SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 7, 1997
HEWLETT-PACKARD COMPANY
(Exact name of registrant as specified in its charter)
California 001-04423 94-1081436
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) 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
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(Former name or former address, if changed since last report)
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Item 5. Other Events
On October 7, 1997 and October 8, 1997, the Company issued the
press releases attached hereto as Exhibits 99.1 and 99.2, respectively.
Item 7. Exhibits
Exhibit 99.1 Press release dated October 7, 1997
Exhibit 99.2 Press release dated October 8, 1997
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the Registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
HEWLETT-PACKARD COMPANY
October 9, 1997 /s/Robert P. Wayman
Executive Vice President
Finance and Administration
and Chief Financial Officer
Exhibit 99.1 Press Release dated October 7, 1997
HP ANNOUNCES OFFERING OF NOTES
PALO ALTO, Calif., Oct. 7, 1997 -- Hewlett-Packard Company
(NYSE:HWP) today announced an offering of up to $2 billion (principal
amount at maturity) of 20-year convertible zero-coupon subordinated
notes due 2017, including a $200 million face amount over-allotment
option.
The issue will be placed pursuant to Rule 144A under the
Securities Act of 1933. Neither the notes nor the shares of HP common
stock that may be issued upon conversion of the notes have been
registered under the Securities Act and may not be offered or sold in
the United States absent registration or an applicable exemption from
registration requirements.
HP said that the net proceeds from the offering would be used for
general corporate purposes.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the notes, nor shall there be any sale
of the notes in any state in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of such state.
Exhibit 99.2 Press Release dated October 8, 1997
HP ANNOUNCES PRICING OF NOTES
PALO ALTO, Calif., Oct. 8, 1997 -- Hewlett-Packard Company
(NYSE:HWP) today said the price has been set for its offering of up
to $2 billion (principal amount at maturity) of 20-year convertible
zero-coupon subordinated notes due 2017, including a $200 million face
amount over-allotment option. The company announced the offering on
Oct. 7.
The notes were priced with a yield to maturity of 3.125 percent,
resulting in proceeds to the company, before expenses, of approximately
$946 million. Each $1,000 fact amount of the notes is convertible into
5.430 shares of HP common stock at an initial conversion price of $99.05.
The company may pay the conversion price in cash instead of in shares of
common stock. The notes will be redeemable in cash by the company at
any time on or after Oct. 14, 2000. Each note will be redeemable at the
option of the holder in cash, or, at the company's election, shares of
common stock, on Oct. 14, 2000.
The issue will be placed pursuant to Rule 144A under the
Securities Act of 1933. Neither the notes nor the shares of HP common
stock that may be issued upon conversion of the notes have been
registered under the Securities Act and may not be offered or sold in
the United States absent registration or an applicable exemption from
registration requirements.
HP said that net proceeds from the offering would be used for
general corporate purposes.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the notes, nor shall there by any sale
of the notes in any state in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of such state.