HPE 10-Q Quarterly Report April 30, 2019 | Alphaminr
Hewlett Packard Enterprise Co

HPE 10-Q Quarter ended April 30, 2019

HEWLETT PACKARD ENTERPRISE CO
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TABLE OF CONTENTS
Part I. Financial InformationItem 1. Financial Statements and Supplementary DataNote 1: Overview and Summary Of Significant Accounting PoliciesNote 2: Segment InformationNote 3: RestructuringNote 4: Hpe NextNote 5: Retirement and Post-retirement Benefit PlansNote 6: Taxes on EarningsNote 7: Balance Sheet DetailsNote 8: Financing Receivables and Operating LeasesNote 9: GoodwillNote 10: Fair ValueNote 11: Financial InstrumentsNote 12: BorrowingsNote 13: Stockholders' EquityNote 14: Net Earnings Per ShareNote 15: Litigation and ContingenciesNote 16: IndemnificationsItem 2. Management's Discussion and Analysis Of Financial Condition and Results Of OperationsItem 3. Quantitative and Qualitative Disclosures About Market RiskItem 4. Controls and ProceduresPart II. Other InformationItem 1. Legal ProceedingsItem 1A. Risk FactorsItem 2. Unregistered Sales Of Equity Securities and Use Of ProceedsItem 5. Other InformationItem 6. Exhibits

Exhibits

2.1 Separation and Distribution Agreement, dated as of October31, 2015, by and among Hewlett-Packard Company, Hewlett Packard Enterprise Company and the Other Parties Thereto 8-K 001-37483 2.1 November5, 2015 2.2 Transition Services Agreement, dated as of November1, 2015, by and between Hewlett-Packard Company and Hewlett Packard Enterprise Company 8-K 001-37483 2.2 November5, 2015 2.3 Tax Matters Agreement, dated as of October31, 2015, by and between Hewlett-Packard Company and Hewlett Packard Enterprise Company 8-K 001-37483 2.3 November5, 2015 2.4 Employee Matters Agreement, dated as of October31, 2015, by and between Hewlett-Packard Company and Hewlett Packard Enterprise Company 8-K 001-37483 2.4 November5, 2015 2.5 Real Estate Matters Agreement, dated as of October31, 2015, by and between Hewlett-Packard Company and Hewlett Packard Enterprise Company 8-K 001-37483 2.5 November5, 2015 2.6 Master Commercial Agreement, dated as of November1, 2015, by and between Hewlett-Packard Company and Hewlett Packard Enterprise Company 8-K 001-37483 2.6 November5, 2015 2.7 Information Technology Service Agreement, dated as of November1, 2015, by and between Hewlett-Packard Company and HPEnterprise Services,LLC 8-K 001-37483 2.7 November5, 2015 2.8 Agreement and Plan of Merger, dated as of May24, 2016, among Hewlett Packard Enterprise Company, Computer Sciences Corporation, Everett SpinCo, Inc. and Everett Merger Sub, Inc. 8-K 001-37483 2.1 May26, 2016 2.9 Separation and Distribution Agreement, dated as of May24, 2016, between Hewlett Packard Enterprise Company and Everett SpinCo, Inc. 8-K 001-37483 2.2 May26, 2016 2.10 Agreement and Plan of Merger, dated as of September 7, 2016, by and among Hewlett Packard Enterprise Company, Micro Focus International plc, Seattle SpinCo, Inc., Seattle Holdings, Inc. and Seattle MergerSub, Inc. 8-K 001-37483 2.1 September 7, 2016 2.11 Separation and Distribution Agreement, dated as of September 7, 2016, by and between Hewlett Packard Enterprise Company and Seattle SpinCo, Inc. 8-K 001-37483 2.2 September 7, 2016 2.12 Employee Matters Agreement, dated as of September 7, 2016, by and among Hewlett Packard Enterprise Company, Seattle SpinCo, Inc. and Micro Focus International plc 8-K 001-37483 2.3 September 7, 2016 2.13 First Amendment to the Agreement and Plan of Merger, dated as of May 24, 2016, among Hewlett Packard Enterprise Company, Computer Sciences Corporation, Everett SpinCo, Inc. and Everett Merger Sub, Inc. 8-K 001-37483 2.1 November 2, 2016 2.14 First Amendment to the Separation and Distribution Agreement, dated as of May 24, 2016, between Hewlett Packard Enterprise Company and Everett SpinCo, Inc. 8-K 001-37483 2.2 November 2, 2016 2.15 Agreement and Plan of Merger, dated as of March 6, 2017, by and among Hewlett Packard Enterprise Company, Nimble Storage, Inc. and Nebraska Merger Sub,Inc. 8-K 001-37483 99.1 March 7, 2017 2.16 Tender and Support Agreement, dated as of March 6, 2017, by and among Hewlett Packard Enterprise Company, Nebraska Merger Sub, Inc. and each of the persons set forth on Schedule A thereto 8-K 001-37483 99.2 March 7, 2017 2.17 Employee Matters Agreement, dated March 31, 2017, by and among Computer Sciences Corporation, HewlettPackard Enterprise Company and Everett SpinCo, Inc. 8-K 001-38033 2.1 April 6, 2017 2.18 Tax Matters Agreement, dated March 31, 2017, by and among Computer Sciences Corporation, Hewlett Packard Enterprise Company and Everett SpinCo, Inc. (Incorporated by reference to Exhibit2.2 to DXC Technology Companys Current Report on Form 8-K, filed with the Securities and Exchange Commission on April 6, 2017.) 8-K 001-38033 2.2 April 6, 2017 2.19 Intellectual Property Matters Agreement, dated March 31, 2017, by and among Hewlett Packard Enterprise Company, Hewlett Packard Enterprise Development LP and Everett SpinCo, Inc. 8-K 001-38033 2.3 April 6, 2017 2.20 Transition Services Agreement, dated March 31, 2017, between Hewlett Packard Enterprise Company and Everett SpinCo, Inc. 8-K 001-38033 2.4 April 6, 2017 2.21 Real Estate Matters Agreement, dated March 31, 2017, between Hewlett Packard Enterprise Company and Everett SpinCo, Inc. 8-K 001-38033 2.5 April 6, 2017 2.22 Fourth Amendment to the Separation and Distribution Agreement, dated March 31, 2017, by and between Hewlett Packard Enterprise Company and Everett SpinCo, Inc. 8-K 001-38033 2.6 April 6, 2017 2.23 Tax Matters Agreement, dated September 1, 2017, by and among Hewlett Packard Enterprise Company, Seattle SpinCo, Inc., and Micro Focus International plc 8-K 001-37483 2.1 September 1, 2017 2.24 Intellectual Property Matters Agreement, dated September 1, 2017, by and among Hewlett Packard Enterprise Company, Seattle SpinCo, Inc., and Micro Focus International plc 8-K 001-37483 2.2 September 1, 2017 2.25 Transition Services Agreement, dated September 1, 2017, by and among Hewlett Packard Enterprise Company, Seattle SpinCo, Inc., and Micro Focus International plc 8-K 001-37483 2.3 September 1, 2017 2.26 Real Estate Matters Agreement, dated September 1, 2017, by and among Hewlett Packard Enterprise Company, Seattle SpinCo, Inc., and Micro Focus International plc 8-K 001-37483 2.4 September 1, 2017 3.1 Registrant's Amended and Restated Certificate of Incorporation 8-K 001-37483 3.1 November5, 2015 3.2 Registrant's Amended and Restated Bylaws effective October31, 2015 8-K 001-37483 3.2 November5, 2015 3.3 Certificate of Designation of Series A Junior Participating Redeemable Preferred Stock 8-K 001-37483 3.1 March 20, 2017 3.4 Certificate of Designation of Series B Junior Participating Redeemable Preferred Stock 8-K 001-37483 3.2 March 20, 2017 4.1 Senior Indenture, dated as of October9, 2015, between Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee 8-K 001-37483 4.1 October13, 2015 4.2 First Supplemental Indenture, dated as of October9, 2015, between Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to Hewlett Packard Enterprise Company's 2.450% notes due 2017 8-K 001-37483 4.2 October13, 2015 4.3 Second Supplemental Indenture, dated as of October9, 2015, between Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to Hewlett Packard Enterprise Company's 2.850% notes due 2018 8-K 001-37483 4.3 October13, 2015 4.4 Third Supplemental Indenture, dated as of October9, 2015, between Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to Hewlett Packard Enterprise Company's 3.600% notes due 2020 8-K 001-37483 4.4 October13, 2015 4.5 Fourth Supplemental Indenture, dated as of October9, 2015, between Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to Hewlett Packard Enterprise Company's 4.400% notes due 2022 8-K 001-37483 4.5 October13, 2015 4.6 Fifth Supplemental Indenture, dated as of October9, 2015, between Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to Hewlett Packard Enterprise Company's 4.900% notes due 2025 8-K 001-37483 4.6 October13, 2015 4.7 Sixth Supplemental Indenture, dated as of October9, 2015, between Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to Hewlett Packard Enterprise Company's 6.200% notes due 2035 8-K 001-37483 4.7 October13, 2015 4.8 Seventh Supplemental Indenture, dated as of October9, 2015, between Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to Hewlett Packard Enterprise Company's 6.350% notes due 2045 8-K 001-37483 4.8 October13, 2015 4.9 Eighth Supplemental Indenture, dated as of October9, 2015, between Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to Hewlett Packard Enterprise Company's floating rate notes due 2017 8-K 001-37483 4.9 October13, 2015 4.10 Ninth Supplemental Indenture, dated as of October9, 2015, between Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to Hewlett Packard Enterprise Company's floating rate notes due 2018 8-K 001-37483 4.10 October13, 2015 4.11 Guarantee Agreement, dated as of October9, 2015, between Hewlett-Packard Company, Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, in favor of the holders of the Notes 8-K 001-37483 4.11 October13, 2015 4.12 Registration Rights Agreement, dated as of October9, 2015, among Hewlett Packard Enterprise Company, Hewlett-Packard Company, and the representatives of the initial purchasers of the Notes 8-K 001-37483 4.12 October13, 2015 4.13 Eighth Supplemental Indenture, dated as of November1, 2015, among Hewlett Packard Enterprise Company, HP Enterprise Services,LLC and the Bank of New York Mellon Trust Company, N.A., as Trustee, relating to HP Enterprise ServicesLLC's 7.45% Senior Notes due October 2029 10-K 001-04423 4.13 December17, 2015 4.14 Term Loan Agreement, dated as of December 16, 2016, by and among Everett SpinCo, Inc., the lenders and arrangers party thereto and The Bank of Tokyo-Mitsubishi UFJ, Ltd., as administrative agent 8-K 001-37483 10.1 December 22, 2016 4.15 Tenth Supplemental Indenture, dated as of September 20, 2017, between Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to Hewlett Packard Enterprise Companys 2.100% notes due 2019 8-K 001-37483 4.1 September 20, 2017 4.17 Eleventh Supplemental Indenture, dated as of September 19, 2018, between Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to Hewlett Packard Enterprise Company's 3.500% notes due 2021. 8-K 001-37483 4.2 September19, 2018 4.18 Twelfth Supplemental Indenture, dated as of September 19, 2018, between Hewlett Packard Enterprise Company and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to Hewlett Packard Enterprise Company's floating rate notes due 2021. 8-K 001-37483 4.3 September19, 2018 10.1 Amended and Restated Hewlett Packard Enterprise Company 2015 Stock Incentive Plan* 8-K 001-37483 10.1 January 30, 2017 10.2 Hewlett Packard Enterprise Company Severance and Long-Term Incentive Change in Control Plan for Executive Officers* 10 001-37483 10.4 September28, 2015 10.3 Hewlett Packard Enterprise Executive Deferred Compensation Plan* S-8 333-207679 4.3 October30, 2015 10.4 Hewlett Packard Enterprise Grandfathered Executive Deferred Compensation Plan* S-8 333-207679 4.4 October30, 2015 10.5 Form of Non-Qualified Stock Option Grant Agreement* 8-K 001-37483 10.4 November5, 2015 10.6 Form of Restricted Stock Unit Launch Grant Agreement* 8-K 001-37483 10.7 November5, 2015 10.7 Form of Performance-Contingent Non-Qualified Stock Option Launch Grant Agreement* 8-K 001-37483 10.8 November5, 2015 10.8 Form of Non-Employee Director Stock Options Grant Agreement* 8-K 001-37483 10.9 November5, 2015 10.9 Form of Non-Employee Director Restricted Stock Unit Grant Agreement* 8-K 001-37483 10.10 November5, 2015 10.10 Credit Agreement, dated as of November1, 2015, by and among Hewlett Packard Enterprise Company, JPMorgan Chase Bank, N.A., Citibank, N.A., and the other parties thereto 8-K 001-37483 10.1 November5, 2015 10.11 Form of Restricted Stock Units Grant Agreement, as amended and restated effective January1, 2016* 10-Q 001-37483 10.14 March10, 2016 10.12 Form of Performance-Adjusted Restricted Stock Unit Agreement, as amended and restated effective January1, 2016* 10-Q 001-37483 10.15 March10, 2016 10.13 Description of Amendment to Equity Awards (incorporated by reference to Item5.02 of the 8-K filed on May26, 2016)* 8-K 001-37483 10.1 May26, 2016 10.14 Niara, Inc. 2013 Equity Incentive Plan* S-8 333-207679 4.3 March 6, 2017 10.15 Nimble Storage, Inc. 2008 Equity Incentive Plan* S-8 001-37483 4.3 April 18, 2017 10.16 Nimble Storage, Inc. 2013 Equity Incentive Plan* S-8 001-37483 4.4 April 18, 2017 10.17 SimpliVity Corporation 2009 Stock Plan* S-8 001-37483 4.3 April 24, 2017 10.18 Silicon Graphics International Corp. 2014 Omnibus Incentive Plan, as amended* 10-Q 000-51333 10.1 January 29, 2016 10.19 Silicon Graphics International Corp. 2006 New Recruit Equity Incentive Plan, as amended and restated* 10-K 000-51333 10.48 February 28, 2007 10.20 Silicon Graphics International Corp. 2005 Equity Incentive Plan, as amended* 10-K 000-51333 10.3 September 10, 2012 10.21 Silicon Graphics International Corp. 2005 Non-Employee Directors Stock Option* S-1 000-51333 10.10 February 4, 2005 10.22 Cloud Technology Partners, Inc. 2011 Equity Incentive Plan* S-8 333-221254 4.3 October 31, 2017 10.23 Amendment to the Cloud Technology Partners, Inc. 2011 Equity Incentive Plan* S-8 333-221254 4.4 October 31, 2017 10.24 Plexxi Inc. 2011 Stock Plan* S-8 333-226181 4.3 July 16, 2018 10.25 Amended and Restated Hewlett Packard Enterprise Company 2015 Employee Stock Purchase Plan* 10-Q 001-37483 10.29 September, 4, 2018 10.26 Form of Restricted Stock Units Grant Agreement* 10-Q 001-37483 10.30 September, 4, 2018 10.27 Amendment to Hewlett Packard Enterprise Executive Deferred Compensation Plan* 10-Q 001-37483 10.27 December 12, 2018 10.28 Philip Davis Retention Incentive Agreement * 10-Q 001-37483 10.28 December 12, 2018 10.29 First Amendment to the Hewlett Packard Enterprise Company Severance and Long-Term Incentive Change in Control Plan for Executive Officers* 10-Q 001-37483 10.29 December 12, 2018 10.30 BlueData Software Inc. 2012 Stock Incentive Plan* S-8 333-229449 4.3 January 31, 2019 31.1 Certification of Chief Executive Officer pursuant to Rule13a- 14(a) and Rule15d-14(a) of the Securities Exchange Act of 1934, as amended 31.2 Certification of Chief Financial Officer pursuant to Rule13a- 14(a) and Rule15d-14(a) of the Securities Exchange Act of 1934, as amended 32 Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18U.S.C. 1350, as adopted pursuant to Section906 of the Sarbanes-Oxley Act of 2002