR (GAAP) $ 197 $ 177 $ (38) $ 105 $ 85 Pension Mark-to-Market Adjustments (45) (45) 28 — — Transformation/Restructuring Costs 172 181 101 7 16 Acquisition-Related Amortization of Intangibles 85 83 93 22 20 Acquisition-Related Costs 6 5 3 1 — Long-lived and Intangible Asset Impairment Charges — — 183 — — Interest Expense 186 176 166 53 43 Interest Income (5) (5) (3) (1) (1) Depreciation and Amortization 235 232 239 59 56 Income Taxes 121 102 144 4 (15) Stock Compensation Expense 93 80 64 28 15 Adjusted EBITDA (non-GAAP) $ 1,045 $ 986 $ 980 $ 278 $ 219 $ in millions 22


 
GAAP TO NON-GAAP RECONCILIATION Q3 2019 QTD Acquisition- Transformation related Acquisition- Valuation Q3 QTD Q3 QTD and amortization related Debt Allowance 2019 non- 2019 GAAP Restructuring of costs Refinancing Release GAAP costs intangibles Product revenue $712 $— $— $— $— $— $712 Service revenue 1,071 — — — — — 1,071 Total revenue 1,783 — — — — — 1,783 Cost of products 555 — (2) — — — 553 Cost of services 721 (1) (3) — — — 717 Gross margin 507 1 5 — — — 513 Gross margin rate 28.4% 0.1% 0.3% —% —% —% 28.8% Selling, general and administrative expenses $271 (6) (17) (1) — — $247 Research and development expenses 64 — — — — — 64 Total operating expenses $335 (6) (17) ($1) $— $— $311 Total operating expense as a % of revenue 18.8% (0.3)% (1.0)% (0.1)% —% —% 17.4% Income from operations 172 7 22 1 — — 202 Income from operations as a % of revenue 9.6% 0.4% 1.2% 0.1% —% —% 11.3% Interest and Other (expense) income, net (64) — — — 6 — (58) Income from continuing operations before 108 7 22 1 6 — 144 income taxes Income tax (benefit) expense 4 2 4 (2) 1 25 34 Effective income tax rate 3.7% 23.6% Income from continuing operations 104 5 18 3 5 (25) 110 Net income (loss) attributable to (1) — — — — — (1) noncontrolling interests Income from continuing operations $105 $5 $18 $3 $5 ($25) $111 (attributable to NCR) Diluted earnings per share $0.21 0.03 0.12 $0.02 $0.03 ($0.17) $0.73 Diluted shares outstanding 123.4 151.2 $ in millions, except per share amounts 23


 
GAAP TO NON-GAAP RECONCILIATION Q3 2019 QTD Q3 QTD 2019 Q3 QTD 2019 GAAP non-GAAP Income from continuing operations attributable to NCR common stockholders: Income from continuing operations (attributable to NCR) $105 $111 Dividends on convertible preferred shares $(79) — Income from continuing operations attributable to NCR common stockholders $26 $111 Weighted average outstanding shares: Weighted average diluted shares outstanding 123.4 123.4 Weighted as-if converted preferred shares — 27.8 Total shares used in diluted earnings per share 123.4 151.2 Diluted earnings per share (1) $0.21 $0.73 $ in millions, except per share amounts (1) GAAP EPS is determined using the most dilutive measure, either including the impact of the dividends on NCR's Series A Convertible Preferred Shares in the calculation of net income or loss available to common stockholders or including the impact of the conversion of such preferred stock into common stock in the calculation of the weighted average diluted shares outstanding. Non-GAAP EPS is always determined using the as-if converted preferred shares and shares that would be issued for stock compensation awards. Therefore, GAAP diluted EPS and non-GAAP diluted EPS may be calculated using different methods, and may not mathematically reconcile. 24


 
GAAP TO NON-GAAP RECONCILIATION Q3 2018 QTD Acquisition- Q3 QTD Transformation related Impact of Q3 QTD 2018 Costs amortization U.S. Tax 2018 non- GAAP of Reform GAAP intangibles Product revenue 534 $— $— — 534 Service revenue 1,016 — — — 1,016 Total revenue 1,550 — — — 1,550 Cost of products 473 (8) (3) — 462 Cost of services 667 (1) (3) — 663 Gross margin 410 9 6 — 425 Gross margin rate 26.5% 0.5% 0.4% —% 27.4% Selling, general and administrative expenses $226 (6) (14) — $206 Research and development expenses 59 (1) — — 58 Total expenses $285 (7) (14) — $264 Total expense as a % of revenue 18.4% (0.5)% (0.9)% —% 17.0% Income from operations 125 16 20 — 161 Income from operations as a % of revenue 8.1% 1.0% 1.3% —% 10.4% Interest and Other (expense) income, net (53) — — — (53) Income from continuing operations before income taxes 72 16 20 — 108 Income tax expense (15) (8) 5 38 20 Effective income tax rate (20.8)% 18.5% Income from continuing operations 87 24 15 (38) 88 Net income attributable to noncontrolling interests 2 — — — 2 Income from continuing operations (attributable to NCR) 85 24 15 (38) 86 Diluted (loss) earnings per share $0.57 $0.16 $0.10 ($0.25) $0.58 Diluted shares outstanding 149.3 149.3 $ in millions, except per share amounts 25


 
GAAP TO NON-GAAP RECONCILIATION Q3 2018 QTD Q3 QTD 2018 Q3 QTD 2018 GAAP non-GAAP Income from continuing operations attributable to NCR common stockholders: Income from continuing operations (attributable to NCR) $85 $86 Income from continuing operations attributable to NCR common $85 $86 stockholders Weighted average outstanding shares: Weighted average diluted shares outstanding 120.9 120.9 Weighted as-if converted preferred shares 28.4 28.4 Total shares used in diluted earnings per share 149.3 149.3 Diluted earnings per share (1) $0.57 $0.58 $ in millions, except per share amounts (1) GAAP EPS is determined using the most dilutive measure, either including the impact of the dividends on NCR's Series A Convertible Preferred Shares in the calculation of net income or loss available to common stockholders or including the impact of the conversion of such preferred stock into common stock in the calculation of the weighted average diluted shares outstanding. Non-GAAP EPS is always determined using the as-if converted preferred shares and shares that would be issued for stock compensation awards. Therefore, GAAP diluted EPS and non-GAAP diluted EPS may be calculated using different methods, and may not mathematically reconcile. 26


 
GAAP TO NON-GAAP RECONCILIATION Q3 2019 QTD Revenue Growth % (GAAP) to Revenue Growth Constant Currency % (non-GAAP) Revenue Growth Revenue Growth Favorable Constant % (GAAP) (unfavorable) FX Currency % impact (non-GAAP) Banking 18% (3%) 21% Retail 12% (1%) 13% Hospitality 12% (1%) 13% Other 9% (1%) 10% Total Revenue Growth % 15% (2)% 17% 27


 
GAAP TO NON-GAAP RECONCILIATION Q3 2019 QTD Revenue Growth % (GAAP) to Revenue Growth Constant Currency % (non-GAAP) Revenue Growth Revenue Growth Favorable Constant % (GAAP) (unfavorable) FX Currency % impact (non-GAAP) Software 7% —% 7% Services 4% (2%) 6% Hardware 39% (3%) 42% ATM 55% (5%) 60% SCO/POS 21% (1%) 22% Total Revenue Growth % 15% (2)% 17% 28


 
GAAP TO NON-GAAP RECONCILIATION Q3 2019 QTD Operating Income and Operating Income Rate (non-GAAP) to Operating Income and Operating Income Rate (GAAP) Operating Income Operating Income Rate Banking $146 15.5% Retail 36 6.7% Hospitality 10 4.6% Other 10 11.6% Total Operating Income (non-GAAP) 202 11.3% Less: Transformation and restructuring costs 7 0.4% Acquisition-related amortization of intangibles 22 1.2% Acquisition-related costs 1 0.1% Total Operating Income (GAAP) $172 9.6% $ in millions 29


 
GAAP TO NON-GAAP RECONCILIATION Q3 2018 QTD Operating Income and Operating Income Rate (non-GAAP) to Operating Income and Operating Income Rate (GAAP) Operating Income Operating Income Rate Banking $102 12.8% Retail 29 6.0% Hospitality 15 7.8% Other 15 19.0% Total Operating Income (non-GAAP) 161 10.4% Less: Transformation and restructuring costs 16 1.0% Acquisition-related amortization of intangibles 20 1.3% Total Operating Loss (GAAP) $125 8.1% $ in millions 30


 
GAAP TO NON-GAAP RECONCILIATION Q3 2019 QTD Operating Income % (GAAP) to Operating Income Constant Currency % (non-GAAP) Operating Favorable Operating Income Growth (unfavorable) FX Income Growth % (GAAP) impact % (non-GAAP) Banking 43% (4%) 47% Retail 24% (4%) 28% Hospitality (33%) 1% (34%) Other (33%) (4%) (29%) Total Operating Income % 25% (4)% 29% 31


 
GAAP TO NON-GAAP RECONCILIATION Q3 2019 QTD % Change Favorable % Change Q3 Operational Results As (unfavorable) Constant Reported FX impact Currency Revenue 15% (2%) 17% Gross Margin (non-GAAP) 21% (2)% 23% Gross Margin Rate (non-GAAP) 140 bps (10 bps) 150 bps Operating Expenses (non-GAAP) 18% (2%) 20% % of Revenue 40bps (10)bps 50bps Operating Income (non-GAAP) 25% (4%) 29% % of Revenue 90bps (20)bps 110bps Interest and other expense (non-GAAP) 9% (4%) 13% Income Tax Expense (non-GAAP) 70% (6)% 76% Net Income (Loss) From Continuing Operations (attributable to NCR) (non-GAAP) 29% (5)% 34% Diluted EPS (non-GAAP) 26% (3%) 30% $ in millions, except per share amounts 32


 
GAAP TO NON-GAAP RECONCILIATION Free Cash Flow 2019 Guidance Cash Provided by Operating Activities $705 - $730 Less: Total capital expenditures (350) - (375) Less: Cash used in Discontinued Operations (30) Free Cash Flow $300 - $350 $ in millions 33


 
THANK YOU 34