SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) --- | X | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) --- OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended July 31, 1994 OR ___ | | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) --- OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from ___________ to __________ Commission file number: 1-4423 HEWLETT-PACKARD COMPANY ----------------------- (Exact name of registrant as specified in its charter) California 94-1081436 - - ------------------------------- ------------------ (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 3000 Hanover Street, Palo Alto, California 94304 - - ------------------------------------------------- --------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (415) 857-1501 -------------- __________________________________________________________________________ Former name, former address and former fiscal year, if changed since last report Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ---- ---- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at July 31, 1994 - - ------------------------------ ---------------------------- Common Stock, $1 par value 254.2 million shares HEWLETT-PACKARD COMPANY AND SUBSIDIARIES INDEX ----- Page No. ---------- Part I. Financial Information Item 1. Financial Statements Consolidated Condensed Balance Sheet July 31, 1994 and October 31, 1993 2 Consolidated Condensed Statement of Earnings Three months and nine months ended July 31, 1994 and 1993 3 Consolidated Condensed Statement of Cash Flows Nine months ended July 31, 1994 and 1993 4 Notes to Consolidated Condensed Financial Statements 5 Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition 6-7 Part II. Other Information Item 6. Exhibits and Reports on Form 8-K 8 Signature 9 Exhibit Index 10 1 Item 1. Financial Statements. HEWLETT-PACKARD COMPANY AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEET ------------------------------------ (Millions except par value and number of shares) July 31 October 31 1994 1993 ---------- ---------- Assets (Unaudited) ------ Current assets: Cash and cash equivalents $ 1,616 $ 889 Short-term investments 859 755 Accounts and notes receivable 4,471 4,208 Inventories: Finished goods 2,570 2,121 Purchased parts and fabricated assemblies 1,731 1,570 Other current assets 662 693 ------- ------- Total current assets 11,909 10,236 ------- ------- Property, plant and equipment (less accumulated depreciation: July 31, 1994 - $3,521; October 31, 1993 - $3,347) 4,186 4,180 Long-term receivables and other assets 2,408 2,320 ------- ------- $18,503 $16,736 ======= ======= Liabilities and Shareholders' Equity ------------------------------------ Current liabilities: Notes payable and short-term borrowings $ 2,547 $ 2,190 Accounts payable 1,272 1,223 Employee compensation and benefits 1,048 1,048 Taxes on earnings 1,051 922 Deferred revenues 637 507 Other accrued liabilities 1,114 978 ------- ------- Total current liabilities 7,669 6,868 ------- ------- Long-term debt 572 667 Other liabilities 841 690 Shareholders' equity: Preferred stock, $1 par value (authorized: 300,000,000 shares; issued: none) --- --- Common stock and capital in excess of $1 par value (authorized: 600,000,000 shares; issued and outstanding: 254,229,000 at July 31, 1994 and 252,713,000 at October 31, 1993) 1,004 937 Retained earnings 8,417 7,574 ------- ------- Total shareholders' equity 9,421 8,511 ------- ------- $18,503 $16,736 ======= ======= The accompanying notes are an integral part of these consolidated condensed financial statements. Certain amounts have been reclassified to conform to the 1994 presentation. 2 HEWLETT-PACKARD COMPANY AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENT OF EARNINGS -------------------------------------------- (Unaudited) (Millions except per share amounts) Three months ended Nine months ended July 31 July 31 ------------------ ----------------- 1994 1993 1994 1993 ---- ---- ---- ---- Net revenue: Equipment $4,656 $3,766 $13,887 $11,103 Services 1,397 1,195 4,102 3,527 ------ ------ ------- ------- 6,053 4,961 17,989 14,630 ------ ------ ------- ------- Costs and expenses: Cost of equipment sold and services 3,774 2,968 11,134 8,629 Research and development 517 446 1,485 1,276 Selling, general and administrative 1,219 1,120 3,591 3,323 ------ ------ ------- ------ 5,510 4,534 16,210 13,228 ------ ------ ------- ------- Earnings from operations 543 427 1,779 1,402 Interest income and other income (expense) 24 1 33 21 Interest expense 41 31 110 91 ------ ------ ------- ------- Earnings before taxes 526 397 1,702 1,332 Provision for taxes 179 126 579 453 ------- ------ ------- ------- Net earnings $ 347 $ 271 $ 1,123 $ 879 ======= ====== ======= ======= Net earnings per share $ 1.33 $ 1.06 $ 4.31 $ 3.47 ======= ====== ======= ======= Cash dividends declared per share $ .60 $ .50 $ 1.10 $ .90 ====== ====== ======= ======= Average Shares used in computing net earnings per share 261 254 260 253 ====== ====== ======= ======= The accompanying notes are an integral part of these consolidated condensed financial statements. 3 HEWLETT-PACKARD COMPANY AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS ---------------------------------------------- (Unaudited) (Millions) Nine months ended July 31 ------------------ 1994 1993 ---- ---- Cash flows from operating activities: Net earnings $1,123 $ 879 Adjustments to reconcile net earnings to cash provided by (used for) operating activities: Depreciation and amortization 724 610 Deferred taxes on earnings (42) (123) Change in assets and liabilities: Accounts and notes receivable (288) (40) Inventories (610) (824) Accounts payable 49 55 Taxes on earnings 123 361 Other current assets and liabilities 248 29 Other, net 88 56 ------ ------ 1,415 1,003 ------ ------ Cash flows from investing activities: Investment in property, plant and equipment (817) (962) Disposition of property, plant and equipment 224 175 Purchase of short-term investments (1,785) (1,136) Maturities of short-term investments 1,681 838 Purchase of long-term investments (87) (16) Other, net 40 (37) ------ ------ (744) (1,064) ------ ------ Cash flows from financing activities: Increase in notes payable and short-term borrowings 347 498 Issuance of long-term debt 43 96 Payment of current maturities of long-term debt (128) (135) Issuance of common stock under employee stock plans 217 228 Repurchase of common stock (219) (137) Dividends (204) (165) Other, net -- (19) ------ ------ 56 366 ------ ------ Increase in cash and cash equivalents 727 305 Cash and cash equivalents at beginning of period 889 641 ------ ------ Cash and cash equivalents at end of period $1,616 $ 946 ====== ====== The accompanying notes are an integral part of these consolidated condensed financial statements. 4 HEWLETT-PACKARD COMPANY AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS ---------------------------------------------------- (Unaudited) 1. In the opinion of the Company's management, the accompanying consolidated condensed financial statements contain all adjustments (which comprise only normal and recurring accruals) necessary to present fairly the financial position as of July 31, 1994 and October 31, 1993, the results of operations for the three months and nine months ended July 31, 1994 and 1993, and the cash flows for the nine months ended July 31, 1994 and 1993. The results of operations for the three month and nine month periods ended July 31, 1994 are not necessarily indicative of the results to be expected for the full year. 2. In fiscal 1994, net earnings per share are computed based on a method which approximates the use of a weighted-average number of common shares and common share equivalents outstanding during each period. Common share equivalents represent the dilutive effect of outstanding stock options. In previous periods, common share equivalents were not included as their effect was considered immaterial. 3. Income tax provisions for interim periods are based on estimated effective annual income tax rates. The effective income tax rate varies from the U.S. federal statutory income tax rate primarily because of tax credits and variations in the tax rates on foreign income. 4. The Company paid interest of $97 million and $92 million for the nine months ended July 31, 1994 and 1993, respectively. For the same periods, the Company paid income taxes of $495 million and $217 million, respectively. The effect of foreign currency exchange rate fluctuations on cash balances held in foreign currencies was not material. 5 Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition (Unaudited). HEWLETT-PACKARD COMPANY AND SUBSIDIARIES RESULTS OF OPERATIONS - - --------------------- Net Revenue - Net revenue for the third quarter ended July 31, 1994 was $6.1 billion, an increase of 22 percent from the same period of fiscal 1993. Equipment sales increased 24 percent and service revenue grew 17 percent over the corresponding period of fiscal 1993. International net revenue grew 24 percent to $3.3 billion, while U.S. net revenue increased by 20 percent to $2.8 billion. The third quarter growth in net revenue was principally due to strong demand for the Company's personal computer and PC networking products, printer products and related supplies, scanners and wide format printers, UNIX servers and the related solutions integration consulting and professional services business, electronic components products and test and measurement products. Net revenue for the first nine months of fiscal 1994 was $18.0 billion, an increase of 23 percent from the same period of fiscal 1993. Equipment sales increased 25 percent and service revenue grew 16 percent over the corresponding period of fiscal 1993. International net revenue grew 22 percent to $9.8 billion, while U.S. net revenue grew 24 percent to $8.2 billion. Costs and Expenses - Cost of equipment sold and services as a percentage of net revenue was 62.3 percent for the third quarter and 61.9 percent for the first nine months of fiscal 1994, compared to 59.8 percent for the third quarter and 59.0 percent for the first nine months of fiscal 1993. These increases over fiscal 1993 were the result of continued competitive pricing pressures and an ongoing shift in revenue mix to products with higher cost of sales as a percentage of revenue. The Company believes that competitive pricing pressures and the shift in revenue mix are likely to continue to put upward pressure on cost of sales. Operating expenses as a percentage of net revenue was 28.7 percent for the third quarter and 28.2 percent for the first nine months of fiscal 1994, compared to 31.6 percent of net revenue for the third quarter and 31.4 percent for the first nine months of fiscal 1993. These decreases reflect ongoing efforts to adjust expense structures and the effects of the change in the mix of products sold as mentioned above. Operating expenses increased 11 percent for the third quarter and 10 percent for the first nine months of 1994 over the corresponding year-ago periods. These increases resulted primarily from increased research and development and field selling expenses. The increased investment in research and development reflects the Company's belief that success in a global marketplace requires a continuing flow of innovative, high-quality products. A strong incoming order performance this quarter increased bonuses and commissions in field selling expenses. Interest Income and Other Income (Expense) - Interest income and other income (expense) increased to $24 million for the third quarter of fiscal 1994, from $1 million in the same period of fiscal 1993. The increase is largely due to gains realized on the sale of certain equity investments and interest income on higher cash balances. Provision for Taxes - The provision for taxes as a percentage of earnings before taxes was 34 percent for both the third quarter and the first nine months of fiscal 1994, compared to 32 percent for the third quarter and 34 percent for the first nine months of fiscal 1993. The lower third quarter 1993 tax rate resulted from a year-to-date adjustment to reduce the estimated 1993 tax rate from 35 percent to 34 percent to reflect changes in the geographic mix of the Company's earnings. 6 Net Earnings - Net earnings for the third quarter of fiscal 1994 were $347 million, or $1.33 per share on an average of 261 million shares, compared to net earnings of $271 million, or $1.06 per share, on an average of 254 million shares for the third quarter of fiscal 1993. For the nine months ended July 31, 1994, net earnings were $1.1 billion, or $4.31 per share on an average of 260 million shares, compared to net earnings of $879 million, or $3.47 per share, on an average of 253 million shares for the first nine months of fiscal 1993. In fiscal 1994, net earnings per share were computed based on a method which approximates the use of a weighted-average number of common shares and common share equivalents outstanding during each period. Common share equivalents represent the dilutive effect of outstanding stock options. In previous periods, common share equivalents were not included as their effect was considered immaterial. The inclusion of these equivalents in fiscal 1994 reduced earnings per share for the three and nine months ended July 31, 1994 by 3 and 11 cents, respectively. FINANCIAL CONDITION - - ------------------- Liquidity and Capital Resources - The Company's financial position remains strong, with cash and cash equivalents and short-term investments of $2.5 billion at July 31, 1994. Cash flows from operations were $1.4 billion during the first nine months of fiscal 1994 compared to $1.0 billion for the corresponding period of fiscal 1993. The increase in cash flows from operations for fiscal 1994 was primarily attributable to higher net earnings, lower inventory growth and changes in other current assets and liabilities. These factors were partially offset by increased growth in accounts and notes receivable and taxes on earnings. While the Company experienced slower inventory growth for the first nine months of fiscal 1994, inventory management remains an area of focus. Capital expenditures for the first nine months of fiscal 1994 were $817 million, compared to $962 million for the corresponding period in the previous year. The decrease was primarily because certain major investments have been deferred to future periods. The changes in investment and borrowing activities during the first nine months of fiscal 1994, when compared to the same period in 1993, resulted from changes in the Company's liquidity requirements to meet short-term working capital needs. Under the Company's ongoing stock repurchase program, shares have been purchased periodically to meet employee stock plan requirements. During the nine months ended July 31, 1994, the Company purchased and retired approximately 2.8 million shares for an aggregate price of $219 million. During the nine months ended July 31, 1993, the Company repurchased and retired 1.8 million shares for an aggregate price of $137 million. 7 PART II. OTHER INFORMATION --------------------------- Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits: A list of exhibits is set forth in the Exhibit Index found on page 10 of this report. (b) Reports on Form 8-K: There were no reports on Form 8-K filed during the nine months ended July 31, 1994. 8 HEWLETT-PACKARD COMPANY AND SUBSIDIARIES SIGNATURE --------- Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. HEWLETT-PACKARD COMPANY (Registrant) Dated: September 14, 1994 By: /s/ Robert P. Wayman --------------------------- Robert P. Wayman Executive Vice President and Chief Financial Officer 9