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3
2014
Annual Report

Table of contents

  • Page 1
    2014 Annual Report 3

  • Page 2
    )LVFDOZLOOEHDGHƬQLQJ \HDUIRU+32XUFKDOOHQJHt DQGRXURSSRUWXQLW\tLVWR take our performance to the QH[WOHYHOZKLOHH[HFXWLQJ WKHVHSDUDWLRQ:HDUH determined not to skip a EHDWLQƬVFDO Meg Whitman &KDLUPDQ3UHVLGHQWDQG&(2 4

  • Page 3
    ...DQG $12.3B LQFDVK ƮRZIURP RSHUDWLRQV IRUƬVFDO Separation 2QHRIWKHPRVWLPSRUWDQWGHFLVLRQVZHPDGHLQƬVFDOZDVWRUHGH...VWHSWRDFFHOHUDWHWKHSURJUHVVZHoYHPDGHLQRXUWXUQDURXQG Hewlett-Packard EnterpriseZLOOEHDOHDGHULQWKHQH[WJHQHUDWLRQRIWHFKQRORJ\...

  • Page 4
    ... SURFHVVLQJSRZHUZLWKXOWUDORZHQHUJ\XVDJH :HH[WHQGHGRXUConverged StorageSRUWIROLRZLWKDVROLGVWDWHRSWLPL]HGDOOƮDVKHP 3PAR StoreServ system,WGHOLYHUVSHUIRUPDQFHDQGORZODWHQF\ZLWKRXWFRPSURPLVLQJHQWHUSULVHUHVLOLHQF\RUDGGLQJ GDWDFHQWHUFRPSOH[LW\ ,Q$XJXVWZHDQQRXQFHG...

  • Page 5
    VHFXULW\$OWKRXJKZHGRQoWH[SHFWWRVHHDVSHFLƬFSURGXFWIRUWKHQH[WWKUHHWRƬYH\HDUVZHDUH DOUHDG\IROGLQJVRPHRIWKHFRPSRQHQWWHFKQRORJLHVLQWRXSFRPLQJSURGXFWURDGPDSV7KH0DFKLQH LVDSHUIHFWH[DPSOHRIWKHLQFUHGLEOHRQJRLQJLQQRYDWLRQDW+3WKDWZLOOKHOSGHƬQHWKHWHFKQRORJ\...

  • Page 6
    HP Board of Directors Marc L. Andreessen 'LUHFWRUVLQFH 0U$QGUHHVVHQLVDFRIRXQGHURI$+&DSLWDO0DQDJHPHQW //&GRLQJEXVLQHVVDV$QGUHHVVHQ+RURZLW]DYHQWXUH FDSLWDOƬUPIRXQGHGLQ-XO\)URPWR...

  • Page 7
    RI2UDFOH&RUSRUDWLRQDVRIWZDUHFRPSDQ\%HIRUH MRLQLQJ2UDFOHLQ0U/DQHZDVDVHQLRUSDUWQHU RI%RR]$OOHQ+DPLOWRQDFRQVXOWLQJFRPSDQ\3ULRUWR %RR]$OOHQ+DPLOWRQ0U/DQHVHUYHGDVDGLYLVLRQYLFH SUHVLGHQWZLWK(OHFWURQLF'DWD6\VWHPV&RUSRUDWLRQDQ ,7VHUYLFHVFRPSDQ\WKDW...

  • Page 8
    Executive Team* Martin Fink ([HFXWLYH9LFH3UHVLGHQWDQG &KLHI7HFKQRORJ\2Æ«LFHU -HÆ«75LFFL 6HQLRU9LFH3UHVLGHQW&RQWUROOHUDQG 3ULQFLSDO$FFRXQWLQJ2Æ«LFHU Henry Gomez ([HFXWLYH9LFH3UHVLGHQWDQG &...

  • Page 9
    ... on the last sale price of common stock on April 30, 2014. The number of shares of HP common stock outstanding as of November 30, 2014 was 1,834,081,993 shares. DOCUMENTS INCORPORATED BY REFERENCE DOCUMENT DESCRIPTION Portions of the Registrant's proxy statement related to its 2014 Annual Meeting of...

  • Page 10
    ... with Accountants on Accounting and Financial Disclosure ...Controls and Procedures ...Other Information ...PART III Directors, Executive Officers and Corporate Governance ...Executive Compensation ...Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters...

  • Page 11
    ... the distribution of HP's products and the delivery of HP's services effectively; the protection of HP's intellectual property assets, including intellectual property licensed from third parties; risks associated with HP's international operations; the development and transition of new products and...

  • Page 12
    ... plans to separate into two independent publicly-traded companies: one comprising our enterprise technology infrastructure, software, services and financing businesses, which will conduct business as Hewlett-Packard Enterprise and one that will comprise our printing and personal systems businesses...

  • Page 13
    ... PCs, tablets, retail point-of-sale (''POS'') systems, calculators and other related accessories, software, support and services for the commercial and consumer markets. We group commercial notebooks, commercial desktops, commercial tablets, workstations and thin clients into commercial clients and...

  • Page 14
    ...a technology infrastructure that supports their current business and consumer demands and next generation applications and web services. HP's Converged Systems portfolio (servers, storage and networking) simplifies IT through quick deployment, intuitive management and system-level support. Optimized...

  • Page 15
    ...The Application and Business Services portfolio also includes intellectual property-based industry solutions, along with technologies and related services all of which help clients better manage their critical industry processes for customer relationship management, finance and administration, human...

  • Page 16
    ... by support and professional services in order to provide an end-to-end solution to customers. HP Financial Services HPFS provides flexible investment solutions, such as leasing, financing, utility programs and asset management services, for customers to enable the creation of unique technology...

  • Page 17
    ... cloud-related business incubation projects among others. Sales, Marketing and Distribution We manage our business and report our financial results based on the business segments described above. Our customers are organized by consumer and commercial groups, and purchases of HP products, solutions...

  • Page 18
    ...and configuring products to order seek to minimize inventory holding periods by taking delivery of the inventory and manufacturing shortly before the sale or distribution of products to our customers. We purchase materials, supplies and product subassemblies from a substantial number of vendors. For...

  • Page 19
    ... execute on our strategy and continue to develop, manufacture and market products, services and solutions that meet customer requirements for innovation and quality, our revenue and gross margin may suffer,'' in Item 1A, which is incorporated herein by reference. Patents Our general policy...

  • Page 20
    ... extensive service and support offerings and the accessibility of our products through a broad-based distribution strategy from retail and commercial channels to direct sales. Printing. The markets for printer hardware and associated supplies are highly competitive. Printing's key customer segments...

  • Page 21
    ... and research and development capabilities, our brand, and the accessibility of our products through a broad-based distribution strategy from retail and commercial channels to direct sales. Enterprise Group. EG operates in the highly competitive enterprise technology infrastructure market that...

  • Page 22
    ... to finding solutions to achieve compliance with and manage those requirements, and we are collaborating with industry, business groups and governments to find and promote ways that HP technology can be used to address climate change and to facilitate compliance with related laws, regulations...

  • Page 23
    ... Chief Technology Officer and Director of HP Labs since November 2012. Prior to that, he served as Senior Vice President and General Manager of the Business Critical Systems and Converged Application Systems from April 2005 to October 2012. During his almost 30 year career at HP, Mr. Fink has worked...

  • Page 24
    ... the Printing and Personal Systems Group since June 2013. Previously, he served as Senior Vice President and Managing Director, Printing and Personal Systems, Asia Pacific and Japan from January 2012 to June 2013. Prior to joining HP, he was Vice President and Chief Operating Officer of the Product...

  • Page 25
    ... 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 U.S.-registered...

  • Page 26
    ...towards tablets within mobility, the market shift to cloud-related infrastructure, software, and services, and the growth in software-as-a-service business models. Another set of challenges relates to changes in the competitive landscape. Our major competitors are expanding their product and service...

  • Page 27
    ... with our printing supplies business. If we cannot successfully execute on our strategy and continue to develop, manufacture and market products, services and solutions that meet customer requirements for innovation and quality, our revenue and gross margin may suffer. Our long-term strategy is...

  • Page 28
    ... to successfully execute this strategy, including any failure to invest sufficiently in strategic growth areas, could adversely affect our business, results of operation and financial results. The process of developing new high-technology products, software, services and solutions and enhancing...

  • Page 29
    ... strategic, financial, operational, marketing or other benefits from the separation. As independent publicly-traded companies, Hewlett-Packard Enterprise and HP Inc. will be smaller, less diversified companies with a narrower business focus and may be more vulnerable to changing market conditions...

  • Page 30
    ... expenses. 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 therefore will likely be different in...

  • Page 31
    maintaining the operating infrastructure necessary to support the high growth rate associated with some of those markets. Market trends, industry shifts, competitive pressures, commoditization of products, seasonal rebates, increased component or shipping costs, regulatory impacts and other factors ...

  • Page 32
    ... quality to build products or provide services in a timely manner in the quantities or according to the specifications needed. Accordingly, 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...

  • Page 33
    ...our competitive position, increase our costs and expenses, and require substantial expenditures and recovery time in order to fully resume operations. Our corporate headquarters and a portion of our research and development activities are located in California, and other critical business operations...

  • Page 34
    ... longer collection cycles and financial instability among customers; • trade regulations and procedures and actions affecting production, pricing and marketing of products; • local labor conditions and regulations, including local labor issues faced by specific HP suppliers and OMs; • managing...

  • Page 35
    ... could increase our cost of doing business in certain jurisdictions, prevent us from shipping products to particular countries or markets, affect our ability to obtain favorable terms for components, increase our operating costs or lead to penalties or restrictions; • difficulties associated with...

  • Page 36
    ... 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 at the time we enter into these contracts, and...

  • Page 37
    ...'' trade name acquired in 2002. In addition, in our fourth fiscal quarter of 2012, we recorded an $8.8 billion impairment charge relating to the goodwill and intangible assets associated with Autonomy. If there are future decreases in our stock price or significant changes in the business climate...

  • Page 38
    ...in other countries, and agreements with our employees, customers, suppliers and other parties, to establish and maintain intellectual property rights in the products and services we sell, provide or otherwise use in our operations. However, any of our intellectual property rights could be challenged...

  • Page 39
    .... • The pricing and other terms of some of our IT services agreements, particularly our long-term IT outsourcing services agreements, require us to make estimates and assumptions at the time we enter into these contracts that could differ from actual results. Any increased or unexpected costs or...

  • Page 40
    ... our stock price are: • speculation, coverage or sentiment in the media or the investment community about, or actual changes in, our business, strategic position, market share, organizational structure, operations, financial condition, financial reporting and results, effectiveness of cost-cutting...

  • Page 41
    ..., investors should not rely on recent or historical trends to predict future stock prices, financial condition, results of operations or cash flows. In addition, as discussed in Note 15 to the Consolidated Financial Statements, we are involved in several securities class action litigation matters...

  • Page 42
    ... key new hires or promoted employees could adversely affect our business and results of operations. System security risks, data protection breaches, cyber attacks and systems integration issues could disrupt our internal operations or information technology services provided to customers, and...

  • Page 43
    ...financial condition and stock price. Terrorist acts, conflicts or wars (wherever located around the world) may cause damage or disruption to our business, our employees, facilities, partners, suppliers, distributors, resellers or customers or adversely affect our ability to manage logistics, operate...

  • Page 44
    ...fines and civil or criminal sanctions, third-party property damage, personal injury claims and clean-up costs. Further, liability under some environmental laws relating to contaminated sites can be imposed retroactively, on a joint and several basis, and without any finding of noncompliance or fault...

  • Page 45
    ... are in good condition and are suitable for the conduct of our business. As of October 31, 2014 Owned Leased Total Square feet in millions Administration and support ...Core data centers, manufacturing plants, research and development facilities, and warehouse operations ...Total(1) ...(1) 11 37...

  • Page 46
    Product Development, Services and Manufacturing The locations of our major product development, manufacturing, data centers, and HP Labs facilities at October 31, 2014, were as follows: Americas Canada-Markham, Mississauga Puerto Rico-Aguadilla United States-Alpharetta, Andover, Auburn Hills, Austin...

  • Page 47
    ... 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-K, respectively...

  • Page 48
    ... The graph below shows the cumulative total stockholder return assuming the investment of $100 at the market close on October 31, 2009 (and the reinvestment of dividends thereafter) in each of HP common stock, the S&P 500 Index, and the S&P Information Technology Index. The comparisons in the graph...

  • Page 49
    ... intangible asset impairment charge associated with the ''Compaq'' trade name within the Personal Systems segment. Total assets increased in fiscal 2011 due primarily to the acquisition of Autonomy. In fiscal 2014 and 2013, total debt decreased due to maturities. Total debt increased in fiscal 2011...

  • Page 50
    ... plans to separate into two independent publicly-traded companies: one comprising our enterprise technology infrastructure, software, services and financing businesses, which will conduct business as Hewlett-Packard Enterprise and one that will comprise our printing and personal systems businesses...

  • Page 51
    ...SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) Hewlett-Packard Enterprise Revenue Mix (based on fiscal 2014 results) Enterprise Group Enterprise Services Software Financial Services 48% 39% 7% 6% HP Inc. Personal Systems Printing 60...

  • Page 52
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) The following provides an overview of our key financial metrics by segment for fiscal 2014: Printing and Personal Systems Group HP Consolidated Net revenue(1) . ...

  • Page 53
    ... due in part to customers migrating from the Windows XP operating system, benefits from the delayed installed base refresh cycle and new product introductions. • In Printing, we are experiencing the impact of the growth in mobility and demand challenges in consumer and commercial markets, as well...

  • Page 54
    ... HP Helion, HP Apollo and support solutions such as Proactive data center and flexible capacity services. • In ES, we are facing execution challenges, including managing the revenue runoff from several large contracts, pressured public sector spending, a competitive pricing environment and market...

  • Page 55
    ... internal factors such as margin objectives, pricing practices and controls, 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. We may modify or develop new...

  • Page 56
    ..., including price protection, promotions, other volume-based incentives and expected returns. Future market conditions and product transitions may require us to take actions to increase customer incentive offerings, possibly resulting in an incremental reduction of revenue at the time the incentive...

  • Page 57
    ... rates, expected increases in compensation levels and the expected long-term return on plan assets. The discount rate assumption is based on current investment yields of high-quality fixed-income securities with maturities similar to the expected benefits payment period. Mortality rates help...

  • Page 58
    ... benefit cost for fiscal 2014: Change in Net Periodic Benefit Cost in millions Change in percentage points Assumptions: Discount rate ...Expected increase in compensation levels ...Expected long-term return on plan assets ...Taxes on Earnings (25) 25 (25) $83 $20 $68 We calculate our current...

  • Page 59
    ... and related interest. For a further discussion on taxes on earnings, refer to Note 6 to the Consolidated Financial Statements in Item 8, which is incorporated herein by reference. Inventory We state our inventory at the lower of cost or market on a first-in, first-out basis. We make adjustments...

  • Page 60
    ... 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 of capital adjusted for the relevant risk associated with business-specific...

  • Page 61
    ...31, 2014. Fair value is the price we would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. In the absence of active markets for the identical assets or liabilities, such measurements involve developing assumptions...

  • Page 62
    ... Consolidated Financial Statements in Item 8, which are incorporated herein by reference. Loss Contingencies We are involved in various lawsuits, claims, investigations and proceedings including those consisting of IP, commercial, securities, employment, employee benefits and environmental matters...

  • Page 63
    ...'' trade name within the Personal Systems segment. Net Revenue The components of the weighted net revenue change were as follows: For the fiscal years ended October 31 2014 2013 Percentage Points Enterprise Services ...Printing ...Enterprise Group ...Software ...HP Financial Services ...Corporate...

  • Page 64
    ... portfolio assets and lower asset management activity, primarily in customer buyouts; • Corporate Investments net revenue increased due to the sale of intellectual property (''IP''); and • Personal Systems net revenue increased due to growth in commercial PCs, particularly notebooks, along...

  • Page 65
    ... from lower bad debt expense, a lower cost of funds and improved margins in remarketing sales; • Personal Systems gross margin increased due primarily to operational cost improvements, a favorable mix of commercial products and the sale of IP; and • EG gross margin decreased due primarily to the...

  • Page 66
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) • HPFS gross margin increased slightly due primarily to higher portfolio margins from a lower mix of operating leases and higher margins on early buyouts; and ...

  • Page 67
    ... rate to the U.S. federal statutory rate of 35% and further explanation of our provision for taxes, see Note 6 to the Consolidated Financial Statements in Item 8, which is incorporated herein by reference. Segment Information A description of the products and services for each segment can be found...

  • Page 68
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) • transferring the Personal Systems trade and warranty support business from the TS business unit within the EG segment to the Other business unit within the ...

  • Page 69
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) Fiscal 2014 compared with Fiscal 2013 Personal Systems net revenue increased 6.6% (increased 7.2% on a constant currency basis) in fiscal 2014. While the ...

  • Page 70
    ...in operating profit as we continued to push our print strategies, which includes driving high value printer unit placements and expanding our graphics products and managed print services portfolio. Printing net revenue decreased 3.8% (decreased 3.4% on a constant currency basis) for fiscal 2014. The...

  • Page 71
    ... SMB printers due to a competitive pricing environment, the effects of which were partially offset by a favorable mix of high value home printers. Printing earnings from operations as a percentage of net revenue increased by 1.7 percentage points for fiscal 2014 as an increase in gross margin more...

  • Page 72
    ... prices in rack and blade server products driven by higher option attach rates for memory, processors and hard drives. EG earnings from operations as a percentage of net revenue decreased by 0.8 percentage points in fiscal 2014 due to a decrease in gross margin coupled with an increase in operating...

  • Page 73
    ... specifically for BCS and a value-added tax subsidy credit in BCS. EG also benefited from cost savings resulting from our ongoing restructuring efforts. Enterprise Services For the fiscal years ended October 31 2014 2013 2012 Dollars in millions Net revenue ...Earnings from operations ...Earnings...

  • Page 74
    ... of Financial Condition and Results of Operations (Continued) The components of the weighted net revenue change by business unit were as follows: For the fiscal years ended October 31 2014 2013 Percentage Points Infrastructure Technology Outsourcing ...Application and Business Services ...Total...

  • Page 75
    ... due to improving demand for our SaaS solutions in IT/cloud management products and security products. In fiscal 2014, Software earnings from operations as a percentage of net revenue increased by 0.6 percentage points due to an increase in gross margin, the effect of which was partially offset...

  • Page 76
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) Fiscal 2013 compared with Fiscal 2012 Software net revenue decreased 3.6% (decreased 2.6% on a constant currency basis) in fiscal 2013. Net revenue from licenses...

  • Page 77
    ... to customers for equipment and related software and services, including intercompany activity, increased 14.7% in fiscal 2014 and decreased 15.0% in fiscal 2013, respectively. The increase in fiscal 2014 was driven by higher financing associated with HP product sales and related services offerings...

  • Page 78
    ...-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) The portfolio assets and ratios derived from the segment balance sheet for HPFS were as follows: As of October 31 2014 2013 Dollars in millions Financing receivables...

  • Page 79
    ... for fiscal 2014 was due primarily to the sale of IP, the benefits of which were partially offset by higher expenses associated with cloud-related incubation activities, corporate strategy, HP Labs and global alliances. Fiscal 2013 compared with Fiscal 2012 In fiscal 2013, Corporate Investments net...

  • Page 80
    ... 2013, due primarily to improvements in working capital management. Net cash provided by operating activities increased by $1.0 billion for fiscal 2013 compared to fiscal 2012, due primarily to improvements in working capital management and a reduction in payments associated with webOS contract...

  • Page 81
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) Our key working capital metrics were as follows: As of October 31 2014 2013 2012 Days of sales outstanding in accounts receivable ...Days of supply in inventory...

  • Page 82
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) Capital Resources Debt Levels 2014 As of October 31 2013 Dollars in millions 2012 Short-term debt ...Long-term debt ...Debt-to-equity ratio ...Weighted-average ...

  • Page 83
    ...Financial Condition and Results of Operations (Continued) Available Borrowing Resources We had the following resources available to obtain short- or long-term financing if we need additional liquidity: As of October 31, 2014 In millions 2012 Shelf Registration Statement ...Commercial paper programs...

  • Page 84
    ..., discounts or premiums. Amounts represent the expected interest payments relating to our long-term debt. We have outstanding interest rate swap agreements accounted for as fair value hedges that have the economic effect of changing fixed interest rates associated with some of our U.S. Dollar Global...

  • Page 85
    ... related to these tax matters. Payments of these obligations would result from settlements with taxing authorities. For more information on our uncertain tax positions, see Note 6 to the Consolidated Financial Statements in Item 8, which is incorporated herein by reference. OFF-BALANCE SHEET...

  • Page 86
    ... to hedge the related exposure. Foreign currency exchange rate risk We are exposed to foreign currency exchange rate risk inherent in our sales commitments, anticipated sales, anticipated purchases and assets and liabilities denominated in currencies other than the U.S. dollar. We transact business...

  • Page 87
    ...-rate debt would be beneficial. In order to hedge the fair value of certain fixed-rate investments, we may enter into interest rate swaps that convert fixed interest returns into variable interest returns. We may use cash flow hedges to hedge the variability of LIBOR-based interest income received...

  • Page 88
    ...to Consolidated Financial Statements ...Note 1: Summary of Significant Accounting Policies ...Note 2: Segment Information ...Note 3: Restructuring ...Note 4: Retirement and Post-Retirement Benefit Plans ...Note 5: Stock-Based Compensation ...Note 6: Taxes on Earnings ...Note 7: Balance Sheet Details...

  • Page 89
    Report of Independent Registered Public Accounting Firm To the Board of Directors and Stockholders of Hewlett-Packard Company We have audited the accompanying consolidated balance sheets of Hewlett-Packard Company and subsidiaries as of October 31, 2014 and 2013, and the related consolidated ...

  • Page 90
    ... of the Public Company Accounting Oversight Board (United States), the accompanying consolidated balance sheets of Hewlett-Packard Company and subsidiaries as of October 31, 2014 and 2013, and the related consolidated statements of earnings, comprehensive income, stockholders' equity and cash flows...

  • Page 91
    ... public accounting firm, as stated in their report which appears on page 82 of this Annual Report on Form 10-K. /s/ MARGARET C. WHITMAN Margaret C. Whitman Chairman, President and Chief Executive Officer December 17, 2014 /s/ CATHERINE A. LESJAK Catherine A. Lesjak Executive Vice President and Chief...

  • Page 92
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Consolidated Statements of Earnings For the fiscal years ended October 31 2014 2013 2012 In millions, except per share amounts Net revenue: Products ...Services ...Financing income ...Total net revenue ...Costs and expenses: Cost of products ...Cost of ...

  • Page 93
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Consolidated Statements of Comprehensive Income For the fiscal years ended October 31 2014 2013 2012 In millions Net earnings (loss) ...Other comprehensive (loss) income before taxes: Change in unrealized gains on available-for-sale securities: Unrealized ...

  • Page 94
    ...2014 2013 In millions, except par value ASSETS Current assets: Cash and cash equivalents ...Accounts receivable ...Financing receivables ...Inventory ...Other current assets ...Total current assets ...Property, plant and equipment ...Long-term financing receivables and Goodwill ...Intangible assets...

  • Page 95
    ...Supplemental cash flow disclosures: Income taxes paid (net of refunds) ...Interest expense paid ...Supplemental schedule of non-cash investing and financing activities: Purchase of assets under capital leases ... The accompanying notes are an integral part of these Consolidated Financial Statements...

  • Page 96
    ...Repurchases of common stock ...Tax deficiency from employee stock plans Cash dividends declared ...Stock-based compensation expense ...Changes in non-controlling interest ... (1) Balance October 31, 2014 ... The accompanying notes are an integral part of these Consolidated Financial Statements. 88

  • Page 97
    ... of their assets and liabilities into U.S. dollars at the balance sheet date as translation adjustments and includes them as a component of Accumulated other comprehensive loss in the Consolidated Balance Sheets. Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (''FASB...

  • Page 98
    ... reported in financial statements previously issued. In July 2013, the FASB issued a new accounting standard requiring the presentation of certain unrecognized tax benefits as reductions to deferred tax assets rather than as liabilities in the Consolidated Balance Sheets when a net operating loss...

  • Page 99
    ... services in standalone sales to similarly situated customers. HP establishes ESP based on management judgment considering internal factors such as margin objectives, pricing practices and controls, customer segment pricing strategies and the product life cycle. Consideration is also given to market...

  • Page 100
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 1: Summary of Significant Accounting Policies (Continued) estimated cost of post-sale obligations, including standard product warranties, based on historical experience at the time HP recognizes ...

  • Page 101
    ...services contracts as trade receivables. Deferred revenue represents amounts invoiced in advance for product support contracts, software customer support contracts, outsourcing startup services work, consulting and integration projects, product sales or leasing income. HP recognizes costs associated...

  • Page 102
    ...consolidate operations, and contract cancellation costs. HP records restructuring charges based on estimated employee terminations and site closure and consolidation plans. HP accrues for severance and other employee separation costs under these actions when it is probable that benefits will be paid...

  • Page 103
    ... liability in the Consolidated Balance Sheets. Concentrations of Risk Financial instruments that potentially subject HP to significant concentrations of credit risk consist principally of cash and cash equivalents, investments, receivables from trade customers and contract manufacturers, financing...

  • Page 104
    ... services contract generally do not exceed the term of the customer contract. On retirement or disposition, the asset cost and related accumulated depreciation are removed from the Consolidated Balance Sheets with any gain or loss recognized in the Consolidated Statements of Earnings. HP capitalizes...

  • Page 105
    ...flows. HP bases cash flow projections on management's estimates of revenue growth rates and operating margins, taking into consideration industry and market conditions. HP bases the discount rate on the weighted-average cost of capital adjusted for the relevant risk associated with business-specific...

  • Page 106
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 1: Summary of Significant Accounting Policies (Continued) capitalization). HP evaluates the control premium by comparing it to observable control premiums from recent comparable transactions. If the...

  • Page 107
    ...commercial Personal Computers (''PCs''), consumer PCs, workstations, thin clients, tablets, retail point-of-sale systems, calculators and other related accessories, software, support and services for the commercial and consumer markets. HP groups commercial notebooks, commercial desktops, commercial...

  • Page 108
    ... notebooks, consumer tablets, hybrids and desktops. Printing provides consumer and commercial printer hardware, supplies, media, software and services, as well as scanning devices. Printing is also focused on imaging solutions in the commercial markets. HP groups LaserJet, large format printers...

  • Page 109
    .... Our software offerings include licenses, support, professional services and SaaS. HP Financial Services provides flexible investment solutions, such as leasing, financing, utility programs and asset management services, for customers to enable the creation of unique technology deployment models...

  • Page 110
    ...reporting more closely with its current business structure. These organizational changes include: • transferring the HP Exstream business from the Commercial Hardware business unit within the Printing segment to the Software segment; • transferring the Personal Systems trade and warranty support...

  • Page 111
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 2: Segment Information (Continued) Segment Operating Results Printing and Personal Systems Personal Enterprise Enterprise HP Financial Corporate Systems Printing Group Services Software Services ...

  • Page 112
    .... Total assets by segment and the reconciliation of segment assets to HP consolidated assets were as follows: As of October 31 2014 2013(1) In millions Personal Systems ...Printing ...Printing and Personal Systems Group ...Enterprise Group ...Enterprise Services ...Software ...HP Financial Services...

  • Page 113
    ... ...Total Printing and Personal Systems Group ...Industry Standard Servers Technology Services ...Storage ...Networking ...Business Critical Systems ... Enterprise Group ...Infrastructure Technology Outsourcing ...Application and Business Services ...Enterprise Services ...Software ...HP Financial...

  • Page 114
    ... data center and real estate consolidation, and other items. As of October 31, 2014, HP had eliminated approximately 40,900 positions for which a severance payment has been or will be made as part of the 2012 Plan. The severance- and infrastructure-related cash payments associated with the 2012 Plan...

  • Page 115
    ... October 31, 2014. Severance- and infrastructure-related cash payments associated with the other plans are expected to be paid out through fiscal 2019. Note 4: Retirement and Post-Retirement Benefit Plans Defined Benefit Plans HP sponsors a number of defined benefit pension plans worldwide, of which...

  • Page 116
    ... Medicare Part D, thereby giving HP access to federal subsidies to help pay for retiree benefits. Certain employees not grandfathered under the above programs, as well as employees hired after 2002 but before August 2008, are eligible for credits under the HP Retirement Medical Savings Account Plan...

  • Page 117
    ...credit) cost were as follows: 2014 For the fiscal years ended October 31 2013 2012 2014 2013 2012 2014 2013 2012 U.S. Defined Non-U.S. Defined Post-Retirement Benefit Plans Benefit Plans Benefit Plans Discount rate ...Expected increase in compensation levels Expected long-term return on plan assets...

  • Page 118
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 4: Retirement and Post-Retirement Benefit Plans (Continued) Funded Status The funded status of the defined benefit and post-retirement benefit plans was as follows: 2014 2013 U.S. Defined Benefit ...

  • Page 119
    ... benefit plans in HP's Consolidated Balance Sheets were as follows: 2014 2013 U.S. Defined Benefit Plans As of October 31 2014 2013 Non-U.S. Defined Benefit Plans In millions 2014 2013 Post-Retirement Benefit Plans Noncurrent assets ...Current liabilities ...Noncurrent liabilities ...Funded...

  • Page 120
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 4: Retirement and Post-Retirement Benefit Plans (Continued) The following table summarizes the net actuarial loss (gain) and prior service benefit that are expected to be amortized from accumulated ...

  • Page 121
    ...transferable securities, collective investment schemes, money market funds, cash and deposits. Includes limited partnerships that invest both long and short primarily in common stocks and credit, relative value, event driven equity, distressed debt and macro strategies. Management of the hedge funds...

  • Page 122
    ... Defined Benefit Plans Debt Securities Corporate Debt Beginning balance at October 31, 2013 ...Actual return on plan assets: Relating to assets still held at the reporting date . Relating to assets sold during the period ...Purchases, sales, and settlements (net) ...Transfers in and/or out of Level...

  • Page 123
    ...Hedge Real Equities Equity Funds Estate In millions Beginning balance at October 31, 2012 ...Actual return on plan assets: Relating to assets still held at the reporting date . . Relating to assets sold during the period ...Purchases, sales, and settlements (net) ...Transfers in and/or out of Level...

  • Page 124
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 4: Retirement and Post-Retirement Benefit Plans (Continued) to the absence of quoted market prices, and these assets are generally classified in Level 2 of the fair value hierarchy. Cash and cash ...

  • Page 125
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 4: Retirement and Post-Retirement Benefit Plans (Continued) Basis for Expected Long-Term Rate of Return on Plan Assets The expected long-term rate of return on plan assets reflects the expected ...

  • Page 126
    ... 31 2014 2013 2012 In millions Stock-based compensation expense ...Income tax benefit ...Stock-based compensation expense, net of tax ... $ 560 $ 500 $ 635 (179) (158) (197) $ 381 $ 342 $ 438 Cash received from option exercises and purchases under the Hewlett-Packard Company 2011 Employee Stock...

  • Page 127
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 5: Stock-Based Compensation (Continued) Restricted Stock Awards A summary of restricted stock awards activity is as follows: 2014 WeightedAverage Grant Date Fair Value Per Share As of October 31 ...

  • Page 128
    ... represents the total pre-tax intrinsic value that option holders would have received had all option holders exercised their options on the last trading day of fiscal 2014, 2013 and 2012. The aggregate intrinsic value is the difference between HP's closing stock price on the last trading day of the...

  • Page 129
    ...33 As of October 31, 2014, total unrecognized pre-tax stock-based compensation expense related to stock options was $61 million, which is expected to be recognized over a weighted-average vesting period of 2.0 years. Employee Stock Purchase Plan HP sponsors the 2011 ESPP, pursuant to which eligible...

  • Page 130
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 6: Taxes on Earnings Provision for Taxes The domestic and foreign components of earnings (loss) before taxes were as follows: For the fiscal years ended October 31 2014 2013 2012 In millions U.S......

  • Page 131
    ... certain employment actions and capital investments HP has undertaken, income from manufacturing and services in certain countries is subject to reduced tax rates, and in some cases is wholly exempt from taxes, through 2024. The gross income tax benefits attributable to these actions and investments...

  • Page 132
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 6: Taxes on Earnings (Continued) HP recognizes interest income from favorable settlements and interest expense and penalties accrued on unrecognized tax benefits in Provision for taxes in the ...

  • Page 133
    ... it is advantageous for business operations, tax or cash management reasons. Deferred Income Taxes The significant components of deferred tax assets and deferred tax liabilities were as follows: As of October 31 2014 Deferred Tax Assets Deferred Deferred Tax Tax Liabilities Assets In millions 2013...

  • Page 134
    ... Notes to Consolidated Financial Statements (Continued) Note 6: Taxes on Earnings (Continued) Current and long-term deferred tax assets and liabilities included in the Consolidated Balance Sheets as follows: As of October 31 2014 2013 In millions Current deferred tax assets ...Current deferred tax...

  • Page 135
    ... 2014 and 2013, respectively. These increases were associated primarily with foreign net operating losses. Note 7: Balance Sheet Details Balance sheet details were as follows: Accounts Receivable, Net As of October 31 2014 2013 In millions Accounts receivable ...Allowance for doubtful accounts...

  • Page 136
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 7: Balance Sheet Details (Continued) The allowance for doubtful accounts related to accounts receivable and changes were as follows: As of October 31 2014 2013 2012 In millions Balance at beginning...

  • Page 137
    ... Consolidated Financial Statements (Continued) Note 7: Balance Sheet Details (Continued) The activity related to HP's revolving short-term financing arrangements was as follows: 2014 As of October 31 2013 2012 In millions Balance at beginning of period(1) Trade receivables sold(2) ...Cash receipts...

  • Page 138
    ...retirements totaling $3.5 billion. Accumulated depreciation associated with the assets sold and retired in fiscal 2014 was $2.9 billion. Long-Term Financing Receivables and Other Assets As of October 31 2014 2013 In millions Financing receivables, net ...Deferred tax assets-long-term Deferred costs...

  • Page 139
    ... to Consolidated Financial Statements (Continued) Note 7: Balance Sheet Details (Continued) Other Liabilities As of October 31 2014 2013 In millions Pension, post-retirement, and post-employment liabilities . Deferred revenue-long-term ...Deferred tax liability-long-term ...Tax liability-long-term...

  • Page 140
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 8: Financing Receivables and Operating Leases (Continued) Credit Quality Indicators Due to the homogenous nature of its leasing transactions, HP manages its financing receivables on an aggregate ...

  • Page 141
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 8: Financing Receivables and Operating Leases (Continued) The allowance for doubtful accounts related to financing receivables and changes were as follows: As of October 31 2014 2013 2012 In ...

  • Page 142
    ... lease receivables and billed and unbilled sales-type and direct-financing lease receivables. Operating Leases (2) Operating lease assets included in machinery and equipment in the Consolidated Balance Sheets were as follows: As of October 31 2014 2013 In millions Equipment leased to customers...

  • Page 143
    ... and changes in the carrying amount of goodwill were as follows: HP Personal Enterprise Enterprise Financial Corporate Systems Printing Group Services(3) Software Services Investments In millions Total Balance at October 31, 2012(1)(2) ...$2,588 $2,591 $16,825 Goodwill acquired during the period...

  • Page 144
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 9: Acquisitions, Goodwill and Intangible Assets (Continued) Goodwill is tested for impairment at the reporting unit level. At the beginning of its first quarter of fiscal 2014, HP made a change to ...

  • Page 145
    ..., Goodwill and Intangible Assets (Continued) discount rates and/or other assumptions in order to derive a reasonable implied control premium when comparing the sum of the fair values of HP's reporting units to HP's market capitalization. Due to the trading values of HP stock at the time of the...

  • Page 146
    ... Amortization Loss Gross Net Gross In millions Net Customer contracts, customer lists and distribution agreements ...$ 5,289 Developed and core technology and patents ...4,266 Trade name and trade marks ...1,693 In-process research and development ...- Total intangible assets . . $11,248...

  • Page 147
    ... ...Note 10: Fair Value Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. Fair Value Hierarchy HP uses valuation techniques that are based upon...

  • Page 148
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 10: 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, 2014 As of October 31, 2013 Fair Value Fair...

  • Page 149
    ... and market conditions. The discount rate used was based on the weighted-average cost of capital adjusted for the relevant risk associated with business-specific characteristics and the uncertainty related to the business's ability to execute on the projected cash flows. The discount rate also...

  • Page 150
    ...-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 10: Fair Value (Continued) have been paid to a third party had HP not owned the trade name. The discount rates used in the fair value calculations for the Autonomy intangibles and the ''Compaq'' trade name...

  • Page 151
    ... include cost basis and equity method investments and are included in Long-term financing receivables and other assets in the Consolidated Balance Sheets. These amounted to $97 million and $50 million at October 31, 2014 and October 31, 2013, respectively. Derivative Instruments HP is a global...

  • Page 152
    ..., 2014 and October 31, 2013, respectively, all of which were fully collateralized within two business days. Under HP's derivative contracts, the counterparty can terminate all outstanding trades following a covered change of control event affecting HP that results in the surviving entity being rated...

  • Page 153
    ... primarily of forward contracts used to hedge foreign currency-denominated balance sheet exposures. HP also uses total return swaps and, to a lesser extent, interest rate swaps, based on equity or fixed income indices, to hedge its executive deferred compensation plan liability. For derivative...

  • Page 154
    ...Balance Sheets was as follows: As of October 31, 2014 As of October 31, 2013 Long-Term Long-Term Financing Financing Outstanding Other Receivables Other Long-Term Outstanding Other Receivables Other Long-Term Gross Current and Other Accrued Other Gross Current and Other Accrued Other Notional Assets...

  • Page 155
    ... and $253 million was in cash. Effect of Derivative Instruments on the Consolidated Statements of Earnings The pre-tax effect of derivative instruments and related hedged items in a fair value hedging relationship for fiscal years ended October 31, 2014, 2013 and 2012 was as follows: Derivative...

  • Page 156
    ... associated with cash flow hedges. The pre-tax effect of derivative instruments not designated as hedging instruments on the Consolidated Statements of Earnings for fiscal years ended October 31, 2014, 2013 and 2012 was as follows: Gain (Loss) Recognized in Income on Derivatives Location 2014 2013...

  • Page 157
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 12: Borrowings Notes Payable and Short-Term Borrowings Notes payable and short-term borrowings, including the current portion of long-term debt, were as follows: As of October 31 2014 2013 Amount ...

  • Page 158
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 12: Borrowings (Continued) Long-Term Debt As of October 31 2014 2013 In millions U.S. Dollar Global Notes(1) 2006 Shelf Registration Statement: $500 issued at discount to par at a price of 99.694% ...

  • Page 159
    ... facilities vary based on HP's external credit ratings. HP's ability to have an outstanding U.S. commercial paper balance that exceeds the $7.5 billion supported by these credit facilities is subject to a number of factors, including liquidity conditions and business performance. In addition, the...

  • Page 160
    ... 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 conditions...

  • Page 161
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 13: Stockholders' Equity (Continued) Share Repurchase Program HP's share repurchase program authorizes both open market and private repurchase transactions. In fiscal 2014, HP executed share ...

  • Page 162
    ...) (58) (2,196) 141 74 (1,981) (72) $(2,103) $1,781 $(2,061) Reclassification of pre-tax losses (gains) on cash flow hedges into the Consolidated Statements of Earnings was as follows: 2014 2013 2012 In millions Net revenue ...Cost of products ...Other operating expenses Interest and other, net...

  • Page 163
    ... on available-for-sale securities Net unrealized loss on cash flow hedges Unrealized components of defined benefit plans In millions Cumulative translation adjustment Accumulated other comprehensive loss Balance at beginning of period . . Other comprehensive income (loss) before reclassifications...

  • Page 164
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 14: Net Earnings Per Share (Continued) (3) HP excludes options where the assumed proceeds exceed the average market price from the calculation of diluted net EPS, because their effect would be anti-...

  • Page 165
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 15: Litigation and Contingencies (Continued) the German Federal Supreme Court decision and remitted the matter to it. On July 21, 2011, the German Federal Supreme Court stayed the proceedings and ...

  • Page 166
    ... District of New York claiming that current and former EDS employees allegedly involved in installing and/or maintaining computer software and hardware were misclassified as exempt employees. Another purported collective action, Steavens, et al. v. Electronic Data Systems Corporation, was filed on...

  • Page 167
    ... Contract Dispute. In October 2012, the State of South Carolina Department of Social Services and related government agencies (''SCDSS'') filed a proceeding before South Carolina's Chief Procurement Officer (''CPO'') against Hewlett-Packard State & Local Enterprise Services, Inc., a subsidiary of HP...

  • Page 168
    ... India Directorate of Revenue Intelligence (the ''DRI'') issued show cause notices to Hewlett-Packard India Sales Private Ltd (''HPI''), a subsidiary of HP, seven then-current HP employees and one former HP employee alleging that HP underpaid customs duties while importing products and spare parts...

  • Page 169
    ... HP Mexico and the DOJ and a simultaneous cease-and-desist order against HP issued by the SEC. HP is investigating this claim, however, HP does not believe that the resolution of this matter will have a material impact on its financial statements. ECT Proceedings. In January 2011, the postal service...

  • Page 170
    ... litigation matters commenced against certain current and former HP executive officers and/or certain current and former members of HP's Board of Directors in which the plaintiffs are seeking to recover damages related to HP's allegedly inflated stock price, certain compensation paid by HP to...

  • Page 171
    ... 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 172
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 15: Litigation and Contingencies (Continued) business and by authorizing HP's repurchase of its own stock on August 29, 2010 and July 21, 2011. The lawsuits are currently stayed pending resolution of...

  • Page 173
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 15: Litigation and Contingencies (Continued) information and making false statements related to HP's acquisition of Autonomy and the financial performance of HP's enterprise services business. On May...

  • Page 174
    ... of the Employee Retirement Income Security Act of 1974, as amended, by concealing negative information regarding the financial performance of Autonomy and HP's enterprise services business and by failing to restrict participants from investing in HP stock. On August 16, 2013, HP filed a motion to...

  • Page 175
    ... consumption associated with those products, including requirements relating to climate change. HP is also subject to legislation in an increasing number of jurisdictions that makes producers of electrical goods, including computers and printers, financially responsible for specified collection...

  • Page 176
    ...and personal property under non-cancelable operating leases. Certain leases require HP to pay property taxes, insurance and routine maintenance and include renewal options and escalation clauses. Rent expense was approximately $1.0 billion in fiscal 2014, 2013 and 2012. Property under capital leases...

  • Page 177
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES Notes to Consolidated Financial Statements (Continued) Note 17: Commitments (Continued) As of October 31, 2014, future minimum lease commitments were as follows: Operating Lease In millions Fiscal year 2015 ...2016 ...2017 ...2018 ...2019 ...Thereafter ......

  • Page 178
    ... ...Total costs and expenses ...Earnings from operations ...Interest and other, net ...Earnings before taxes ...Provision for taxes ...Net earnings ...Net earnings per share:(2) Basic ...Diluted ...Cash dividends paid per share ...Range of per share stock prices on the New York Stock Low ...High...

  • Page 179
    ... executive officer and principal financial officer concluded as of the Evaluation Date that our disclosure controls and procedures were effective such that the information relating to HP, including our consolidated subsidiaries, required to be disclosed in our SEC reports (i) is recorded, processed...

  • Page 180
    ..., 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 2015 Annual...

  • Page 181
    ... transactions with related persons is set forth under ''Transactions with Related Persons.'' • Information regarding director independence is set forth under ''Corporate Governance Principles and Board Matters-Director Independence.'' ITEM 14. Principal Accounting Fees and Services. Information...

  • Page 182
    ... Registered Public Accounting Firm ...Management's Report on Internal Control Over Financial Reporting . Consolidated Statements of Earnings ...Consolidated Statements of Comprehensive Income ...Consolidated Balance Sheets ...Consolidated Statements of Cash Flows ...Consolidated Statements of...

  • Page 183
    ... duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Date: December 17, 2014 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 184
    ...(s) Date /s/ KLAUS KLEINFELD Klaus Kleinfeld /s/ RAYMOND J. LANE Raymond J. Lane /s/ ANN M. LIVERMORE Ann M. Livermore /s/ RAYMOND E. OZZIE Raymond E. Ozzie /s/ GARY M. REINER Gary M. Reiner /s/ PATRICIA F. RUSSO Patricia F. Russo /s/ JAMES A. SKINNER James A. Skinner Director December 17, 2014...

  • Page 185
    HEWLETT-PACKARD COMPANY AND SUBSIDIARIES EXHIBIT INDEX Exhibit Number Exhibit Description Form File No. Incorporated by Reference Exhibit(s) Filing Date 3(a) Registrant's Certificate of Incorporation. 3(b) Registrant's Amendment to the Certificate of Incorporation. 3(c) Registrant's Amended and ...

  • Page 186
    ... 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-for-Results Plan, as amended.* 10(f) Registrant's 2005 Executive Deferred Compensation Plan...

  • Page 187
    Exhibit Number Exhibit Description Form File No. Incorporated by Reference Exhibit(s) Filing Date 10(g) First Amendment to the Registrant's 2005 Executive Deferred Compensation Plan, as amended and restated effective October 1, 2006.* 10(h) Employment Agreement, dated June 9, 2005, between ...

  • Page 188
    ...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 189
    ... and Margaret C. Whitman.* 10(n)(n) Letter Agreement, dated November 17, 2011, among the Registrant, Relational Investors LLC and the other parties named therein.* 10(o)(o) Seventh Amendment to the Registrant's 2005 Executive Deferred Compensation Plan, as amended and restated effective October...

  • Page 190
    ... Number Exhibit Description Form File No. Incorporated by Reference Exhibit(s) Filing Date 10(q)(q) Aircraft Time Sharing Agreement, dated March 16, 2012, between the Registrant and Margaret C. Whitman.* 10(r)(r) Second Amended and Restated Hewlett-Packard Company 2004 Stock Incentive Plan...

  • Page 191
    Exhibit Number Exhibit Description Form File No. Incorporated by Reference Exhibit(s) Filing Date 10(d)(d)(d) Ninth Amendment to the Registrant's 2005 Executive Deferred Compensation Plan, as amended and restated effective October 1, 2006.* 10(e)(e)(e) Tenth Amendment to the Registrant's 2005 ...

  • Page 192
    ...Indicates management contract or compensatory plan, contract or arrangement. Filed herewith. Furnished herewith. The registrant agrees to furnish to the Commission supplementally upon request a copy of (1) any instrument with respect to long-term debt not filed herewith as to which the total amount...

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    ... incorrect, the results of Hewlett-Packard Company and its FRQVROLGDWHGVXEVLGLDULHV p+3q PD\GLÆ«HUPDWHULDOO\IURPWKRVHH[SUHVVHGRULPSOLHGE\VXFKIRUZDUGORRNLQJVWDWHPHQWV and assumptions. All statements other than statements of historical fact are statements that could be deemed forward...