HP 2012 Annual Report Download

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Table of contents

  • Page 1

  • Page 2
    Meg Whitman President and CEO

  • Page 3
    ...form of share repurchases and dividends. Our efforts in fiscal 2012 also included beginning to tackle the structural and execution issues we identified, and building the foundation we need to improve our performance in the face of dynamic market trends and macroeconomic challenges. 1 $10.6B in cash...

  • Page 4
    ... real estate strategy, improve our business processes, and implement consistent pricing and promotions. We have also taken steps to refocus our research and development efforts to extend HP's technology leadership in our core markets. Our product and service development teams have moved aggressively...

  • Page 5
    ...with our remarkable set of assets and strengths. Our unparalleled scale and distribution allows us to reach customers and partners in any corner of the globe at the best possible price. Our brand is trusted by customers around the world. We have talented and resilient employees that are committed to...

  • Page 6
    ...'s non-executive Chairman since November 2010. Mr. Lane has served as Managing Partner of Kleiner Perkins Caufield & Byers, a private equity firm, since 2000. Prior to joining Kleiner Perkins, Mr. Lane was President and Chief Operating Officer and a director of Oracle Corporation, a software company...

  • Page 7
    ...Group, a consulting company, where he focused on strategic and process issues for technology businesses. Mr. Reiner also is a former director of Genpact Limited. Margaret C. Whitman Director since 2011 Age 56 Ms. Whitman has served as President and Chief Executive Officer of HP since September 2011...

  • Page 8
    Executive Team* R. Todd Bradley Executive Vice President, Printing and Personal Systems Group Catherine A. Lesjak Executive Vice President and Chief Financial Officer David A. Donatelli Executive Vice President and General Manager, Enterprise Group Marc A. Levine Senior Vice President, Controller...

  • Page 9
    ... period from to Commission file number 1-4423 HEWLETT-PACKARD COMPANY (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 3000 Hanover Street, Palo Alto, California (Address of principal executive offices) 94-1081436...

  • Page 10
    ... 13. Item 14. Item 15. PART II Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities ...Selected Financial Data ...Management's Discussion and Analysis of Financial Condition and Results of Operations ...Quantitative and Qualitative Disclosures...

  • Page 11
    ... of management for future operations, including the execution of restructuring plans and any resulting cost savings or revenue or profitability improvements; any statements concerning the expected development, performance, market share or competitive performance relating to products or services; any...

  • Page 12
    ...ESSN''); Software; HP Financial Services (''HPFS''); and Corporate Investments. In each of the past three fiscal years, notebooks, desktops, printing supplies and infrastructure technology outsourcing services each accounted for more than 10% of our consolidated net revenue. In fiscal 2012 and 2011...

  • Page 13
    ...LaserJet printers and supplies, multifunction devices, scanners, web-connected hardware and services and enterprise software solutions, such as Exstream Software and Web Jetadmin. Managed Enterprise Solutions. Managed Enterprise Solutions include managed print service products, support and solutions...

  • Page 14
    ...Application and Business Services helps clients develop, revitalize and manage their applications and information assets. This full application life cycle approach encompasses application development, testing, modernization, system integration, maintenance and management for both packaged and custom...

  • Page 15
    ... IT consulting, including some systems integration work, and that typically partner with our services business on client solutions that require our unique products and services. The mix of HP's business by channel or direct sales differs substantially by business and region. We believe that customer...

  • Page 16
    ... across HP. The account manager is supported by a team of specialists with product and services expertise. For other customers and for consumers, PPS manages direct online sales as well as channel relationships with retailers, while also leading coordination across the businesses for relationships...

  • Page 17
    ... we can make a unique contribution and the areas where partnering with other leading technology companies will leverage our cost structure and maximize our customers' experiences. HP Labs, together with the various research and development groups within the five principal business segments, are...

  • Page 18
    ... our products and services to stay competitive. On a revenue basis we are the largest company offering our range of personal computing and other access devices, consulting, outsourcing and technology services, imaging and printing-related products and services, and enterprise information technology...

  • Page 19
    ... and commercial channels to direct sales. Printing. The markets for printer hardware and associated supplies are highly competitive. Printing's key customer segments each face competitive pressure from the market, specific to pricing and the introduction of new products. Key competitors include...

  • Page 20
    .... We market enterprise IT management software in competition with IBM, CA, Inc., BMC Software, Inc. and others. Our information management solutions, including unstructured data analytics, information governance and digital marketing offerings, compete with products from companies like Adobe Systems...

  • Page 21
    ...and for HP's Technology Services business since June 2011. Previously, Mr. Donatelli served as President of the storage division of EMC Corporation, an information technology company, from September 2007 to April 2009. Henry Gomez; age 49; Executive Vice President and Chief Communications Officer Mr...

  • Page 22
    ... 45; Chief Operating Officer Mr. Veghte has served as Chief Operating Officer since May 2012. Previously, Mr. Veghte served as Executive Vice President of HP Software from May 2010 to May 2012. Prior to joining HP, Mr. Veghte served as Senior Vice President of the Windows business group at Microsoft...

  • Page 23
    ... at that same location on our website. Stockholders may request free copies of these documents from: Hewlett-Packard Company Attention: Investor Relations 3000 Hanover Street Palo Alto, CA 94304 http://www.hp.com/investor/informationrequest Additional Information Microsoft↧ and Windows↧ are...

  • Page 24
    ...-market selling activities and reduce cost, and we renewed our focus on developing new products, services and solutions. We also began working to optimize our supply chain, reduce the number of stock keeping units (SKUs) and platforms, refine our real estate strategy, improve our business processes...

  • Page 25
    ...business, and our competitors may target our key market segments. We compete primarily on the basis of technology, performance, price, quality, reliability, brand, reputation, distribution, range of products and services, ease of use of our products, account relationships, customer training, service...

  • Page 26
    ... cloud computing, security, and information management and analytics. Any failure to successfully execute this strategy could adversely affect our operating results. The process of developing new high technology products, software services and solutions and enhancing existing hardware and software...

  • Page 27
    ... demand for technology hardware, software and services in the markets in which we compete. Economic weakness and uncertainty have resulted, and may result in the future, in decreased revenue, gross margin, earnings or growth rates and in increased difficulty in managing inventory levels. For example...

  • Page 28
    ..., our revenue and gross margin could suffer as we could lose time-sensitive sales, incur additional freight costs or be unable to pass on price increases to our customers. If we cannot adequately address supply issues, we might have to reengineer some products or services offerings, resulting...

  • Page 29
    ... attacks and systems integration issues could disrupt our internal operations or information technology services provided to customers, and any such disruption could reduce our expected revenue, increase our expenses, damage our reputation and adversely affect our stock price. Experienced computer...

  • Page 30
    ... financial results, stock price and reputation. The revenue and profitability of our operations have historically varied, which makes our future financial results less predictable. Our revenue, gross margin and profit vary among our products and services, customer groups and geographic markets and...

  • Page 31
    ..., stock price performance or executive team; • the announcement of new, planned or contemplated products, services, technological innovations, acquisitions, divestitures or other significant transactions by HP or its competitors; • quarterly increases or decreases in revenue, gross margin...

  • Page 32
    ... of HP to recover such amounts through increased prices, remains uncertain. Due to the international nature of our business, political or economic changes or other factors could harm our future revenue, costs and expenses and financial condition. Sales outside the United States make up approximately...

  • Page 33
    ... in countries outside of the United States and margins on sales of products that include components obtained from suppliers located outside of the United States. We use a combination of forward contracts and options designated as cash flow hedges to protect against foreign currency exchange rate...

  • Page 34
    ... outstanding with our distribution and retail channel partners. Revenue from indirect sales could suffer, and we could experience disruptions in distribution if our distributors' financial conditions, abilities to borrow funds in the credit markets or operations weaken. • Our inventory management...

  • Page 35
    ... in the current products and services of HP and portfolios acquired through mergers and acquisitions that we must manage. In addition, it may be difficult to ensure performance of new customer contracts in accordance with our revenue, margin and cost estimates and to achieve operational efficiencies...

  • Page 36
    ... may expose us to legal liability, result in the loss of customers and harm our reputation, which could decrease the revenues and profitability of our IT services business. • Some of our outsourcing services agreements contain pricing provisions that permit a client to request a benchmark study by...

  • Page 37
    ... of HP's Consolidated Financial Statements, we use certain estimates and assumptions based on historical experience and other factors. Our most critical accounting estimates are described in ''Management's Discussion and Analysis of Financial Condition and Results of Operations'' in this report. In...

  • Page 38
    ... sales pattern makes prediction of revenue, earnings, cash flow from operations and working capital for each financial period difficult, increases the risk of unanticipated variations in quarterly results and financial condition and places pressure on our inventory management and logistics systems...

  • Page 39
    ... and financial condition and stock price. Terrorist acts, conflicts or wars (wherever located around the world) may cause damage or disruption to HP, our employees, facilities, partners, suppliers, distributors, resellers or customers or adversely affect our ability to manage logistics, operate our...

  • Page 40
    ...to identify significant issues with the acquired company's product quality, financial disclosures, accounting practices or internal control deficiencies. • The pricing and other terms of our contracts for business combination and investment transactions require us to make estimates and assumptions...

  • Page 41
    ... and coordinating sales, marketing and distribution efforts; • consolidating and rationalizing corporate IT infrastructure, which may include multiple legacy systems from various acquisitions and integrating software code and business processes; • minimizing the diversion of management attention...

  • Page 42
    ... 2008 restructuring plan to reduce our real estate costs and increase our productive utilization by consolidating into several hundred HP core real estate locations worldwide. We will continue to take real estate portfolio optimization actions in support of the fiscal 2012 restructuring plan. 34

  • Page 43
    ... Geographic Operations The locations of our headquarters of geographic operations at October 31, 2012 were as follows: Americas Houston, United States Miami, United States Mississauga, Canada Europe, Middle East, Africa Geneva, Switzerland Asia Pacific Singapore Tokyo, Japan Product Development and...

  • Page 44
    ... for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Information regarding the market prices of HP common stock and the markets for that stock may be found in the ''Quarterly Summary'' in Item 8 and on the cover page of this Annual Report on Form 10...

  • Page 45
    ... the cumulative total stockholder return assuming the investment of $100 on the date specified (and the reinvestment of dividends thereafter) in each of HP common stock, the S&P 500 Index, and the S&P Information Technology Index.(1) The comparisons in the graph below are based upon historical data...

  • Page 46
    ..., in order to understand further the factors that may affect the comparability of the financial data presented below. HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Selected Financial Data 2012 For the fiscal years ended October 31 2011 2010 2009 In millions, except per share amounts 2008 Net revenue...

  • Page 47
    ...health and education sectors. Our offerings span: • personal computing and other access devices; • multi-vendor customer services, including infrastructure technology and business process outsourcing, technology support and maintenance, application development and support services and consulting...

  • Page 48
    ... end of fiscal 2014. In addition, we began making significant changes to our sales force to improve our go-to-market selling activities and reduce cost, and we renewed our focus on developing new products, services and solutions. We also began working to optimize our supply chain, reduce the number...

  • Page 49
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) portfolio of hardware, software and services to solve customer problems. However, the rate at which we are able to invest in our business and the returns that we...

  • Page 50
    .... Management believes the following critical accounting policies reflect the significant estimates and assumptions used in the preparation of the Consolidated Financial Statements. Revenue Recognition We enter into contracts to sell our products and services, and, while the majority of our sales...

  • Page 51
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) We recognize revenue on certain design and build (design, development and/or constructions of software and/or systems) projects using the percentage-of-...

  • Page 52
    .... Critical estimates in valuing certain intangible assets include but are not limited to future expected cash flows from customer contracts, customer lists, distribution agreements, and acquired developed technologies and patents; expected costs to develop IPR&D into commercially viable products and...

  • Page 53
    ...of a reporting unit or an indefinite-lived purchased intangible asset is judgmental in nature and involves the use of significant estimates and assumptions. These estimates and assumptions include revenue growth rates and operating margins used to calculate projected future cash flows, risk-adjusted...

  • Page 54
    ...Our annual goodwill impairment analysis, which we performed during the fourth quarter of fiscal 2012, resulted in an impairment charge for goodwill and intangible assets related to the Autonomy reporting unit within the Software segment as discussed in Note 7 to the Consolidated Financial Statements...

  • Page 55
    ... prior to fiscal year 2012 are based on our annual cash flow from operations as a percentage of revenue and on a market condition based on total shareholder return (''TSR'') relative to the S&P 500 over the performance period. We use our closing stock price on the measurement date to estimate the...

  • Page 56
    ... We plan foreign earnings remittance amounts based on projected cash flow needs as well as the working capital and long-term investment requirements of our foreign subsidiaries and our domestic operations. Based on these assumptions, we estimate the amount we will distribute to the United States and...

  • Page 57
    ... an approximately $23 million increase to our trade allowance at the end of fiscal year 2012. Inventory We state our inventory at the lower of cost or market. We make adjustments to reduce the cost of inventory to its net realizable value, if required, at the product group level for estimated excess...

  • Page 58
    ...to develop assumptions which are used to determine fair value. Retirement Benefits Our pension and other post-retirement benefit costs and obligations are dependent on various assumptions. Our major assumptions relate primarily to discount rates, salary growth and long-term return on plan assets. We...

  • Page 59
    ... fiscal years ended October 31: 2012 2011(1) In millions 2010(1) Net revenue ...$120,357 Cost of sales(2) ...92,385 Gross profit ...Research and development ...Selling, general and administrative ...Amortization of purchased intangible assets Impairment of goodwill and purchased intangibles assets...

  • Page 60
    ... in volume declines in our hardware businesses and printing supplies coupled with contractual rate declines on ongoing contracts in Services. The Software segment contributed favorably to the total HP net revenue change as a result of the acquisition of Autonomy in October 2011. An analysis of the...

  • Page 61
    ... Software and Networking revenue. Personal Systems gross margin increased in fiscal 2011 primarily as a result of a favorable commodity pricing environment, combined with lower warranty costs. Printing gross margin declined in fiscal 2011 due primarily to increased logistics costs and supply chain...

  • Page 62
    ... gross margin decreased in fiscal 2011 primarily as a result of the impact of the wind down of the webOS device business, which resulted in expenses for supplier-related obligations, sales incentive programs and inventory write downs. Operating Expenses Research and Development Total research...

  • Page 63
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) Impairment of Goodwill and Purchased Intangible Assets In fiscal 2012, we recorded goodwill impairment charges of $8.0 billion and $5.7 billion associated with ...

  • Page 64
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) The increase in amortization expense in fiscal 2011 was due primarily to increased amortization of purchased intangible assets from acquisitions completed during...

  • Page 65
    ... COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) Segment Information A description of the products and services, as well as financial data, for each segment can be found in Note 19 to the Consolidated Financial Statements...

  • Page 66
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) Workstations revenue decreased 3% due to weak demand in the commercial PC market. In fiscal 2012, net revenue for consumer clients decreased 15% while commercial...

  • Page 67
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) Printing net revenue decreased 6.5% (decreased 6.3% when adjusted for currency) in fiscal 2012, driven by broad-based consumer demand weakness in all regions. ...

  • Page 68
    ... 14.6% 16.2% The components of the weighted net revenue change by Services business units were as follows for the following fiscal years ended October 31: 2012 2011 Percentage Points Infrastructure Technology Outsourcing ...Application and Business Services ...Technology Services ...Total Services...

  • Page 69
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) Services earnings from operations as a percentage of net revenue decreased by 1.6 percentage points in fiscal 2011. Operating margin decreased due primarily to ...

  • Page 70
    ...solutions and strong demand from public and private cloud customers. Networking net revenue increased by 50% due largely to our acquisition of 3Com in April 2010, strong market demand for our core data center products and the impact of our continued investments in sales coverage. Storage net revenue...

  • Page 71
    ... deferred revenue write-downs and integration costs associated with acquisitions and investments in sales coverage and R&D, the effect of which was partially offset by the capitalization of certain software development costs. HP Financial Services For the fiscal years ended October 31 2012 2011 2010...

  • Page 72
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) Portfolio Assets and Ratios HPFS maintains a strategy to generate a competitive return on equity by effectively leveraging its portfolio against the risks ...

  • Page 73
    ... devices. Business intelligence solutions revenue declined mainly due to lower revenue from consulting services. Corporate Investments reported a higher loss from operations in fiscal 2011 due to $755 million of expenses primarily for supplier-related obligations and sales incentive programs related...

  • Page 74
    ... United States to have a material effect on HP's overall liquidity, financial condition or results of operations. LIQUIDITY We use cash generated by operations as our primary source of liquidity; we believe that internally generated cash flows are generally sufficient to support business operations...

  • Page 75
    ... earnings and cash utilized as a result of higher inventory levels. Our key working capital metrics are as follows: 2012 October 31 2011 2010 Days of sales outstanding in accounts receivable ...Days of supply in inventory ...Days of purchases outstanding in accounts payable ...Cash conversion cycle...

  • Page 76
    ... a number of factors, including cash flow expectations, cash requirements for operations, cash needed to support our financing business, investment plans (including acquisitions), share repurchase activities, overall cost of capital, and targeted capital structure. Short-term debt and long-term debt...

  • Page 77
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) 2011, short-term debt and long-term debt increased by $1.0 billion and $7.3 billion, respectively, as compared to fiscal 2010. The net increase in total debt is ...

  • Page 78
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) Our credit ratings were downgraded by Fitch Ratings Services to F2 and Aǁ in the fourth quarter of fiscal 2012. Moody's Investors Service subsequently ...

  • Page 79
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) Income Tax Obligations In addition to the above, at October 31, 2012, we had approximately $2.3 billion of recorded liabilities and related interest and ...

  • Page 80
    ... U.S. dollar may adversely affect certain expense figures taken alone. We use a combination of forward contracts and options designated as cash flow hedges to protect against the foreign currency exchange rate risks inherent in our forecasted net revenue and, to a lesser extent, cost of sales and...

  • Page 81
    ...in the stock prices of our publicly traded equity securities would result in a loss in the fair values of our marketable equity securities of approximately $18 million and $35 million at October 31, 2012 and 2011, respectively. The aggregate cost of investments in privately-held companies, and other...

  • Page 82
    ... Financial Statements ...Note 1: Summary of Significant Accounting Policies ...Note 2: Stock-Based Compensation ...Note 3: Net Earnings Per Share ...Note 4: Balance Sheet Details ...Note 5: Supplemental Cash Flow Information ...Note 6: Acquisitions ...Note 7: Goodwill and Purchased Intangible Assets...

  • Page 83
    ...Hewlett-Packard Company and subsidiaries as of October 31, 2012 and 2011, and the related consolidated statements of earnings, comprehensive income, stockholders' equity, and cash flows for each of the three years in the period ended October 31, 2012. Our audits also included the financial statement...

  • Page 84
    ... the Public Company Accounting Oversight Board (United States), the accompanying consolidated balance sheets of Hewlett-Packard Company and subsidiaries as of October 31, 2012 and 2011, and the related consolidated statements of earnings, comprehensive income, stockholders' equity and cash flows for...

  • Page 85
    ... public accounting firm, as stated in their report which appears on page 76 of this Annual Report on Form 10-K. /s/ MARGARET C. WHITMAN Margaret C. Whitman President and Chief Executive Officer December 27, 2012 /s/ CATHERINE A. LESJAK Catherine A. Lesjak Executive Vice President and Chief Financial...

  • Page 86
    ...-PACKARD COMPANY AND SUBSIDIARIES Consolidated Statements of Earnings For the fiscal years ended October 31 2012 2011 2010 In millions, except per share amounts Net revenue: Products ...Services ...Financing income ...Total net revenue ...Costs and expenses: Cost of products ...Cost of services...

  • Page 87
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Consolidated Statements of Comprehensive Income For the fiscal years ended October 31 2012 2011 2010 In millions Net (loss) earnings ...Other comprehensive (loss) income before tax: Change in unrealized gains on available-for-sale securities ...Change in ...

  • Page 88
    ... and equipment ...Long-term financing receivables and Goodwill ...Purchased intangible assets ...other assets ... Total assets ...LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Notes payable and short-term borrowings ...Accounts payable ...Employee compensation and benefits ...Taxes on...

  • Page 89
    ...Payment of debt ...Issuance of common stock under employee stock plans ...Repurchase of common stock ...Excess tax benefit from stock-based compensation ...Cash dividends paid ... Net cash used in investing activities ... Net cash used in financing activities ...Increase (decrease) in cash and cash...

  • Page 90
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Consolidated Statements of Stockholders' Equity Accumulated Additional Other Total HP NonPaid-in Retained Comprehensive Stockholders' controlling Capital Earnings (Loss) Income Equity Interests In millions, except number of shares in thousands $13,804 $ 29,...

  • Page 91
    ...of sale when the channel partners have economic substance apart from HP, and HP has completed its obligations related to the sale. HP's revenue recognition policies provide that, when a sales arrangement contains multiple elements, such as hardware and software products, licenses and/or services, HP...

  • Page 92
    ... customer segment pricing strategies and the product life cycle. Consideration is also given to market conditions, such as competitor pricing strategies and industry technology life cycles. In instances when revenue is derived from sales of third-party vendor services, revenue is recorded on a gross...

  • Page 93
    ... basis over the term of the arrangement. Services HP recognizes revenue from fixed-price support or maintenance contracts, including extended warranty contracts and software post-contract customer support agreements, ratably over the contract period and recognizes the costs associated with these...

  • Page 94
    ...rates of return over the lease term. Deferred Revenue and related Deferred Contract Costs Deferred revenue represents amounts received in advance for product support contracts, software customer support contracts, outsourcing start-up services work, consulting and integration projects, product sales...

  • Page 95
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 1: Summary of Significant Accounting Policies (Continued) monetary assets and liabilities and at historical exchange rates for nonmonetary assets and liabilities. Net revenue, cost of sales and ...

  • Page 96
    ... certain other financial instruments with various financial institutions. These financial institutions are located in many different geographical regions, and HP's policy is designed to limit exposure with any one institution. As part of its cash and risk management processes, HP performs periodic...

  • Page 97
    ...support a customer services contract generally do not exceed the term of the customer contract. Upon retirement or disposition, the asset cost and related accumulated depreciation are removed with any gain or loss recognized in the Consolidated Statements of Earnings. HP capitalizes certain internal...

  • Page 98
    ... a reporting unit based on the present value of estimated future cash flows. Cash flow projections are based on management's estimates of revenue growth rates and operating margins, taking into consideration industry and market conditions. The discount rate used is based on the weighted-average cost...

  • Page 99
    ... Statements (Continued) Note 1: Summary of Significant Accounting Policies (Continued) the legacy HP software business. The webOS business is also a separate reporting unit within the Corporate Investments segment. HP estimates the fair value of indefinite-lived purchased intangible assets using...

  • Page 100
    ... HP's market capitalization. Note 2: Stock-Based Compensation HP's stock-based compensation plans include incentive compensation plans and an employee stock purchase plan (''ESPP''). Stock-Based Compensation Expense and Related Income Tax Benefits Total stock-based compensation expense before income...

  • Page 101
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 2: Stock-Based Compensation (Continued) Under the principal equity plans, HP granted certain employees restricted stock awards, cash-settled awards, or both. Restricted stock awards are non-vested ...

  • Page 102
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 2: Stock-Based Compensation (Continued) Restricted Stock Awards Non-vested restricted stock awards as of October 31, 2012 and 2011 and changes during fiscal 2012 and 2011 were as follows: 2012 ...

  • Page 103
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 2: Stock-Based Compensation (Continued) Stock Options HP utilized the Black-Scholes option pricing model to value the service-based stock options granted under its principal equity plans. HP ...

  • Page 104
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 2: Stock-Based Compensation (Continued) and 2011. The aggregate intrinsic value is the difference between HP's closing stock price on the last trading day of fiscal 2012 and fiscal 2011 and the ...

  • Page 105
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 2: Stock-Based Compensation (Continued) conditions, were used to determine the weighted-average fair values of these PRU awards for fiscal years ended October 31: 2012 2011 2010 Weighted-average ...

  • Page 106
    ...to 10% of base compensation, subject to certain income limits, to purchase shares of HP's common stock. Purchases made prior to fiscal year 2011 were made under the Hewlett-Packard Company 2000 Employee Stock Purchase Plan (the ''2000 ESPP''), which expired in November 2010. For purchases made on or...

  • Page 107
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 2: Stock-Based Compensation (Continued) The ESPP activity as of October 31 during each fiscal year was as follows: 2012 2011 2010 In millions, except weighted-average purchase price per share ...

  • Page 108
    ... the following fiscal years ended October 31: 2012 2011 2010 In millions, except per share amounts Numerator: Net (loss) earnings(1) ...Denominator: Weighted-average shares used to compute basic EPS ...Dilutive effect of employee stock plans(2) ...Weighted-average shares used to compute diluted EPS...

  • Page 109
    ... cash received. The resulting costs associated with the sales of trade accounts receivable for the twelve months ended October 31, 2012 and 2011 were not material. HP had $0.8 billion as of October 31, 2012 and $0.7 billion as of October 31, 2011 of available capacity under these programs. Inventory...

  • Page 110
    ... ended October 31, 2012, additions to gross property, plant and equipment of $3.7 billion were partially offset by sales and retirements totaling $2.7 billion. Accumulated depreciation associated with the assets sold and retired was $2.2 billion. Long-Term Financing Receivables and Other Assets 2012...

  • Page 111
    ...following fiscal years ended October 31: 2012 2011 In millions 2010 Cash paid for income taxes, net ...Cash paid for interest ...Non-cash investing and financing activities: Issuance of common stock and stock awards assumed in business acquisitions ...Purchase of assets under capital leases ...Note...

  • Page 112
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 7: Goodwill and Purchased Intangible Assets Goodwill Goodwill allocated to HP's reportable segments as of October 31, 2012 and 2011 and changes in the carrying amount of goodwill during the fiscal ...

  • Page 113
    ... a reporting unit based on the present value of estimated future cash flows. Cash flow projections are based on management's estimates of revenue growth rates and operating margins, taking into consideration industry and market conditions. The discount rate used is based on the weighted-average cost...

  • Page 114
    ... discounted cash flows. The increase in the discount rate was due to the implied control premium resulting from recent trading values of HP stock. The lower projected operating results reflect changes in assumptions related to organic revenue growth rates, market trends, business mix, cost structure...

  • Page 115
    ... review of the related goodwill and purchased intangible assets recorded in connection with the Palm acquisition. HP first performed an impairment review of the purchased intangible assets, which represents the value for the webOS technology, carrier relationships and the trade name. Based 107

  • Page 116
    ...-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 7: Goodwill and Purchased Intangible Assets (Continued) on the information available at the time of the review, HP determined that there was no future value for the carrier relationships and the trade name...

  • Page 117
    ...Intangible Assets line item in the Consolidated Statements of Earnings. The finite-lived purchased intangible assets consist of customer contracts, customer lists and distribution agreements, which have weighted-average useful lives of eight years, and developed and core technology, patents, product...

  • Page 118
    ... Restructuring Plan On June 1, 2010, HP's management announced a plan to restructure its ES business, which includes the ITO and ABS business units. The multi-year restructuring program includes plans to consolidate commercial data centers, tools and applications. The total expected cost of the plan...

  • Page 119
    ... 2009 Restructuring Plan In May 2009, HP's management approved and initiated a restructuring plan to structurally change and improve the effectiveness of the Imaging and Printing Group (''IPG''), the Personal Systems Group (''PSG''), and ESSN businesses. The total expected cost of the plan was $301...

  • Page 120
    ... of liability related to the EER plan of $833 million for additional pension benefits and $227 million for certain healthcare and medical savings account benefits to pension and other post retirement plans as described further in Note 16. At October 31, 2012 and 2011, HP included the long-term...

  • Page 121
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 9: Fair Value HP determines fair value based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market ...

  • Page 122
    ... unobservable inputs used to fair value these reporting units include projected revenue growth rates, profitability and the risk factor added to the discount rate. The inputs used to measure the fair value of the intangible assets of Autonomy and the ''Compaq'' trade name were largely unobservable...

  • Page 123
    ... Financial Statements (Continued) Note 9: Fair Value (Continued) The following table presents HP's assets and liabilities that are measured at fair value on a recurring basis: As of October 31, 2012 As of October 31, 2011 Fair Value Fair Value Measured Using Measured Using Total Total Level 1 Level...

  • Page 124
    ... income related to cash and cash equivalents was approximately $155 million in fiscal 2012, $167 million in fiscal 2011 and $111 million in fiscal 2010. Time deposits were primarily issued by institutions outside the United States as of October 31, 2012 and October 31, 2011. Available-for-sale...

  • Page 125
    ... in Other current assets, Long-term financing receivables and other assets, Other accrued liabilities, or Other liabilities. HP classifies cash flows from the derivative programs as operating activities in the Consolidated Statements of Cash Flows. As a result of the use of derivative instruments...

  • Page 126
    ... Consolidated Statements of Earnings in the current period. Cash Flow Hedges HP uses a combination of forward contracts and options designated as cash flow hedges to protect against the foreign currency exchange rate risks inherent in its forecasted net revenue and, to a lesser extent, cost of sales...

  • Page 127
    ... consist primarily of forward contracts HP uses to hedge foreign currency balance sheet exposures. HP also uses total return swaps and, to a lesser extent, interest rate swaps, based on the equity and fixed income indices, to hedge its executive deferred compensation plan liability. For derivative...

  • Page 128
    ...value hedging relationship for fiscal years ended October 31, 2012 and October 31, 2011 were as follows: Derivative Instrument Gain (Loss) Recognized in Income on Derivative and Related Hedged Item Location 2012 Hedged Item Location 2012 In millions In millions Interest rate contracts Interest and...

  • Page 129
    ... in Income on Derivative (Ineffective portion and Amount Excluded from Effectiveness Testing) Location 2012 In millions Net revenue Cost of products Other operating expenses Interest and other, net Interest and other, net Total cash flow hedges ...Net investment hedges: Foreign exchange contracts...

  • Page 130
    ... as hedging instruments on the Consolidated Statements of Earnings for fiscal years 2012 and 2011 were as follows: Gain (Loss) Recognized in Income on Derivative Location 2012 In millions Foreign exchange contracts ...Other derivatives ...Interest rate contracts ...Total ... Interest and other, net...

  • Page 131
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 11: Financing Receivables and Operating Leases (Continued) included in financing receivables and long-term financing receivables and other assets, were as follows for the following fiscal years ...

  • Page 132
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 11: Financing Receivables and Operating Leases (Continued) The credit risk profile of the gross financing receivables, based on internally assigned ratings, was as follows for the following fiscal ...

  • Page 133
    ... cost of product warranties at the time it recognizes revenue. HP engages in extensive product quality programs and processes, including actively monitoring and evaluating the quality of its component suppliers; however, product warranty terms offered to customers, ongoing product failure rates...

  • Page 134
    ...-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 12: Guarantees (Continued) The changes in HP's aggregate product warranty liabilities were as follows for the following fiscal years ended October 31: 2012 2011 In millions Product warranty liability...

  • Page 135
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 13: Borrowings (Continued) 2012 2011 In millions $500 issued at discount to par at a price of 99.694% in February 2007 at 5.4%, due March 2017 ...$1,500 issued at discount to par at a price of 99....

  • Page 136
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 13: Borrowings (Continued) 2012 2011 In millions $650 issued at discount to par at a price of 99.946% in December 2011 at 2.625%, due December 2014 ...$850 issued at discount to par at a price of ...

  • Page 137
    ... which HP is able to utilize the 2012 Shelf Registration Statement and the commercial paper programs as sources of liquidity at any given time is subject to a number of factors, including market demand for HP securities and commercial paper, HP's financial performance, HP's credit ratings and market...

  • Page 138
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 14: Taxes on Earnings The domestic and foreign components of (loss) earnings before taxes were as follows for the following fiscal years ended October 31: 2012 2011 In millions 2010 U.S...Non...

  • Page 139
    ...-profit in inventory . Intercompany transactions-excluding inventory Fixed assets ...Warranty ...Employee and retiree benefits ...Accounts receivable allowance ...Capitalized research and development ...Purchased intangible assets ...Restructuring ...Equity investments ...Deferred revenue...

  • Page 140
    ... statutory income tax rate and HP's effective tax rate were as follows for the following fiscal years ended October 31: 2012 2011 2010 U.S. federal statutory income tax rate ...State income taxes, net of federal tax benefit Lower rates in other jurisdictions, net ...Research and development credit...

  • Page 141
    ... outside the United States, and therefore has not provided U.S. taxes on those indefinitely reinvested earnings. In fiscal 2012, HP recorded a $1.3 billion income tax charge to record valuation allowances on certain U.S. deferred tax assets related to the enterprise services business, as noted...

  • Page 142
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 14: Taxes on Earnings (Continued) The total amount of gross unrecognized tax benefits was $2.6 billion as of October 31, 2012. A reconciliation of unrecognized tax benefits is as follows: Balance at...

  • Page 143
    ... or reductions in tax benefits that could result from the IRS actions. The IRS began an audit in 2011 of the 2009 income tax return of HP's U.S. group of subsidiaries providing Enterprise Services, and has issued an RAR for the short period ended October 31, 2008 proposing a total tax deficiency of...

  • Page 144
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 15: Stockholders' Equity (Continued) Share Repurchase Program HP's share repurchase program authorizes both open market and private repurchase transactions. In fiscal 2012, HP executed share ...

  • Page 145
    ... Benefit Plans HP sponsors a number of defined benefit pension plans worldwide, of which the most significant are in the United States. Both the HP Retirement Plan (the ''Retirement Plan''), a traditional defined benefit pension plan based on pay and years of service, and the HP Company Cash Account...

  • Page 146
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 16: Retirement and Post-Retirement Benefit Plans (Continued) programs. Plan participants in the Pre-2003 Program make contributions based on their choice of medical option and length of service. ...

  • Page 147
    ... cost were as follows for the following fiscal years ended October 31: U.S. Defined Benefit Plans 2012 2011 2010 Non-U.S. Defined Benefit Plans 2012 2011 2010 Post-Retirement Benefit Plans 2012 2011 2010 Discount rate ...Average increase in compensation levels . Expected long-term return on assets...

  • Page 148
    ... years ended October 31: U.S. Defined Benefit Plans 2012 2011 Non-U.S. Defined Benefit Plans 2012 2011 In millions Post-Retirement Benefit Plans 2012 2011 Change in fair value of plan assets: Fair value-beginning of year . . Acquisition/addition of plans ...Actual return on plan assets ...Employer...

  • Page 149
    ... Defined Benefit Plans 2012 2011 Post-Retirement Benefit Plans 2012 2011 Discount rate ...Average increase in compensation levels ... 4.1% 2.0% 4.8% 2.0% 3.8% 2.4% 4.5% 2.5% 3.0% - 4.4% - Defined benefit plans with projected benefit obligations exceeding the fair value of plan assets were...

  • Page 150
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 16: Retirement and Post-Retirement Benefit Plans (Continued) Defined benefit plans with accumulated benefit obligations exceeding the fair value of plan assets were as follows: U.S. Defined Non-U.S....

  • Page 151
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 16: Retirement and Post-Retirement Benefit Plans (Continued) Changes in fair value measurements of Level 3 investments during the year ended October 31, 2012, were as follows: U.S. Defined Benefit ...

  • Page 152
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 16: Retirement and Post-Retirement Benefit Plans (Continued) The table below sets forth the fair value of our plan assets as of October 31, 2011 by asset category, using the same three-level ...

  • Page 153
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 16: Retirement and Post-Retirement Benefit Plans (Continued) Changes in fair value measurements of Level 3 investments during the year ended October 31, 2011, were as follows: U.S. Defined Benefit ...

  • Page 154
    ... Plans 2012 Plan Assets Target Allocation 2012 2011 Post-Retirement Benefit Plans 2012 Plan Assets Target Allocation 2012 2011 Asset Category Public equity securities ...Private/other equity securities . Real estate and other ...Equity related investments ...Public debt securities ...Cash ...Total...

  • Page 155
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 16: Retirement and Post-Retirement Benefit Plans (Continued) Expected asset class returns reflect the current yield on U.S. government bonds and risk premiums for each asset class. Because HP's ...

  • Page 156
    ... plan participants. HP expects to pay approximately $124 million to cover benefit claims for HP's post-retirement benefit plans. HP's funding policy is to contribute cash to its pension plans so that it meets at least the minimum contribution requirements, as established by local government, funding...

  • Page 157
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 17: Commitments (Continued) Future annual minimum lease payments, sublease rental income commitments and capital lease commitments at October 31, 2012 were as follows: 2013 2014 2015 2016 2017 In ...

  • Page 158
    ... to enable them to extend existing levy schemes, while some other EU member countries are expected to limit the scope of levy schemes and applicability in the digital hardware environment. HP, other companies and various industry associations have opposed the extension of levies to the digital...

  • Page 159
    ... the associated financial impact on HP, including the number of units impacted, the amount of levies imposed and the ability of HP to recover such amounts through increased prices, remains uncertain. Skold, et al. v. Intel Corporation and Hewlett-Packard Company is a lawsuit filed against HP on June...

  • Page 160
    ... aggregate for use in purchasing printers or printer supplies through HP's website. As part of the settlement, HP also agreed to provide class members with additional information regarding HP inkjet printer functionality and to change the content of certain software and user guide messaging provided...

  • Page 161
    ..., et al. v. Hewlett-Packard Company is a purported nationwide collective action filed on February 17, 2011 in the United States District Court for the Southern District of Texas claiming that a class of information technology support personnel were misclassified as exempt employees under the Fair...

  • Page 162
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 18: Litigation and Contingencies (Continued) Sales Private Ltd (''HPI''), a subsidiary of HP, seven current HP employees and one former HP employee alleging that HP underpaid customs duties while ...

  • Page 163
    ... authorities have requested information from HP relating to certain transactions in Russia and in the Commonwealth of Independent States sub-region dating back to 2000. HP is cooperating with these investigating agencies. ECT Proceedings. In January 2011, the postal service of Brazil, Empresa...

  • Page 164
    ... Act by concealing material information and making false statements about HP's business model, the future of the webOS operating system, and HP's commitment to developing and integrating webOS products, including the TouchPad tablet PC. On April 11, 2012, the defendants filed a motion to dismiss the...

  • Page 165
    ... by concealing material information and making false statements related to HP's acquisition of Autonomy and the financial performance of HP's enterprise services business. • Philip Ricciardi v. Michael R. Lynch, et al. is a lawsuit filed on November 26, 2012 in the United States District Court for...

  • Page 166
    ... as Chief Executive Officer and HP's acquisition of Autonomy and by causing HP to repurchase its own stock at allegedly inflated prices between August 2011 and October 2012. • Mike Laffen v. Hewlett-Packard Co., et al. is a putative class action filed on December 6, 2012 in the United States...

  • Page 167
    ... filed on December 18, 2012 in the United States District Court for the Northern District of California alleging, among other things, that the defendants violated Sections 10(b) and 20(a) of the Exchange Act by concealing material information and making false statements related to HP's acquisition...

  • Page 168
    ..., health and education sectors. HP's offerings span personal computing and other access devices; multi-vendor customer services, including infrastructure technology and business process outsourcing, technology support and maintenance, application development and support services and consulting and...

  • Page 169
    ... flexible customer support for HP and multivendor systems; and Lifecycle Event services, which are event-based services offering HP's technology expertise and consulting for each phase of the technology life cycle. Application and Business Services helps clients develop, revitalize and manage their...

  • Page 170
    ... its internal management reporting system. The accounting policies HP uses to derive business segment results are substantially the same as those the consolidated company uses. Management measures the performance of each business segment based on several metrics, including earnings from operations...

  • Page 171
    ... out at an arm's-length transfer price. Intersegment revenues primarily consist of sales of hardware and software that are sourced internally and, in the majority of the cases, are structured through HPFS as operating leases. HP's Consolidated Net Revenue is derived and reported after elimination of...

  • Page 172
    ... Systems Printing Services Enterprise Servers, Storage and Networking(1) Software(2) HP Financial Services Corporate Investments(3) Total 2012 Net revenue ...$34,699 Intersegment net revenue and other . 951 Total segment net revenue ...$35,650 Earnings (loss) from operations . . $ 1,706 2011...

  • Page 173
    ... of segment assets to HP consolidated total assets were as follows at October 31: 2012 2011 In millions 2010 Personal Systems ...Printing ...Printing and Personal Systems Group ...Services ...Enterprise Servers, Storage and Networking Software ...HP Financial Services ...Corporate Investments...

  • Page 174
    ...sales location that predominately represents the customer location. For each of the years ended October 31, 2012, 2011 and 2010, other than the United States, no country represented more than 10% of HP's total consolidated net revenue. HP reports revenue net of sales taxes, use taxes and value-added...

  • Page 175
    ...Personal Systems ...Supplies ...Commercial Hardware ...Consumer Hardware ...Printing ...Printing and Personal Systems Group ...Infrastructure Technology Outsourcing ...Technology Services ...Application and Business Services ...Services ...Industry Standard Servers . Storage(1) ...Business Critical...

  • Page 176
    ... of sales(1) ...Research and development ...Selling, general and administrative ...Amortization of purchased intangible assets ...Impairment of goodwill and purchased intangible assets Restructuring charges ...Acquisition-related charges ...Total costs and expenses ...Earnings (loss) from operations...

  • Page 177
    ... (''SEC'') reports (i) is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and (ii) is accumulated and communicated to HP's management, including our principal executive officer and principal financial officer, as appropriate to allow timely...

  • Page 178
    ... 10. Directors, Executive Officers and Corporate Governance. The names of the executive officers of HP and their ages, titles and biographies as of the date hereof are incorporated by reference from Part I, Item 1, above. The following information is included in HP's Proxy Statement related to its...

  • Page 179
    ... under ''Corporate Governance Principles and Board Matters-Director Independence.'' ITEM 14. Principal Accountant Fees and Services. Information regarding principal auditor fees and services is set forth under ''Principal Accountant Fees and Services'' in the Proxy Statement, which information is...

  • Page 180
    ... in the accompanying Exhibit Index. HP will furnish copies of exhibits for a reasonable fee (covering the expense of furnishing copies) upon request. Stockholders may request exhibits copies by contacting: Hewlett-Packard Company Attn: Investor Relations 3000 Hanover Street Palo Alto, CA 94304 172

  • Page 181
    Schedule II HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Valuation and Qualifying Accounts For the fiscal years ended October 31 2012 2011 2010 In millions Allowance for doubtful accounts-accounts receivable: Balance, beginning of period ...Increase in allowance from acquisitions ...Addition of bad ...

  • Page 182
    ... duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Date: December 27, 2012 HEWLETT-PACKARD COMPANY By: /s/ CATHERINE A. LESJAK Catherine A. Lesjak Executive Vice President and Chief Financial Officer POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS...

  • Page 183
    ... Date /s/ RAYMOND J. LANE Raymond J. Lane /s/ ANN M. LIVERMORE Ann M. Livermore /s/ GARY M. REINER Gary M. Reiner /s/ PATRICIA F. RUSSO Patricia F. Russo /s/ G. KENNEDY THOMPSON G. Kennedy Thompson /s/ RALPH W. WHITWORTH Ralph W. Whitworth Executive Chairman December 27, 2012 Director December...

  • Page 184
    ... 6.125% Global Note due March 1, 2014 and form of related Officers' Certificate. 4(f) Form of Registrant's Floating Rate Global Note due February 24, 2011, 4.250% Global Note due February 24, 2012 and 4.750% Global Note due June 2, 2014 and form of related Officers' Certificate. 10-Q 10-Q 8-K 001...

  • Page 185
    ... Description Form File No. Incorporated by Reference Exhibit(s) Filing Date 4(g) Form of Registrant's Floating Rate Global Note due September 13, 2012, 1.250% Global Note due September 13, 2013 and 2.125% Global Note due September 13, 2015 and form of related Officers' Certificate. 4(h) Form of...

  • Page 186
    ... Form File No. Incorporated by Reference Exhibit(s) Filing Date 10(c) Registrant's Excess Benefit Retirement Plan, amended and restated as of January 1, 2006.* 10(d) Hewlett-Packard Company Cash Account Restoration Plan, amended and restated as of January 1, 2005.* 10(e) Registrant's 2005 Pay...

  • Page 187
    ...of restricted stock.* 10(z) Form of Restricted Stock Unit Agreement for Registrant's 2004 Stock Incentive Plan.* 10(a)(a) First Amendment to the HewlettPackard Company Excess Benefit Retirement Plan.* 10(b)(b) Fourth Amendment to the Registrant's 2005 Executive Deferred Compensation Plan, as amended...

  • Page 188
    ... and Margaret C. Whitman.* 10(o)(o) Letter Agreement, dated November 17, 2011, among the Registrant, Relational Investors LLC and the other parties named therein.* 10(p)(p) Seventh Amendment to the Registrant's 2005 Executive Deferred Compensation Plan, as amended and restated effective October...

  • Page 189
    ... Form File No. Incorporated by Reference Exhibit(s) Filing Date 10(q)(q) Registrant's Severance Plan for Executive Officers, as amended and restated.* 10(r)(r) Aircraft Time Sharing Agreement, dated March 16, 2012, between the Registrant and Margaret C. Whitman.* 11 None. 12 Statement...

  • Page 190
    ... to long-term debt not filed herewith as to which the total amount of securities authorized thereunder does not exceed 10 percent of the total assets of the registrant and its subsidiaries on a consolidated basis and (2) any omitted schedules to any material plan of acquisition, disposition or...

  • Page 191
    4

  • Page 192
    ... of management for future operations, including the execution of restructuring plans and any resulting cost savings or revenue or profitability improvements; any statements concerning the expected development, performance, market share or competitive performance relating to products or services; any...