8-K

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): July 30, 2015

Commission file numbers:

SunGard 000-53653

SunGard Capital Corp. II 000-53654

SunGard Data Systems Inc. 1-12989

SunGard^®

SunGard^® Capital Corp. II

SunGard^® Data Systems Inc.

(Exact name of registrant as specified in its charter)

Delaware	20-3059890
Delaware	20-3060101
Delaware	51-0267091
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

Not Applicable

(Former Name and 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:

¨ 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))

Item 2.02. Results of Operations and Financial Condition.

SunGard Data Systems Inc. (“SDS”) is an indirect wholly owned subsidiary of SunGard Capital Corp II, which is a subsidiary of SunGard. On July 30, 2015, SDS issued a press release announcing its financial results for the quarter ended June 30, 2015. A copy of the press release is furnished as Exhibit 99.1 to this report. The information in this Item 2.02, including the Exhibits attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1: Press Release, dated July 30, 2015, issued by SunGard Data Systems Inc.

99.2: Second Quarter 2015 Earnings Call Supplemental Materials

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.

		SUNGARD
		SUNGARD CAPITAL CORP. II
		SUNGARD DATA SYSTEMS INC.
Date: July 30, 2015	By:	/s/ Charles J. Neral
		Charles J. Neral
		Senior Vice President-Finance and
		Chief Financial Officer
		(Principal Financial Officer)

EXHIBIT INDEX

The following is a list of Exhibits furnished with this report.

Exhibit No.	Description
99.1:	Press Release, dated July 30, 2015, issued by SunGard Data Systems Inc.
99.2:	Second Quarter 2015 Earnings Call Supplemental Materials

EX-99.1

Exhibit 99.1

For more information, contact:
Henry Miller - financial contact	George Thomas - media contact
Tel: 484-582-5445	Tel: 484-582-5635
henry.miller@sungard.com	george.thomas@sungard.com

SunGard Announces Second Quarter 2015 Results

Wayne, PA – July 30, 2015 – SunGard Data Systems Inc. (“SunGard” or the “Company”), one of the world’s leading financial software companies, today reported results for the second quarter ended June 30, 2015. For the quarter, revenue was $687 million, up 2% year over year (up 6% adjusting for currency). Operating income was $108 million and the operating income margin was 15.9% in the quarter. Operating income increased 43% year over year and the operating income margin increased 4.5 points year over year, driven by the increase in revenue, and a 3% decrease in total costs and expenses. Adjusted EBITDA was $178 million, up 12% year over year, and the adjusted EBITDA margin was 26.0%, up 2.3 points year over year. Adjusted EBITDA is defined in Note 1 attached to this release.

For the first six months, revenue was $1.4 billion, up 2% year over year (up 6% adjusting for currency). Operating income was $223 million and the operating income margin was 16.5%, compared to an operating loss of $212 million for the first six months of 2014. The first quarter of 2014 included a $339 million non-cash trade name impairment charge related to the split-off of the Availability Services business. Excluding this charge, operating income increased 77% year over year and the operating income margin improved 6.9 points year over year, driven by the increase in revenue and 5% decrease in total costs and expenses. Adjusted EBITDA was $353 million, up 16% year over year, and the adjusted EBITDA margin was 26.0%, up 3 points year over year.

Russ Fradin, president and chief executive officer, commented, “Our second quarter performance reflects the continued transformation of SunGard and demonstrates the progress we’re making in improving the business. Clients and prospects are embracing the new products and services that we’ve brought to market, clearly demonstrating that we are on the right track and validating the development, sales and delivery investments that we’ve been making. We saw revenue growth of 6% at constant currency in the second quarter and improved our margins and cash flow as well. I’m pleased with our execution, knowing that we are driving value for both our clients and the company.”

SunGard reports its business in two key segments: Financial Systems and Public Sector & Education. Our segment revenue is classified into three categories: (i) Software revenue; (ii) Software-as-a-Service (“SaaS”) and cloud revenue; and (iii) Services, which includes professional and business processing services revenue.

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Financial Systems (“FS”) segment revenue was $631 million in the quarter, up 2% year over year (up 6% year over year adjusting for currency), driven by growth in all revenue categories. Software revenue was up 2% (up 8% adjusting for currency) driven by a combination of new sales and renewals of software license fees. SaaS and cloud revenue grew 2% (up 4% adjusting for currency) driven by increased volumes from our existing customers and increased adoption of our offerings, all supported by our global delivery centers. Services revenue grew 3% (up 8% adjusting for currency) driven by growth in business processing revenue from the new utilities and Professional Services. Adjusted EBITDA for the period was $173 million, up 13% from the prior year, and the adjusted EBITDA margin was 27.5%, up 2.6 points from last year.

Year to date, FS revenue was $1.2 billion, up 3% year over year (up 6% adjusting for currency). For the same period, adjusted EBITDA was $347 million, an increase of 19%, compared to the prior year, and the adjusted EBITDA margin was 27.8%, up 3.8 points from last year.

SunGard’s FS solutions address a broad range of customer’s needs across the financial services industry. During the quarter, notable deals included the following:

• GMI and Stream were selected by one of the world’s top 20 global banks for a fully hosted derivatives clearing solution.

• Front Arena was selected by a global provider of agricultural, financial and industrial products to provide an integrated front to back office solution for portfolio risk management.

• XSP was selected by a Dutch pension investment management firm to help improve corporate actions operations, processing and risk management.

• AvantGard GETPAID was chosen by a Danish shipping company to help manage its credit risk and collections.

• Adaptiv 360 was selected by one of Japan’s largest asset managers to help manage the firm’s operational risks and support its expansion.

• Prophet Enterprise was chosen by a leading UK financial services company to help improve its insurance actuarial modeling and risk management.

Public Sector & Education (“PS&E”) segment revenue was $56 million in the quarter, up 2% year over year, driven by a 5% growth in Services revenue and a 3% growth in Software revenue. Adjusted EBITDA was $17 million, down 1% year over year, and the adjusted EBITDA margin was 30.1%, down 1.2 points from last year.

Year to date, PS&E revenue was $110 million, up 2% year over year. For the same period, adjusted EBITDA was $33 million, flat compared to the prior year, and the adjusted EBITDA margin was 29.8%, down 0.9 points from last year.

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Notable deals during the quarter included the following:

• Our public safety solution was selected by a county in Georgia for computer-aided emergency dispatch, records management, mobile computing and jails management.

• TRAKiT, from our recent CRW Systems acquisition, was selected by a city in Virginia to help manage its land permitting, licensing, and code compliance and planning.

• eSchoolPLUS was chosen by one of the largest school districts in Oklahoma to help manage its student information.

• eFinancePLUS was selected by a Pennsylvania school district to help manage critical financial, procurement, payroll and personnel functions.

Financial Position

For the six months ended June 30, 2015, the continuing operations of the Company generated $182 million in cash flow from operations, up $96 million year over year. Capital expenditures were $55 million, down $3 million year over year. During the first half, the Company also spent $25 million on acquisitions.

At June 30, 2015, total debt was $4.7 billion and cash was $538 million. The Company’s leverage ratio, as defined in its senior secured credit agreement, was 4.95x, down from 5.41x at December 31, 2014. The leverage ratio is calculated using adjusted EBITDA as defined in Note 2 of this release. See Note 3 of this release for supplemental information on debt.

Conference Call & Webcast

SunGard will host a conference call and live web broadcast to discuss second quarter 2015 results today at 9:00 a.m. (Eastern Time). The call may also include a discussion of company developments, forward-looking information and other material information about business and financial matters. The dial-in number for the conference call is 706-902-1370, and the conference ID number is 88454549. You may also listen to the call at www.investorcalendar.com by clicking on the “audio” icon for SunGard. To access the supplemental slide presentation furnished on Form 8-K with our press release this morning, you may go to www.sungard.com and click on “Financials”. An audio replay will be available two hours after the call ends through midnight on August 14, 2015. To listen to the replay, please dial 1-855-859-2056 or 404-537-3406 and enter the conference ID number 88454549. A replay will also be available two hours after the call ends through midnight on August 14, 2015 at www.investorcalendar.com.

About SunGard

SunGard is one of the world’s leading financial software companies, with annual revenue of $2.8 billion. We provide solutions for financial services, the public sector and education. Our software is delivered via Software as a Service (“SaaS”), in the cloud and on premises, surrounded by an extensive suite of service offerings. Through the depth and breadth of our solution portfolio, global capabilities and domain

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expertise, we are uniquely capable of supporting virtually every type of financial organization, including the largest and most complex institutions in the world. SunGard’s approximately 13,000 employees proudly serve approximately 14,000 customers in more than 100 countries, bringing fresh ideas and inventive solutions to help our customers adapt and thrive. For more information, please visit www.sungard.com.

Trademark Information: SunGard, the SunGard logo, Adaptiv, AvantGard, eFinancePLUS, eSchoolPLUS, Front Arena, GMI, Prophet, Stream, TRAKiT, and XSP are trademarks or registered trademarks of SunGard Data Systems Inc. or its subsidiaries in the U.S. and other countries. All other trade names are trademarks or registered trademarks of their respective holders.

SunGard’s “Safe Harbor” Statement under Private Securities Litigation Reform Act of 1995

Statements in this release other than historical facts constitute forward-looking statements. You can identify forward-looking statements because they contain words such as “believes,” “expects,” “may,” “will,” “would,” “should,” “seeks,” “approximately,” “intends,” “plans,” “estimates,” or “anticipates” or similar expressions which concern our strategy, plans or intentions. All statements we make relating to estimated and projected earnings, margins, costs, expenditures, cash flows, growth rates, financial results and pro forma estimates are forward-looking statements. In addition, we, through our senior management, from time to time make forward-looking public statements concerning our expected future operations and performance and other developments. All of these forward-looking statements are subject to risks and uncertainties that may change at any time, and, therefore, our actual results may differ materially from those we expected. We derive most of our forward-looking statements from our operating budgets and forecasts, which are based upon many detailed assumptions. While we believe that our assumptions are reasonable, we caution that it is very difficult to predict the impact of known factors, and, of course, it is impossible for us to anticipate all factors that could affect our actual results. Some of the factors that we believe could affect our results include: global economic and market conditions; the condition of the financial services industry, including the effect of any further consolidation among financial services firms; our high degree of debt-related leverage; the effect of war, terrorism, natural disasters or other catastrophic events; the effect of disruptions to our systems and infrastructure; the timing and magnitude of software sales; the timing and scope of technological advances; the market and credit risks associated with broker/dealer operations; the ability to retain and attract customers and key personnel; risks relating to the foreign countries where we transact business; the integration and performance of acquired businesses; the ability to obtain patent protection and avoid patent-related liabilities in the context of a rapidly developing legal framework for software and business-method patents; a material weakness in our internal controls; unanticipated changes in our income tax provision or the enactment of new tax legislation, issuance of regulations or relevant judicial decisions, and the split-off of the Availability Services business failing to qualify as a tax free transaction. The factors described in this paragraph and other factors that may affect our business or future financial results are discussed under the captions “Risk Factors” and “Management’s Discussion and Analysis of the Financial Condition and Results of Operations” in our most recent Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission, copies of which may be obtained from us without charge. We assume no obligation to update any written or oral forward-looking statement made by us or on our behalf as a result of new information, future events or other factors.

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SunGard Data Systems Inc.

Consolidated Condensed Statements of Operations

(in millions)

(Unaudited)

	Three Months Ended June 30,
	2014			2015
Revenue	$	673		$	687
Costs and expenses:
Cost of sales and direct operating (a)		273			283
Sales, marketing and administration		158			161
Product development and maintenance		97			87
Depreciation		27			27
Amortization of acquisition-related intangible assets		41			21
Total costs and expenses		596			579
Operating income		77			108
Other income (expense):
Interest income		1			1
Interest expense and amortization of deferred financing fees		(73	)		(71	)
Other income		—			1
Other expense		(72	)		(69	)
Income from continuing operations before income taxes		5			39
Provision for income taxes		(2	)		(6	)
Net income	$	3		$	33

SunGard Data Systems Inc.

Consolidated Condensed Statements of Operations

(in millions)

(Unaudited)

	Six Months Ended June 30,
	2014			2015
Revenue	$	1,326		$	1,358
Costs and expenses:
Cost of sales and direct operating (a)		542			551
Sales, marketing and administration		326			313
Product development and maintenance		196			173
Depreciation		51			56
Amortization of acquisition-related intangible assets		84			42
Trade name impairment charge		339			—
Total costs and expenses		1,538			1,135
Operating income (loss)		(212	)		223
Other income (expense):
Interest income		1			1
Interest expense and amortization of deferred financing fees		(147	)		(142	)
Loss on extinguishment of debt		(61	)		—
Other income		—			1
Other expense		(207	)		(140	)
Income (loss) from continuing operations before income taxes		(419	)		83
Benefit from (provision for) income taxes		99			(24	)
Income (loss) from continuing operations		(320	)		59
Income (loss) from discontinued operations, net of tax		(17	)		2
Net income (loss)	$	(337	)	$	61

(a) Excludes depreciation, amortization and the cost of maintenance.

See Notes to Consolidated Condensed Financial Information.

SunGard Data Systems Inc.

Consolidated Condensed Balance Sheets

(in millions)

(Unaudited)

	December 31,		June 30,
	2014		2015
Assets:
Current:
Cash and cash equivalents	$	447	$	538
Accounts receivable, net		686		561
Prepaid expenses and other current assets		112		104
Total current assets		1,245		1,203
Property and equipment, net		152		149
Software products, net		224		222
Customer base, net		360		338
Other assets, net		94		73
Trade name		672		672
Goodwill		3,760		3,744
Total Assets	$	6,507	$	6,401
Liabilities and Equity:
Current:
Short-term and current portion of long-term debt	$	—	$	3
Accounts payable and accrued expenses		405		331
Deferred revenue		589		541
Total current liabilities		994		875
Long-term debt		4,669		4,669
Deferred and other income taxes		608		596
Other long-term liabilities		31		26
Total liabilities		6,302		6,166
Total equity		205		235
Total Liabilities and Equity	$	6,507	$	6,401

See Notes to Consolidated Condensed Financial Information.

SunGard Data Systems Inc.

Consolidated Condensed Statements of Cash Flows

(in millions)

(Unaudited)

	Six Months Ended June 30,
	2014			2015
Cash flow from operations:
Net income (loss)	$	(337	)	$	61
Income (loss) from discontinued operations		(17	)		2
Income (loss) from continuing operations		(320	)		59
Reconciliation of income (loss) from continuing operations to cash flow from operations:
Depreciation and amortization		135			98
Trade name impairment charge		339			—
Deferred income tax benefit		(90	)		(8	)
Stock compensation expense		20			23
Amortization of deferred financing costs and debt discount		10			8
Loss on extinguishment of debt		61			—
Other noncash items		—			(1	)
Changes in working capital:
Accounts receivable and other current assets		100			119
Accounts payable and accrued expenses		(111	)		(83	)
Accrued interest		(5	)		(1	)
Accrued income taxes		(25	)		15
Deferred revenue		(28	)		(47	)
Cash flow from continuing operations		86			182
Cash flow from discontinued operations		34			—
Cash flow from operations		120			182
Investment activities:
Cash paid for acquired businesses, net of cash acquired		—			(25	)
Additions to property and equipment, and software		(31	)		(27	)
Additions to capitalized software		(27	)		(28	)
Other investing activities		—			1
Cash used in continuing operations		(58	)		(79	)
Cash provided by discontinued operations		5			1
Cash used in investment activities		(53	)		(78	)
Financing activities:
Cash received from borrowings, net of fees		(7	)		3
Cash used to repay debt		(1,324	)		(1	)
Other financing activities		(16	)		(12	)
Cash used in continuing operations		(1,347	)		(10	)
Cash provided by discontinued operations		887			—
Cash used in financing activities		(460	)		(10	)
Effect of exchange rate changes on cash		1			(3	)
Increase (decrease) in cash and cash equivalents		(392	)		91
Beginning cash and cash equivalents, including cash of discontinued operations (2014: $31, 2015: $-)		706			447
Ending cash and cash equivalents	$	314		$	538

See Notes to Consolidated Condensed Financial Information.

SunGard Data Systems Inc.

Notes to Consolidated Condensed Financial Information (Unaudited)

Note 1. Reconciliation of Adjusted EBITDA to Net Income (Loss)

We evaluate the performance of our segments using non-GAAP measures. Our primary non-GAAP measure is Adjusted EBITDA, whose corresponding GAAP measure is net income (loss). Adjusted EBITDA is defined as net income (loss) excluding depreciation, amortization of acquisition-related intangible assets, goodwill and trade name impairment charges, severance and facility closure charges, stock compensation expense, management fees, certain other costs included in operating income (loss), interest including amortization of deferred financing fees, loss on extinguishment of debt, other income (expense), income taxes and income (loss) from discontinued operations.

We believe Adjusted EBITDA is an effective tool to measure our operating performance since it excludes non-cash items and certain variable charges. We use Adjusted EBITDA extensively to measure both SunGard and its reportable segments within the Company, and also to report our results to our board of directors.

While Adjusted EBITDA is useful for analysis purposes, it should not be considered as an alternative to our reported GAAP results. Also, Adjusted EBITDA may not be comparable to similarly titled measures used by other companies. Adjusted EBITDA is similar, but not identical, to adjusted EBITDA per the Senior Secured Credit Agreement for purposes of our debt covenants (see Note 2).

The following is a reconciliation of Adjusted EBITDA and Adjusted EBITDA margin to the corresponding reported GAAP measures that we believe to be most directly comparable. Percentage changes are computed based on unrounded amounts. Also, reported amounts may not sum to totals due to rounding.

	Three Months Ended June 30,									Six Months Ended June 30,
(in millions)	2014			2015			change from prior year			2014			2015			change from prior year
Financial Systems segment
Revenue:
Software	$	222		$	227			2	%	$	439		$	445			1	%
SaaS and Cloud		256			260			2	%		515			528			3	%
Services		140			144			3	%		264			275			4	%
Total Revenue	$	618		$	631			2	%	$	1,218		$	1,248			3	%
Adjusted EBITDA	$	154		$	173			13	%	$	293		$	347			19	%
Adjusted EBITDA margin		24.8	%		27.5	%		2.6	pts		24.0	%		27.8	%		3.8	pts
Public Sector & Education segment
Revenue:
Software	$	35		$	35			3	%	$	69		$	69			1	%
SaaS and Cloud		9			10			—	%		18			19			1	%
Services		11			11			5	%		21			22			5	%
Total Revenue	$	55		$	56			2	%	$	108		$	110			2	%
Adjusted EBITDA	$	17		$	17			(1	)%	$	33		$	33			(1	)%
Adjusted EBITDA margin		31.3	%		30.1	%		(1.2	)pts		30.7	%		29.8	%		(0.9	)pts
Corporate
Adjusted EBITDA	$	(12	)	$	(12	)				$	(22	)	$	(27	)
Total
Revenue:
Software	$	257		$	262			2	%	$	508		$	514			1	%
SaaS and Cloud		265			270			2	%		533			547			3	%
Services		151			155			3	%		285			297			4	%
Total Revenue	$	673		$	687			2	%	$	1,326		$	1,358			2	%
Adjusted EBITDA	$	159		$	178			12	%	$	304		$	353			16	%
Adjusted EBITDA margin		23.7	%		26.0	%		2.3	pts		23.0	%		26.0	%		3.0	pts
pts = margin points
	Three Months Ended June 30,									Six Months Ended June 30,
Reconciliation of Adjusted EBITDA to net income (loss):	2014			2015			change from prior year			2014			2015			change from prior year
Financial Systems segment	$	154		$	173					$	293		$	347
Public Sector & Education segment		17			17						33			33
Corporate		(12	)		(12	)					(22	)		(27	)
Total Adjusted EBITDA		159			178						304			353
Depreciation		(27	)		(27	)					(51	)		(56	)
Amortization of acquisition-related intangible assets		(41	)		(21	)					(84	)		(42	)
Trade name impairment charge		—			—						(339	)		—
Restructuring charges		(2	)		(2	)					(7	)		(4	)
Stock compensation expense		(11	)		(13	)					(20	)		(23	)
Management fees		(1	)		(2	)					(3	)		(4	)
Other, net		—			(5	)					(12	)		(1	)
Total operating income (loss)		77			108			43	%		(212	)		223			205	%
Operating income margin		11.4	%		15.9	%					(16.0	)%		16.5	%
Interest income		1			1						1			1
Interest expense and amortization of deferred financing fees		(73	)		(71	)					(147	)		(142	)
Loss on extinguishment of debt		—			—						(61	)		—
Other income		—			1						—			1
Benefit from (provision for) income taxes		(2	)		(6	)					99			(24	)
Income (loss) from discontinued operations, net of tax		—			—						(17	)		2
Net income (loss)	$	3		$	33					$	(337	)	$	61

SunGard Data Systems Inc.

Notes to Consolidated Condensed Financial Information (Unaudited)

Note 2. Reconciliation of Income (Loss) from Continuing Operations to EBITDA and Reconciliation of EBITDA to Adjusted EBITDA Per Senior Secured Credit Agreement

EBITDA represents income (loss) from continuing operations before interest expense, income taxes and depreciation and amortization. Adjusted EBITDA per our Senior Secured Credit Agreement is defined as EBITDA further adjusted to give effect to certain items that are required in calculating covenant compliance under our senior secured credit facilities, as amended, our senior notes and senior subordinated notes. Adjusted EBITDA per our Senior Secured Credit Agreement is calculated by subtracting from or adding to EBITDA items of income or expense described below. EBITDA and Adjusted EBITDA per our Senior Secured Credit Agreement are not recognized terms under generally accepted accounting principles (GAAP). EBITDA and Adjusted EBITDA per our Senior Secured Credit Agreement do not represent income (loss) from continuing operations, as that term is defined under GAAP, and should not be considered as an alternative to income (loss) from continuing operations as an indicator of our operating performance. Additionally, EBITDA and Adjusted EBITDA per our Senior Secured Credit Agreement are not intended to be measures of free cash flow available for management or discretionary use as such measures do not consider certain cash requirements such as capital expenditures (including capitalized software expense), tax payments and debt service requirements. SunGard considers EBITDA and Adjusted EBITDA per our Senior Secured Credit Agreement to be key indicators of our ability to pay our debt. EBITDA and Adjusted EBITDA per our Senior Secured Credit Agreement as presented herein are not necessarily comparable to similarly titled measures, including our Adjusted EBITDA as discussed in Note 1. The following is a reconciliation of EBITDA and Adjusted EBITDA per our Senior Secured Credit Agreement to income (loss) from continuing operations, the GAAP measure we believe to be most directly comparable to EBITDA and Adjusted EBITDA per our Senior Secured Credit Agreement. Further information regarding this reconciliation is included in our periodic filings with the U.S. Securities and Exchange Commission.

	Three Months Ended June 30,						Last Twelve Months Ended June 30,
(in millions)	2014			2015			2015
Revenue	$	673		$	687		$	2,824
Income from continuing operations	$	3		$	33		$	172
Interest expense, net		72			70			285
Provision for income taxes		2			6			66
Depreciation		27			27			112
Amortization of acquisition-related intangible assets		41			21			94
EBITDA		145			157			729
Purchase accounting adjustments		—			—			1
Stock compensation expense		11			13			44
Restructuring charges		2			2			25
Management fees		1			2			9
Acquired EBITDA, net of disposed EBITDA		—			—			2
Other costs		—			1			7
Adjusted EBITDA - per Senior Secured Credit Agreement *	$	159		$	175		$	817
Adjusted EBITDA margin		23.6	%		25.5	%		28.9	%
Year to Year Margin change					1.9 points
	Six Months Ended June 30,
(in millions)	2014			2015
Revenue	$	1,326		$	1,358
Income (loss) from continuing operations	$	(320	)	$	59
Interest expense, net		146			141
Provision for (benefit from) income taxes		(99	)		24
Depreciation		51			56
Amortization of acquisition-related intangible assets		84			42
EBITDA		(138	)		322
Trade name impairment charge		339			—
Purchase accounting adjustments		1			—
Stock compensation expense		20			23
Restructuring charges		7			4
Management fees		3			4
Acquired EBITDA, net of disposed EBITDA		—			1
Other costs		10			1
Loss on extinguishment of debt		61			—
Adjusted EBITDA - per Senior Secured Credit Agreement *	$	303		$	355
Adjusted EBITDA margin		22.9	%		26.1	%
Year to Year Margin change					3.2 points

* Also applies to Senior Notes due 2018 and 2020 and Senior Subordinated Notes due 2019

SunGard Data Systems Inc.

Notes to Consolidated Condensed Financial Information (Unaudited)

Note 3. Supplemental Information

The debt and cash data included below (in millions) reflects SunGard’s debt structure and changes in both the components of debt and cash from December 31, 2014 to June 30, 2015.

	December 31, 2014			June 30, 2015			Change from December 31 to June 30
Cash	$	447		$	538		$	91
Senior Secured Credit Facilities:
Secured revolving credit facility	$	—		$	—		$	—
Tranche C, effective interest rate of 4.44% and 4.44%		400			400			—
Tranche E, effective interest rate of 4.31% and 4.31%		1,918			1,918			—
Total Senior Secured Credit Facilities		2,318			2,318			—
Senior Notes due 2018 at 7.375%		511			511			—
Senior Notes due 2020 at 7.625%		700			700			—
Senior Subordinated Notes due 2019 at 6.625%		1,000			1,000			—
Secured accounts receivable facility, at 3.16% and 3.19%		140			140			—
Other		—			3			3
Total debt	$	4,669		$	4,672		$	3
Net Debt (Total debt less cash)	$	4,222		$	4,134		$	(88	)
Leverage Metric per Credit Agreement		5.41x			4.95x			-0.46x
Weighted Average Interest Rate		5.61	%		5.62	%		0.01	%
Percent Fixed Rate (swap adjusted)		67	%		67	%		0	%
Percent Bonds of Total Debt		47	%		47	%		0	%

The contractual future maturities of debt are as follows (in millions):

	December 31, 2014		June 30, 2015		Change December 31 to June 30
2015	$	—	$	—	$	—
2016		—		3		3
2017		400		400		—
2018		511		511		—
2019		1,140		1,140		—
Thereafter		2,618		2,618		—
Total debt	$	4,669	$	4,672	$	3
Current	$	—	$	3
Long-term		4,669		4,669
Total debt	$	4,669	$	4,672

EX-99.2

Second Quarter 2015 Earnings Call

Supplemental Materials

July 30, 2015

Exhibit 99.2

2

Forward Looking Statement

SunGard’s "Safe Harbor" Statement under Private Securities Litigation Reform Act of 1995

This presentation and other written and oral statements made from time to time by representatives of SunGard may

constitute forward-looking statements.  You can identify forward-looking statements because they contain words such as

"believes," "expects," "may," "will," "would," "should," "seeks," "approximately," "intends," "plans," "estimates," or "anticipates"

or similar expressions which concern our strategy, plans or intentions.  All statements we make relating to estimated and

projected earnings, margins, costs, expenditures, cash flows, growth rates, financial results and pro forma estimates are

forward-looking statements.  In addition, we, through our senior management, from time to time make forward-looking public

statements concerning our expected future operations and performance and other developments.  All of these forward-

looking statements are subject to risks and uncertainties that may change at any time, and, therefore, our actual results may

differ materially from those we expected.  We derive most of our forward-looking statements from our operating budgets and

forecasts, which are based upon many detailed assumptions.  While we believe that our assumptions are reasonable, we

caution that it is very difficult to predict the impact of known factors, and, of course, it is impossible for us to anticipate all

factors that could affect our actual results.  Some of the factors that we believe could affect our results include:  global

economic and market conditions; the condition of the financial services industry, including the effect of any further

consolidation among financial services firms; our high degree of debt-related leverage; the effect of war, terrorism, natural

disasters

or

other

catastrophic

events;

the

effect

of

disruptions

to

our

systems

and

infrastructure;

the

timing

and

magnitude

of

software sales; the timing and scope of technological advances; the market and credit risks associated with broker/dealer

operations; the ability to retain and attract customers and key personnel; risks  relating  to  the  foreign  countries  where  we 

transact  business; the integration and performance of acquired businesses; the ability to obtain patent protection and avoid

patent-related liabilities in the context of a rapidly developing legal framework for software and business-method patents; a

material weakness in our internal controls; unanticipated changes in our income tax provision or the enactment of new tax

legislation, issuance of regulations or relevant judicial decisions, and the split-off of the Availability Services business failing

to

qualify

as

a

tax

free

transaction.

The

factors

described

in

this

paragraph

and

other

factors

that

may

affect

our

business

or

future financial results are discussed in our periodic filings with the U.S. Securities and Exchange Commission, copies of

which may be obtained from us without charge.  We assume no obligation to update any written or oral forward-looking

statement made by us or on our behalf as a result of new information, future events or other factors.

3

Second Quarter 2015 Financial Highlights

$687 million of Revenue

up 2% year over year

up 6% adjusted for currency

$108 million of Operating Income

Margin of 15.9%

Up 43% year over year, or up $31M

$33 million of GAAP Income

Margin of 4.9%

Up $30M year over year

$178 million of Adjusted EBITDA*

Up 12% year over year

Margin of 26.0%, up 2.3 points

$127 million of Free Cash Flow* YTD

Up $99 million year over year

2Q Free cash flow of $1M, up $31M year over year*

*Refer to Appendix for reconciliation of GAAP to non-GAAP items and a description of non-GAAP financial measures.

4

Revenue

Business model is founded on

software, which is surrounded by

services, resulting in strong recurring

revenue streams

Software is delivered both as

traditional software licenses and also

as SaaS offerings

License offerings have traditionally

been run on our customer premises

but are increasingly delivered from

SunGard’s cloud computing centers

Professional services speed the

delivery and help ensure high quality

implementation 

Utility and Business Process as a

Service (BPaaS) offerings

complement our software and extend

our value proposition

*Services includes Professional and Business Processing Services revenues.

@cc = at constant currency

2Q15 Revenue

SunGard Business Model

SaaS /

Cloud

39%

Software

38%

Services*

23%

2Q 2015

Revenue:

$687M

+3% Growth

(+7% @cc)

+2% Growth

(+3% @cc)

+2% Growth

(+7% @cc)

~70% Recurring Revenue

5

Financial Systems Segment

$631 million of Revenue

Up 2% year over year

Up 6% year over year @cc

Software revenue growth of 2%, 8% @cc

$50M license revenue, up 40% year over

year

Services revenue growth of 3%, 8% @cc

New SunGard utilities for post trade

processing and mutual fund transfer agency

$173 million of Adjusted EBITDA**

Up 13% year over year

Adjusted EBITDA margin of 27.5%

Up 2.6 points year over year

*Services includes Professional and Business Processing Services revenue

**Refer to Appendix for reconciliation of GAAP to non-GAAP items and a description of non-GAAP financial measures

@cc = at constant currency

SaaS /

Cloud

41%

Software

36%

Services*

23%

2Q 2015

Revenue:

$631M

+3% Growth

(+8% @cc)

+2% Growth

(+4% @cc)

+2% Growth

(+8% @cc)

2Q15 Revenue

2Q15 Highlights

6

Public Sector & Education Segment

$56 million of Revenue

Up 2% year over year, up 2% @cc

Software growth of 3% year over year

Services growth of 5% year over year

CRW Systems, Inc. acquisition

announced June 12, 2015

Tuck in acquisition to augment community

development

$17 million of Adjusted EBITDA**

Down 1% year over year

Adjusted EBITDA margin of 30.1%

Down 1.2 points year over year

*Services includes Professional and Business Processing Services revenue

**Refer to Appendix for reconciliation of GAAP to non-GAAP items and a description of non-GAAP financial measures

@cc = at constant currency

SaaS /

Cloud

17%

Software

63%

Services*

20%

2Q 2015

Revenue:

$56M

5% Growth

Flat YTY

3% Growth

2Q15 Revenue

2Q15 Highlights

7

Cash Flow, Debt and Leverage

$182 million in cash from continuing

operations

Up $96 million year over year

$55 million in capital expenditures

Down $3 million year over year

$127 million in Free Cash Flow

Up $99 million year over year

Leverage Ratio at 6/30/15 of 4.95x

0.46x lower since 12/31/14

($ in millions)

June 30,

June 30,

2014

2015

YTY

Cash flow from Cont. Operations

86

182

96

Less: Capital Expenditures*

(58)

(55)

3

Free Cash Flow

28

127

99

Change

Dec. 31,

June 30,

from Dec.

2014

2015

to June

Gross Debt

4,669

4,672

3

Less: Cash

447

538

91

Net Debt

4,222

4,134

(88)

LTM Adjusted EBITDA**

764

817

7%

Leverage**

5.41x

4.95x

(0.46x)

Six Months Ended

*Capital Expenditures equals cash paid for property, equipment and software

**Per Senior Secured Credit Agreement; Refer to Appendix for reconciliation of GAAP to non-GAAP items and a description of non-GAAP financial measures

First Half 2015

8

Appendix

9

Reconciliation of Adjusted EBITDA to Net Income (Loss), (1 of 2)

All amounts in USD millions

We evaluate the performance of our

segments using non-GAAP

measures. Our primary non-GAAP

measure is Adjusted EBITDA, whose

corresponding GAAP measure is net

income (loss).

We believe Adjusted

EBITDA is an effective tool to

measure our operating performance

since it excludes non-cash items and

certain variable charges. We use

Adjusted EBITDA extensively to

measure both SunGard Data Systems

and its reportable segments within the

Company, and also to report our

results to our board of directors.

While Adjusted EBITDA is useful for

analysis purposes, it should not be

considered as an alternative to our

reported GAAP results.

Also,

Adjusted EBITDA may not be

comparable to similarly titled

measures used by other companies.

Adjusted EBITDA is similar, but not

identical, to adjusted EBITDA per the

Senior Secured Credit Agreement for

purposes of our debt covenants. 

(in millions)

2014

2015

2014

2015

Financial Systems segment

Revenue:

Software

222

$  

227

$  

2

%

439

$  

445

$  

1

%

SaaS and Cloud

256

260

2

%

515

528

3

%

Services

140

144

3

%

264

275

4

%

Total Revenue

618

$  

631

$  

2

%

1,218

$

1,248

$

3

%

Adjusted EBITDA

154

$  

173

$  

13

%

293

$  

347

$  

19

%

Adjusted EBITDA margin

24.8%

27.5%

2.6

pts

24.0%

27.8%

3.8

pts

Public Sector & Education segment

Revenue:

Software

35

$     

35

$    

3

%

69

$     

69

$     

1

%

SaaS and Cloud

9

10

-

%

18

19

1

%

Services

11

11

5

%

21

22

5

%

Total Revenue

55

$     

56

$    

2

%

108

$  

110

$  

2

%

Adjusted EBITDA

17

$     

17

$    

(1)

%

33

$     

33

$     

(1)

%

Adjusted EBITDA margin

31.3%

30.1%

(1.2)

pts

30.7%

29.8%

(0.9)

pts

Corporate

Adjusted EBITDA

(12)

$   

(12)

$   

(22)

$   

(27)

$   

Total

Revenue:

Software

257

$  

262

$  

2

%

508

$  

514

$  

1

%

SaaS and Cloud

265

270

2

%

533

547

3

%

Services

151

155

3

%

285

297

4

%

Total Revenue

673

$  

687

$  

2

%

1,326

$

1,358

$

2

%

Adjusted EBITDA

159

$  

178

$  

12

%

304

$  

353

$  

16

%

Adjusted EBITDA margin

23.7%

26.0%

2.3

pts

23.0%

26.0%

3.0

pts

pts = margin points

Three Months Ended June 30,

change

from prior

year

change

from prior

year

Six Months Ended June 30,

10

Reconciliation of Adjusted EBITDA to Net Income (Loss), (2 of 2)

All amounts in USD millions

We evaluate the performance of our

segments using non-GAAP

measures. Our primary non-GAAP

measure is Adjusted EBITDA, whose

corresponding GAAP measure is net

income (loss).

We believe Adjusted

EBITDA is an effective tool to

measure our operating performance

since it excludes non-cash items and

certain variable charges. We use

Adjusted EBITDA extensively to

measure both SunGard Data Systems

and its reportable segments within the

Company, and also to report our

results to our board of directors.

While Adjusted EBITDA is useful for

analysis purposes, it should not be

considered as an alternative to our

reported GAAP results.

Also,

Adjusted EBITDA may not be

comparable to similarly titled

measures used by other companies.

Adjusted EBITDA is similar, but not

identical, to adjusted EBITDA per the

Senior Secured Credit Agreement for

purposes of our debt covenants. 

2014

2015

2014

2015

Financial Systems segment

154

$  

173

$  

293

$  

347

$  

Public Sector & Education segment

17

17

33

33

Corporate

(12)

(12)

(22)

(27)

Total Adjusted EBITDA

159

178

304

353

Depreciation

(27)

(27)

(51)

(56)

Amortization of acquisition-related intangible assets

(41)

(21)

(84)

(42)

Trade name impairment charge

-

-

(339)

-

Restructuring charges

(2)

(2)

(7)

(4)

Stock compensation expense

(11)

(13)

(20)

(23)

Management fees

(1)

(2)

(3)

(4)

Other, net

-

(5)

(12)

(1)

Total operating income (loss)

77

108

43

%

(212)

223

205

%

Operating income margin

11.4

%

15.9

%

(16.0)%

16.5

%

Interest income

1

1

1

1

Interest

expense

and

amortization

of

deferred

financing

fees

(73)

(71)

(147)

(142)

Loss on extinguishment of debt

-

-

(61)

-

Other income

-

1

-

1

Benefit from (provision for) income taxes

(2)

(6)

99

(24)

Income (loss) from discontinued operations, net of tax

-

-

(17)

2

Net income (loss)

3

$       

33

$    

(337)

$ 

61

$     

change

from prior

year

change

from prior

year

Three Months Ended June 30,

Six Months Ended June 30,

11

Reconciliation of Income (Loss) from Continuing Operations to

EBITDA and Reconciliation of EBITDA to Adjusted EBITDA as defined

in our senior secured credit agreement

Dec. 31,

June 30,

(in millions)

2014

2015

Total Revenue

2,809

$         

2,824

$         

GAAP Income / (Loss) from continuing operations

(207)

$           

172

$             

Interest expense, net

290

285

Provision for income taxes

(57)

66

Depreciation

107

112

Amortization of acquisition-related intangible assets

136

94

EBITDA

269

729

Trade name impairment charge

339

-

Purchase accounting adjustments

1

1

Stock compensation expense

42

44

Restructuring charges

27

25

Management fees

9

9

Acquired EBITDA, net of disposed EBITDA

-

2

Other costs

16

7

Loss on extinguishment of debt

61

-

Adjusted EBITDA -

per Senior Secured Credit Agreement

764

$             

817

$             

Adjusted EBITDA margin

27.2%

28.9%

Twelve Months Ended

12

Reconciliation of Cash flow from Continuing Operations to Free

Cash Flow

($ in millions)

June 30,

June 30,

June 30,

June 30,

2014

2015

YTY

2014

2015

YTY

Cash flow from Cont. Operations

0

28

28

86

182

96

Less: Capital Expenditures*

(30)

(27)

3

(58)

(55)

3

Free Cash Flow

-30

1

31

28

127

99

Six Months Ended

2Q Ended

*Capital Expenditures equals cash paid for property, equipment and software