Investor Relations

Investor Highlights

09/07/2016

Q3 Fiscal Year 2016 Hewlett Packard Enterprise Earnings Conference Call

Q3 Fiscal Year 2016 Hewlett Packard Enterprise Earnings Conference Call

Title : Q3 Fiscal Year 2016 Hewlett Packard Enterprise Earnings Conference Call

Date: 9/7/2016, 2:00 - 3:00 p.m. PT

Speakers:
Meg Whitman, President & CEO
Tim Stonesifer, EVP & Chief Financial Officer
Andrew Simanek, Head of Investor Relations

Q3 2016 Earnings Press Release

Click here for webcast

Q3 2016 Earnings Summary

Q3 2016 Quarterly Results

Q3 2016 Earnings Presentation

Q3 2016 Earnings Transcript

09/07/2016

HPE Accelerates Strategy With Spin-Off and Merger of Non-Core Software Assets With Micro Focus

HPE Accelerates Strategy With Spin-Off and Merger of Non-Core Software Assets With Micro Focus

Title : HPE Accelerates Strategy With Spin-Off and Merger of Non-Core Software Assets With Micro Focus

Date: 09/07/2016

Presentation

Press Release

06/07/2016

IR Summit @ Discover

IR Summit @ Discover

Title : IR Summit @ Discover

Date: 06/07/2016, 1:00p.m. PT

Schedule:
1:00 – 1:35 p.m. PT: Tim Stonesifer presentation and Q&A
2:00 – 3:30 p.m. PT: Discover General Session
4:00 – 4:30 p.m. PT: Meg Whitman Presentation and Q&A
4:30 – 4:50 p.m. PT: Robert Youngjohns Q&A
4:50 – 5:10 p.m. PT: Antonio Neri Q&A
5:10 – 5:30 p.m. PT: Mike Nefkens Q&A

Click here for webcast

IR Summit @ Discover – CFO presentation

IR Summit @ Discover – CEO presentation

IR Summit @ Discover – GAAP to non-GAAP Supplement

Stock performance

News and Events

Events

Upcoming Event

Q4 2015 Hewlett-Packard Company Earnings Conference Call

Title Date

Upcoming Event

Title Q3 Fiscal Year 2016 Hewlett Packard Enterprise Earnings Conference Call Date September 2016 Speakers

Title : Q3 Fiscal Year 2016 Hewlett Packard Enterprise Earnings Conference Call

Date: 9/7/2016, 2:00 - 3:00 p.m. PT

Speakers:
Meg Whitman, President & CEO
Tim Stonesifer, EVP & Chief Financial Officer
Andrew Simanek, Head of Investor Relations

Q3 2016 Earnings Press Release

Click here for webcast

Q3 2016 Earnings Summary

Q3 2016 Quarterly Results

Q3 2016 Earnings Presentation

Q3 2016 Earnings Transcript

News

HPE Reports Fiscal 2016 Third Quarter Results

PALO ALTO, CA--(Marketwired - Sep 7, 2016) -  Hewlett Packard Enterprise (NYSE: HPE)

  • Third quarter GAAP diluted net earnings per share of $1.32, above the previously provided outlook of $1.10 to $1.14 per share
  • Third quarter non-GAAP diluted net earnings per share of $0.49, above the previously provided outlook of $0.42 to $0.46 per share
  • Third quarter net revenue of $12.2 billion, down 6% from the prior-year period and down 1% when adjusted for divestitures and currency
  • Third quarter cash flow from operations of $1.7 billion, up 10% from adjusted cash flow from operations in the prior-year period
  • Returned $1.5 billion to shareholders in the form of share repurchases and dividends
  • Announced plans for a spin-off and merger of its non-core software assets with Micro Focus, valued at $8.8 billion
  • Updates FY16 GAAP EPS guidance to $2.09 - $2.14 and FY16 non-GAAP EPS guidance to $1.90 - $1.95.

Hewlett Packard Enterprise (NYSE: HPE) today announced financial results for its fiscal 2016 third quarter, ended July 31, 2016.

Third quarter net revenue of $12.2 billion was down 6% from the prior-year period, down 1% when adjusted for divestitures and currency.

Third quarter GAAP diluted net earnings per share (EPS) was $1.32, up from $0.13 in the prior-year period, and above its previously provided outlook of $1.10 to $1.14. Third quarter non-GAAP diluted net EPS was $0.49, up from adjusted non-GAAP diluted net EPS of $0.45 in the prior-year period, and above its previously provided outlook of $0.42 to $0.46. Third quarter non-GAAP net earnings and non-GAAP diluted net EPS exclude after-tax costs of $1.4 billion and $0.83 per diluted share, respectively, related to a gain on the H3C divestiture, restructuring charges, amortization of intangible assets, separation costs, acquisition and other related charges, tax indemnification adjustments and an adjustment to loss from equity interests.

"Overall, I am very pleased with our progress in executing the strategy we laid out when we launched HPE," said Meg Whitman, President and CEO of Hewlett Packard Enterprise. "While executing key changes to our portfolio, we delivered earnings at the top of our guidance range, delivered about $1 billion in free cash flow, returned more than $1.5 billion to shareholders, and improved margins in both Enterprise Group and Enterprise Services."

"Today's announced spin-merge of our non-core software assets with Micro Focus is another important step in our strategy to unlock a faster growing, higher margin, stronger cash flow company," continued Whitman. "As we said in the Enterprise Services announcement last quarter, both software and services remain key enablers of our go-forward strategy, and we are focused on building the right portfolio to win in our target markets. We believe the portfolio changes we've made over the past year are setting up HPE for long-term success while unlocking tremendous value for our shareholders."

Hewlett Packard Enterprise also announced plans for a spin-off and merger of its non-core software assets with Micro Focus in a transaction valued at approximately $8.8 billion. For more information, click here.

HPE fiscal 2016 third quarter financial performance

             
    Q3 FY16   Q3 FY15   Y/Y
GAAP net revenue ($B)   $12.2   $13.1   (6%)
GAAP operating margin   20.5%   1.9%   18.6 pts
GAAP net earnings ($B)   $2.3   $0.2   914%
GAAP diluted net earnings per share   $1.32   $0.13   915%
Non-GAAP operating margin   8.8%   8.5%   0.3 pts.
Non-GAAP net earnings ($B)   $0.8   $0.9   (4%)
Non-GAAP diluted net earnings per share   $0.49   $0.45*   9%*
Cash flow from operations ($B)   $1.7   $1.6*   10%*
             

*Q3 FY15 Non-GAAP diluted net earnings per share (EPS) and Cash flow from operations contain adjustments to give effect to the separation of the Company from HP Inc. (formerly known as Hewlett-Packard Company). The adjusted figures provide a more useful representation, as if the Company had been a stand-alone company during fiscal 2015.

Information about HPE's use of non-GAAP financial information is provided under "Use of non-GAAP financial information" below.

Outlook
For the fiscal 2016 fourth quarter, Hewlett Packard Enterprise estimates GAAP diluted net EPS to be in the range of $0.44 to $0.49 and non-GAAP diluted net EPS to be in the range of $0.58 to $0.63. Fiscal 2016 fourth quarter non-GAAP diluted net EPS estimates exclude an after-tax gain on the divestiture of Mphasis and other of approximately $0.23, and after-tax costs of approximately $0.37 per share, related to restructuring charges, separation costs, the amortization of intangible assets, loss from equity interests, acquisition and other related charges and tax indemnification adjustments.

For fiscal 2016, Hewlett Packard Enterprise estimates GAAP diluted net EPS to be in the range of $2.09 to $2.14 and non-GAAP diluted net EPS to be in the range of $1.90 to $1.95. Fiscal 2016 non-GAAP diluted net EPS estimates exclude an after-tax gain on the divestiture of H3C, Mphasis and other of approximately $1.42, and after-tax costs of approximately $1.23 per share, related to restructuring charges, the amortization of intangible assets, separation costs, acquisition and other related charges, loss from equity interests and tax indemnification adjustments.

Fiscal 2016 third quarter segment results

  • Enterprise Group revenue was $6.5 billion, down 8% year over year, flat when adjusted for divestitures and currency, with a 12.6% operating margin. Servers revenue was down 4%, down 2% when adjusted for divestitures and currency, Storage revenue was down 8%, down 5% when adjusted for divestitures and currency, Networking revenue was down 22%, up 12% when adjusted for divestitures and currency, and Technology Services revenue was down 7%, up 1% when adjusted for divestitures and currency.
  • Enterprise Services revenue was $4.7 billion, down 5% year over year, down 3% when adjusted for divestitures and currency, with an 8.3% operating margin. Infrastructure Technology Outsourcing revenue was down 6%, down 3% when adjusted for divestitures and currency, and Application and Business Services revenue was down 4%, down 3% when adjusted for divestitures and currency.
  • Software revenue was $738 million, down 18% year over year, down 3% when adjusted for divestitures and currency, with a 17.8% operating margin. License revenue was down 28%, down 17% adjusted for divestitures and currency, support revenue was down 17%, flat when adjusted for divestitures and currency, professional services revenue was down 8%, up 1% adjusted for divestitures and currency, and software-as-a-service (SaaS) revenue was down 5%, up 17% adjusted for divestitures and currency.
  • Financial Services revenue was $812 million, up 1% year over year, net portfolio assets were up 7%, and financing volume was down 6%. The business delivered an operating margin of 9.9%.

Revenue adjusted for divestitures and currency excludes revenue resulting from businesses divestitures in fiscal 2016, 2015 and 2014 and also assumes no change in the foreign exchange rate from the prior-year period. A reconciliation of GAAP revenue to revenue adjusted for divestiture and currency is provided in the materials elsewhere accompanying this news release.

About Hewlett Packard Enterprise
Hewlett Packard Enterprise (HPE) is an industry leading technology company that enables customers to go further, faster. With the industry's most comprehensive portfolio, spanning the cloud to the data center to workplace applications, our technology and services help customers around the world make IT more efficient, more productive and more secure.

Use of non-GAAP financial information
To supplement Hewlett Packard Enterprise's condensed consolidated and combined financial statement information presented on a generally accepted accounting principles (GAAP) basis, Hewlett Packard Enterprise provides revenue on a constant currency basis, revenue adjusted for divestitures and currency, as well as non-GAAP operating expense, non-GAAP operating profit, non-GAAP operating margin, non-GAAP income tax rate, non-GAAP net earnings, non-GAAP diluted net earnings per share, gross cash, free cash flow, net capital expenditures, net debt, net cash, operating company net debt and operating company net cash financial measures. Hewlett Packard Enterprise also provides forecasts of non-GAAP diluted net earnings per share and free cash flow. A reconciliation of adjustments to GAAP financial measures for this quarter and prior periods is included in the tables below or elsewhere in the materials accompanying this news release. In addition, an explanation of the ways in which Hewlett Packard Enterprise's management uses these non-GAAP measures to evaluate its business, the substance behind Hewlett Packard Enterprise's decision to use these non-GAAP measures, the material limitations associated with the use of these non-GAAP measures, the manner in which Hewlett Packard Enterprise's management compensates for those limitations, and the substantive reasons why Hewlett Packard Enterprise's management believes that these non-GAAP measures provide useful information to investors is included under "Use of non-GAAP financial measures" further below. This additional non-GAAP financial information is not meant to be considered in isolation or as a substitute for revenue, operating profit, operating margin, net earnings, diluted net earnings per share, cash and cash equivalents, cash flow from operations, investments in property, plant and equipment, or total company debt prepared in accordance with GAAP.

In addition, for fiscal 2015, Hewlett Packard Enterprise provides adjusted non-GAAP diluted net earnings per share, adjusted cash flow from operations and adjusted free cash flow. A reconciliation of these adjustments to GAAP financial measures for prior periods is included elsewhere in the materials accompanying this news release and in the 8-K that was filed with the SEC in March 2016. An explanation of the ways in which Hewlett Packard Enterprise's management uses these adjusted non-GAAP measures to evaluate its business, the substance behind Hewlett Packard Enterprise's decision to use these adjusted non-GAAP measures, the material limitations associated with the use of these adjusted non-GAAP measures, the manner in which Hewlett Packard Enterprise's management compensates for those limitations, and the substantive reasons why Hewlett Packard Enterprise's management believes that these adjusted non-GAAP measures provide useful information to investors is included under "Use of adjusted non-GAAP financial measures" further below.

Forward-looking statements
Information set forth in this communication, oral statements made by representatives of Hewlett Packard Enterprise or Micro Focus regarding the Transaction (as defined below), and other information published by Hewlett Packard Enterprise and Micro Focus, including statements as to Hewlett Packard Enterprise's and Micro Focus's outlook and financial estimates and statements as to the expected timing, completion and effects of the proposed merger between a wholly-owned subsidiary of Micro Focus and HPE's non-core software assets, which will immediately follow the proposed spin-off of HPE's non-core software assets from Hewlett Packard Enterprise (collectively, the "Transaction"), constitute or may be deemed to constitute forward-looking statements (including within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995). These estimates and statements are prospective in nature and are subject to risks and uncertainties that could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements.

These statements are based on various assumptions and the current expectations of the management of Hewlett Packard Enterprise and Micro Focus, and may not be accurate because of risks and uncertainties surrounding these assumptions and expectations.  Such forward-looking statements should therefore be construed in light of such factors. Neither Hewlett Packard Enterprise nor Micro Focus, nor any of their respective associates or directors, officers or advisers, provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in this communication will actually occur or that if any of the events occur, that the effect on the operations or financial condition of Hewlett Packard Enterprise or Micro Focus will be as expressed or implied in such forward-looking statements.  Forward-looking statements included herein are made as of the date hereof, and, other than in accordance with their legal or regulatory obligations (including under the UK Listing Rules, EU Market Abuse Regulation, the UK Disclosure and Transparency Rules and federal securities laws, as relevant), Hewlett Packard Enterprise and Micro Focus undertake no obligation, and Hewlett Packard Enterprise and Micro Focus expressly disclaim any intention or obligation, to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. You are cautioned not to place undue reliance on these forward-looking statements.

Some forward-looking statements discuss Hewlett Packard Enterprise's or Micro Focus's plans, strategies and intentions.  They use words such as "expects," "may," "will," "believes," "should," "would," "could," "approximately," "anticipates," "estimates," "targets," "intends," "likely," "projects," "positioned," "strategy," "future" and "plans." In addition, these words may use the positive or negative or other variations of those terms.  Forward-looking statements in this communication include, but are not limited to, statements regarding the expected effects on Hewlett Packard Enterprise, HPE's non-core software assets and Micro Focus of the proposed Transaction, the anticipated timing and benefits of the Transaction, including future financial and operating results, the tax consequences of the Transaction to Hewlett Packard Enterprise or its stockholders for U.S. federal income tax purposes, and the combined company's plans, objectives, expectations and intentions.  Forward-looking statements also include all other statements in this communication that are not historical facts.

Important factors that could cause actual results to differ materially from those in the forward-looking statement include, but are not limited to: the satisfaction of the conditions to the Transaction and other risks related to the completion of the Transaction and actions related thereto; Hewlett Packard Enterprise's and Micro Focus's ability to complete the Transaction on the anticipated terms and schedule, including the ability to obtain shareholder and regulatory approvals and the anticipated tax treatment of the Transaction and related transactions; risks relating to any unforeseen changes to or effects on liabilities, future capital expenditures, revenues, expenses, earnings, synergies, indebtedness, financial condition, losses and future prospects; Micro Focus's ability to integrate HPE's non-core software assets successfully after the closing of the Transaction and to achieve anticipated synergies; the risk that disruptions from the Transaction will harm Hewlett Packard Enterprise's or Micro Focus's businesses; and the effect of economic, competitive, legal, governmental and technological factors and other factors described under "Risk Factors" in Hewlett Packard Enterprise's Annual Report on Form 10-K for the fiscal year ended October 31, 2015 and subsequent Quarterly Reports on Form 10-Q.  For a discussion of important factors which could cause actual results to differ from forward looking statements relating to Micro Focus and the Micro Focus Group, please refer to Micro Focus' Annual Report and Accounts 2016. However, it is not possible to predict or identify all such factors.  Consequently, while the list of factors presented here is considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties.

Additional Information and Where to Find It
This communication is not for release, publication or distribution, in whole or in part, in, into or from any jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction. This communication is not intended to and does not constitute, or form part of, an offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to the Transaction or otherwise, nor shall there be any sale, issuance or transfer of securities of Micro Focus or HPE's non-core software assets in any jurisdiction in contravention of applicable law. Micro Focus will publish a circular and prospectus in connection with the Transaction and any decision in respect of, or other response to, the Transaction should be made on the basis of the information contained in such documents. This communication does not constitute a prospectus or prospectus equivalent document.

No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. In connection with the proposed Transaction, Micro Focus will file with the Securities and Exchange Commission ("SEC") a registration statement on Form S-4 or F-4, which will include a prospectus. In addition, HPE's non-core software assets expect to file a registration statement in connection with its separation from Hewlett Packard Enterprise.

INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE CIRCULAR, REGISTRATION STATEMENTS/PROSPECTUSES AND ANY OTHER RELEVANT DOCUMENTS, WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT MICRO FOCUS, HPE'S NON-CORE SOFTWARE ASSETS AND THE TRANSACTION. Investors and security holders will be able to obtain the registration statements (when available) and other documents filed with the SEC free of charge from the SEC's website, www.sec.gov. These documents (when available) can also be obtained free of charge from Hewlett Packard Enterprise by directing a written request to Hewlett Packard Enterprise at Hewlett Packard Enterprise Company, 3000 Hanover Street, Palo Alto, California 94304, Attention: Investor Relations, or by calling (650) 857-2246.

Overseas Jurisdictions
The release, publication or distribution of this communication in jurisdictions other than the United States or the United Kingdom, and the ability of shareholders located outside of these jurisdictions to participate in the Transaction, may be restricted by law and therefore any persons who are subject to the laws of any other jurisdiction should inform themselves about, and observe any applicable legal or regulatory requirements.

As in prior periods, the financial information set forth in this release, including tax-related items, reflects estimates based on information available at this time. While Hewlett Packard Enterprise believes these estimates to be reasonable, these amounts could differ materially from reported amounts in the Hewlett Packard Enterprise Quarterly Report on Form 10-Q for the fiscal quarter ended July 31, 2016. Hewlett Packard Enterprise assumes no obligation and does not intend to update these forward-looking statements.

 
HEWLETT PACKARD ENTERPRISE COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF EARNINGS
(Unaudited)
(In millions, except per share amounts)
 
    Three months ended  
    July 31,
2016
    April 30,
2016
    July 31,
2015
 
                   
Net revenue   $ 12,210     $ 12,711     $ 13,057  
                         
Costs and expenses:                        
  Cost of sales     8,638       9,068       9,307  
  Research and development     555       624       602  
  Selling, general and administrative     1,938       2,021       2,040  
  Amortization of intangible assets     210       201       225  
  Restructuring charges     369       161       24  
  Acquisition and other related charges     37       53       46  
  Separation costs     135       91       255  
  Defined benefit plan settlement charges     -       -       178  
  Impairment of data center assets     -       -       136  
  Gain on H3C divestiture     (2,169)     -       -  
    Total costs and expenses     9,713       12,219       12,813  
                         
Earnings from operations     2,497       492       244  
                         
Interest and other, net     (18)     (129)     4  
                         
Loss from equity interests (a)     (72)     -       -  
                         
Earnings before taxes     2,407       363       248  
                         
Provision for taxes     (135)     (43)     (24)
                         
Net earnings   $ 2,272     $ 320     $ 224  
                         
Net earnings per share: (b)                        
  Basic   $ 1.35     $ 0.19     $ 0.13  
  Diluted   $ 1.32     $ 0.18     $ 0.13  
                         
Cash dividends declared per share   $ 0.06     $ 0.06     $ -  
                         
                         
Weighted-average shares used to compute net earnings per share: (b)                        
  Basic     1,681       1,725       1,804  
  Diluted     1,715       1,751       1,834  
                           
(a) Represents the Company's ownership interest in the net earnings of H3C, which it records as an equity method investment.
   
(b) On November 1, 2015, HP Inc. (formerly Hewlett-Packard Company) distributed a total of 1.8 billion shares of Hewlett Packard Enterprise common stock to HP Inc. stockholders as of the record date. For comparative purposes, the same number of shares used to compute basic and diluted net earnings per share ("EPS") for the fiscal year ended October 31, 2015 is used for the calculation of basic and diluted net EPS for all periods in fiscal 2015.
   
 
HEWLETT PACKARD ENTERPRISE COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF EARNINGS
(Unaudited)
(In millions, except per share amounts)
 
    Nine months ended July 31,  
    2016     2015  
             
Net revenue   $ 37,645     $ 38,659  
                 
Costs and expenses:                
  Cost of sales     26,818       27,705  
  Research and development     1,764       1,686  
  Selling, general and administrative     5,957       5,987  
  Amortization of intangible assets     629       632  
  Restructuring charges     841       404  
  Acquisition and other related charges     127       69  
  Separation costs     305       458  
  Defined benefit plan settlement charges     -       178  
  Impairment of data center assets     -       136  
  Gain on H3C divestiture     (2,169)     -  
    Total costs and expenses     34,272       37,255  
                 
Earnings from operations     3,373       1,404  
                 
Interest and other, net     (212)     (42)
                 
Loss from equity interests (a)     (72)     (2)
                 
Earnings before taxes     3,089       1,360  
                 
Provision for taxes     (230)     (284)
                 
Net earnings   $ 2,859     $ 1,076  
                 
Net earnings per share: (b)                
  Basic   $ 1.66     $ 0.60  
  Diluted   $ 1.64     $ 0.59  
                 
Cash dividends declared per share   $ 0.22     $ -  
                 
                 
Weighted-average shares used to compute net earnings per share: (b)                
  Basic     1,722       1,804  
  Diluted     1,748       1,834  
                   
(a) Represents the Company's ownership interest in the net earnings of H3C, which it records as an equity method investment.
   
(a) On November 1, 2015, HP Inc. (formerly Hewlett-Packard Company) distributed a total of 1.8 billion shares of Hewlett Packard Enterprise common stock to HP Inc. stockholders as of the record date. For comparative purposes, the same number of shares used to compute basic and diluted net earnings per share ("EPS") for the fiscal year ended October 31, 2015 is used for the calculation of basic and diluted net EPS for all periods in fiscal 2015.
   
 
HEWLETT PACKARD ENTERPRISE COMPANY AND SUBSIDIARIES 
ADJUSTMENTS TO GAAP NET EARNINGS, EARNINGS FROM OPERATIONS, 
OPERATING MARGIN AND DILUTED NET EARNINGS PER SHARE 
(Unaudited) 
(In millions, except percentages and per share amounts) 
                                     
   Three months ended
July 31, 2016
   Diluted net earnings per share    Three months ended
April 30, 2016
   Diluted net earnings per share    Three months ended
July 31, 2015
   Diluted
net earnings per share
 
                                     
GAAP net earnings   $ 2,272     $ 1.32     $ 320     $ 0.18     $ 224     $ 0.13  
                                                 
Non-GAAP adjustments:                                                
  Amortization of intangible assets     210       0.12       201       0.11       225       0.12  
  Restructuring charges     369       0.22       161       0.09       24       0.01  
  Acquisition and other related charges     37       0.02       53       0.03       46       0.03  
  Separation costs     135       0.08       91       0.05       255       0.14  
  Defined benefit plan settlement charges     -       -       -       -       178       0.10  
  Impairment of data center assets     -       -       -       -       136       0.07  
  Gain on H3C divestiture     (2,169)     (1.26)     -       -       -       -  
  Loss from equity interests (a)     58       0.03       -       -       -       -  
  Tax indemnification adjustments     (60)     (0.03)     69       0.04       -       -  
  Adjustments for taxes     (12)     (0.01)     (164)     (0.08)     (217)     (0.13)
                                                 
Non-GAAP net earnings   $ 840     $ 0.49     $ 731     $ 0.42     $ 871     $ 0.47  
                                                 
                                                 
GAAP earnings from operations   $ 2,497             $ 492             $ 244          
                                                 
Non-GAAP adjustments:                                                
  Amortization of intangible assets     210               201               225          
  Restructuring charges     369               161               24          
  Acquisition and other related charges     37               53               46          
  Separation costs     135               91               255          
  Defined benefit plan settlement charges     -               -               178          
  Impairment of data center assets     -               -               136          
  Gain on H3C divestiture     (2,169)             -               -          
Non-GAAP earnings from operations   $ 1,079             $ 998             $ 1,108          
                                                 
GAAP operating margin     20%             4%             2%        
Non-GAAP adjustments     (11%)             4%             6%        
Non-GAAP operating margin     9%             8%             8%        
                                                 
(a) Primarily includes the amortization of the estimated basis difference and purchase accounting adjustments related to the H3C divestiture
   
 
HEWLETT PACKARD ENTERPRISE COMPANY AND SUBSIDIARIES 
ADJUSTMENTS TO GAAP NET EARNINGS, EARNINGS FROM OPERATIONS, 
OPERATING MARGIN AND DILUTED NET EARNINGS PER SHARE 
(Unaudited) 
(In millions, except percentages and per share amounts) 
                         
                         
    Nine months ended
July 31, 2016
    Diluted net earnings per share     Nine months ended
July 31, 2015
    Diluted net earnings per share  
                         
GAAP net earnings   $ 2,859     $ 1.64     $ 1,076     $ 0.59  
                                 
Non-GAAP adjustments:                                
  Amortization of intangible assets     629       0.36       632       0.34  
  Restructuring charges     841       0.48       404       0.22  
  Acquisition and other related charges     127       0.07       69       0.04  
  Separation costs     305       0.17       458       0.25  
  Defined benefit plan settlement charges     -       -       178       0.10  
  Impairment of data center assets     -       -       136       0.07  
  Gain on H3C divestiture     (2,169)     (1.24)     -       -  
  Loss from equity interests (a)     58       0.03       -       -  
  Tax indemnification adjustments     (6)     -       -       -  
  Adjustments for taxes     (342)     (0.19)     (418)     (0.23)
Non-GAAP net earnings   $ 2,302     $ 1.32     $ 2,535     $ 1.38  
                                 
                                 
GAAP earnings from operations   $ 3,373             $ 1,404          
                                 
Non-GAAP adjustments:                                
  Amortization of intangible assets     629               632          
  Restructuring charges     841               404          
  Acquisition and other related charges     127               69          
  Separation costs     305               458          
  Defined benefit plan settlement charges     -               178          
  Impairment of data center assets     -               136          
  Gain on H3C divestiture     (2,169)             -          
Non-GAAP earnings from operations   $ 3,106             $ 3,281          
                                 
GAAP operating margin     9%             4%        
Non-GAAP adjustments     (1%)             4%        
Non-GAAP operating margin     8%             8%        
                                 
(a) Primarily includes the amortization of the estimated basis difference and purchase accounting adjustments related to the H3C divestiture
   
 
HEWLETT PACKARD ENTERPRISE COMPANY AND SUBSIDIARIES 
CONDENSED CONSOLIDATED BALANCE SHEETS 
(In millions, except par value) 
             
    As of  
    July 31,
2016
    October 31,
2015
 
    (Unaudited)        
ASSETS            
             
Current assets:            
  Cash and cash equivalents   $ 10,743     $ 9,842  
  Accounts receivable     6,951       8,538  
  Financing receivables     3,030       2,918  
  Inventory     1,848       2,198  
  Assets held for sale (b)     906       -  
  Other current assets (a)     4,992       6,468  
                 
    Total current assets     28,470       29,964  
                 
Property, plant and equipment     9,579       9,886  
                 
Long-term financing receivables and other assets (a)     12,715       10,875  
                 
Investments in equity interests     2,675       -  
                 
Goodwill and intangible assets     25,382       29,191  
                 
Total assets (a)   $ 78,821     $ 79,916  
                 
                 
LIABILITIES AND STOCKHOLDERS' EQUITY                
                 
Current liabilities:                
  Notes payable and short-term borrowings   $ 911     $ 691  
  Accounts payable     5,030       5,828  
  Employee compensation and benefits     2,206       2,902  
  Taxes on earnings (a)     366       476  
  Deferred revenue     4,749       5,154  
  Liabilities held for sale (b)     197       -  
  Other accrued liabilities     6,025       6,942  
                 
    Total current liabilities     19,484       21,993  
                 
Long-term debt     15,354       15,103  
                 
Other liabilities (a)     11,157       8,902  
                 
Stockholders' equity                
  HPE stockholders' equity:                
    Preferred stock, $0.01 par value (300 shares authorized; none issued and outstanding at July 31, 2016)                
    Common stock, $0.01 par value (9,600 shares authorized; 1,664 issued and outstanding at July 31, 2016)     17       -  
    Additional paid-in capital     35,100       -  
    Retained earnings     2,486       -  
    Former Parent company investment     -       38,550  
    Accumulated other comprehensive loss     (5,177)     (5,015)
      Total HPE stockholders' equity     32,426       33,535  
  Non-controlling interests     400       383  
                 
    Total stockholders' equity     32,826       33,918  
                 
Total liabilities and stockholders' equity (a)   $ 78,821     $ 79,916  
                 
(a) During the first quarter of fiscal 2016, the Company early adopted the guidance on the balance sheet classification of deferred taxes and elected to apply it retrospectively to all periods presented. As such, prior period amounts have been reclassified to conform to the current presentation.
   
(b) During the third quarter of fiscal 2016, the Company signed a definitive agreement with The Blackstone Group to sell at least 84% of its equity stake in MphasiS Limited and as such, the transaction met all of the held for sale criteria.
   
 
HEWLETT PACKARD ENTERPRISE COMPANY AND SUBSIDIARIES 
CONDENSED CONSOLIDATED AND COMBINED STATEMENTS OF CASH FLOWS 
(Unaudited) 
(In millions) 
             
    Three months ended July 31, 2016     Nine months ended July 31, 2016  
Cash flows from operating activities:            
  Net earnings   $ 2,272     $ 2,859  
  Adjustments to reconcile net earnings to net cash provided by operating activities:                
    Depreciation and amortization     954       2,903  
    Stock-based compensation expense     129       432  
    Provision for doubtful accounts and inventory     57       166  
    Restructuring charges     369       841  
    Deferred taxes on earnings     (981)     (1,012)
    Excess tax benefit from stock-based compensation     (5)     (9)
    Gain from H3C divestiture     (2,169)     (2,169)
    Loss from equity interests     72       72  
    Other, net     35       114  
                 
    Changes in operating assets and liabilities, net of acquisitions: (a)                
      Accounts receivable     622       988  
      Financing receivables     (43)     (252)
      Inventory     189       3  
      Accounts payable     (271)     (683)
      Taxes on earnings     1,128       781  
      Restructuring     (257)     (746)
      Other assets and liabilities     (387)     (1,542)
        Net cash provided by operating activities     1,714       2,746  
                 
Cash flows from investing activities:                
    Investment in property, plant and equipment     (860)     (2,412)
    Proceeds from sale of property, plant and equipment     117       317  
    Purchases of available-for-sale securities and other investments     (199)     (540)
    Maturities and sales of available-for-sale securities and other investments     229       499  
    Payments made in connection with business acquisitions, net of cash acquired     (9)     (22)
    Proceeds from business divestitures, net     2,473       2,788  
        Net cash provided by investing activities     1,751       630  
                 
Cash flows from financing activities:                
    Short-term borrowings with original maturities less than 90 days, net     (15)     (51)
    Issuance of debt     212       782  
    Payment of debt     (214)     (568)
    Settlement of cash flow hedge     -       3  
    Issuance of common stock under employee stock plans     61       79  
    Repurchase of common stock     (1,450)     (2,662)
    Net transfer from former Parent     -       491  
    Excess tax benefit from stock-based compensation     5       9  
    Cash dividends paid     (91)     (281)
        Net cash used in financing activities     (1,492)     (2,198)
                 
Increase in cash and cash equivalents     1,973       1,178  
Cash held for sale (a)     (240)     (277)
Cash and cash equivalents at beginning of period     9,010       9,842  
Cash and cash equivalents at end of period   $ 10,743     $ 10,743  
                 
(a) During the third quarter of fiscal 2016, the Company signed a definitive agreement with The Blackstone Group to sell at least 84% of its equity stake in MphasiS Limited and as such, the transaction met all of the held for sale criteria. The impact of assets and liabilities reclassified as held for sale during the period, was not considered in the changes in operating assets and liabilities, net of acquisitions reconciliation within cash flows from operating activities.
   
 
 HEWLETT PACKARD ENTERPRISE COMPANY AND SUBSIDIARIES
SEGMENT INFORMATION
(Unaudited)
(In millions)
 
    Three months ended  
    July 31,
2016
    April 30,
2016
    July 31,
2015
 
Net revenue: (a)                  
                   
  Enterprise Group   $ 6,476     $ 7,010     $ 7,007  
  Enterprise Services     4,725       4,723       4,976  
  Software     738       774       901  
  Financial Services     812       788       807  
  Corporate Investments     -       2       1  
    Total segment net revenue     12,751       13,297       13,692  
  Elimination of intersegment net revenue and other     (541)     (586)     (635)
                         
    Total Hewlett Packard Enterprise consolidated and combined net revenue   $ 12,210     $ 12,711     $ 13,057  
                         
Earnings before taxes: (a)                        
                         
  Enterprise Group   $ 815     $ 817     $ 881  
  Enterprise Services     393       317       285  
  Software     131       192       185  
  Financial Services     80       73       87  
  Corporate Investments     (83)     (87)     (109)
    Total segment earnings from operations     1,336       1,312       1,329  
                         
  Corporate and unallocated costs and eliminations     (128)     (176)     (104)
  Stock-based compensation expense     (129)     (138)     (117)
  Amortization of intangible assets     (210)     (201)     (225)
  Restructuring charges     (369)     (161)     (24)
  Acquisition and other related charges     (37)     (53)     (46)
  Separation costs     (135)     (91)     (255)
  Defined benefit plan settlement charges     -       -       (178)
  Impairment of data center assets     -       -       (136)
  Gain on H3C Divestiture     2,169       -       -  
  Interest and other, net     (18)     (129)     4  
                         
  Loss from equity interests(b)     (72)     -       -  
                         
    Total Hewlett Packard Enterprise consolidated and combined earnings before taxes   $ 2,407     $ 363     $ 248  
                             
(a) Effective at the beginning of the first quarter of fiscal 2016, HPE implemented organizational changes to align its segment financial reporting more closely with its current business structure. These organizational changes resulted in: (i) within the Enterprise Group segment, the consolidation of the Industry Standard Servers and Business Critical Systems business units into the newly formed Servers business unit; and (ii) the transfer of certain Cloud-related marketing headcount activities from the Corporate Investment segment to the Enterprise Group segment. HPE reflected these changes to its segment information retrospectively to the earliest period presented, which resulted in: (i) the consolidation of net revenue from the Industry Standard Servers and Business Critical Systems business units into the Servers business unit within the Enterprise Group segment; and (ii) the transfer of operating expenses from the Corporate Investment segment to the Enterprise Group segment. These changes had no impact on HPE's previously reported consolidated and combined net revenue, earnings from operations, net earnings or net earnings per share.
   
(b) Represents the Company's ownership interest in the net earnings of H3C, which it records as an equity method investment.
 
 
HEWLETT PACKARD ENTERPRISE COMPANY AND SUBSIDIARIES 
SEGMENT INFORMATION 
(Unaudited) 
(In millions) 
             
    Nine months ended July 31,  
    2016     2015  
Net revenue: (a)            
             
  Enterprise Group   $ 20,537     $ 20,549  
  Enterprise Services     14,136       14,786  
  Software     2,292       2,663  
  Financial Services     2,376       2,415  
  Corporate Investments     3       6  
    Total segment net revenue     39,344       40,419  
  Elimination of intersegment net revenue and other     (1,699)     (1,760)
                 
    Total Hewlett Packard Enterprise consolidated and combined net revenue   $ 37,645     $ 38,659  
                 
Earnings before taxes: (a)                
                 
  Enterprise Group   $ 2,576     $ 2,862  
  Enterprise Services     948       607  
  Software     459       501  
  Financial Services     253       262  
  Corporate Investments     (269)     (308)
    Total segment earnings from operations     3,967       3,924  
                 
  Corporate and unallocated costs and eliminations     (429)     (290)
  Stock-based compensation expense     (432)     (353)
  Amortization of intangible assets     (629)     (632)
  Restructuring charges     (841)     (404)
  Acquisition and other related charges     (127)     (69)
  Separation costs     (305)     (458)
  Defined benefit plan settlement charges     -       (178)
  Impairment of data center assets     -       (136)
  Gain on H3C Divestiture     2,169       -  
  Interest and other, net     (212)     (42)
                 
  Loss from equity interests(b)     (72)     (2)
                 
    Total Hewlett Packard Enterprise consolidated and combined earnings before taxes   $ 3,089     $ 1,360  
                     
(a) Effective at the beginning of the first quarter of fiscal 2016, HPE implemented organizational changes to align its segment financial reporting more closely with its current business structure. These organizational changes resulted in: (i) within the Enterprise Group segment, the consolidation of the Industry Standard Servers and Business Critical Systems business units into the newly formed Servers business unit; and (ii) the transfer of certain Cloud-related marketing headcount activities from the Corporate Investment segment to the Enterprise Group segment. HPE reflected these changes to its segment information retrospectively to the earliest period presented, which resulted in: (i) the consolidation of net revenue from the Industry Standard Servers and Business Critical Systems business units into the Servers business unit within the Enterprise Group segment; and (ii) the transfer of operating expenses from the Corporate Investment segment to the Enterprise Group segment. These changes had no impact on HPE's previously reported consolidated and combined net revenue, earnings from operations, net earnings or net earnings per share.
   
(b) Represents the Company's ownership interest in the net earnings of H3C, which it records as an equity method investment.
 
 
HEWLETT PACKARD ENTERPRISE COMPANY AND SUBSIDIARIES 
SEGMENT/BUSINESS UNIT INFORMATION 
(Unaudited) 
(In millions, except percentages) 
                   
    Three months ended     Change (%)  
    July 31,
2016
    April 30,
2016
    July 31,
2015
    Q/Q     Y/Y  
Net revenue: (a)                              
                               
  Enterprise Group                              
    Servers   $ 3,368     $ 3,561     $ 3,520     (5%)   (4%)
    Technology Services     1,745       1,823       1,880     (4%)   (7%)
    Networking     639       874       823     (27%)   (22%)
    Storage     724       752       784     (4%)   (8%)
      Total Enterprise Group     6,476       7,010       7,007     (8%)   (8%)
                                     
  Enterprise Services                                    
    Infrastructure Technology Outsourcing     2,866       2,839       3,036     1%   (6%)
    Application and Business Services     1,859       1,884       1,940     (1%)   (4%)
      Total Enterprise Services     4,725       4,723       4,976     0%   (5%)
                                     
  Software     738       774       901     (5%)   (18%)
                                     
  Financial Services     812       788       807     3%   1%
                                     
  Corporate Investments     -       2       1     (100%)   (100%)
      Total segment net revenue     12,751       13,297       13,692     (4%)   (7%)
                                     
    Elimination of intersegment net revenue and other     (541)     (586)     (635)   (8%)   (15%)
                                     
  Total Hewlett Packard Enterprise consolidated and combined net revenue   $ 12,210     $ 12,711     $ 13,057     (4%)   (6%)
                                       
(a) Effective at the beginning of the first quarter of fiscal 2016, HPE implemented organizational changes to align its segment financial reporting more closely with its current business structure. These organizational changes resulted in: (i) within the Enterprise Group segment, the consolidation of the Industry Standard Servers and Business Critical Systems business units into the newly formed Servers business unit; and (ii) the transfer of certain Cloud-related marketing headcount activities from the Corporate Investment segment to the Enterprise Group segment. HPE reflected these changes to its segment information retrospectively to the earliest period presented, which resulted in: (i) the consolidation of net revenue from the Industry Standard Servers and Business Critical Systems business units into the Servers business unit within the Enterprise Group segment; and (ii) the transfer of operating expenses from the Corporate Investment segment to the Enterprise Group segment. These changes had no impact on HPE's previously reported consolidated and combined net revenue, earnings from operations, net earnings or net earnings per share.
   
 
HEWLETT PACKARD ENTERPRISE COMPANY AND SUBSIDIARIES 
SEGMENT/BUSINESS UNIT INFORMATION 
(Unaudited) 
(In millions, except percentages) 
   
    Nine months ended July 31,     Change (%)  
    2016     2015     Y/Y  
Net revenue: (a)                  
                   
  Enterprise Group                  
    Servers   $ 10,497     $ 10,447     0%
    Technology Services     5,378       5,800     (7%)
    Networking     2,376       1,941     22%
    Storage     2,286       2,361     (3%)
      Total Enterprise Group     20,537       20,549     0%
                       
  Enterprise Services                      
    Infrastructure Technology Outsourcing     8,579       9,039     (5%)
    Application and Business Services     5,557       5,747     (3%)
      Total Enterprise Services     14,136       14,786     (4%)
                       
  Software     2,292       2,663     (14%)
                       
  Financial Services     2,376       2,415     (2%)
                       
  Corporate Investments     3       6     (50%)
      Total segment net revenue     39,344       40,419     (3%)
                       
    Elimination of intersegment net revenue and other     (1,699)     (1,760)   (3%)
                       
  Total Hewlett Packard Enterprise consolidated and combined net revenue   $ 37,645     $ 38,659     (3%)
                         
(a) Effective at the beginning of the first quarter of fiscal 2016, HPE implemented organizational changes to align its segment financial reporting more closely with its current business structure. These organizational changes resulted in (i) within the Enterprise Group segment, the consolidation of the Industry Standard Servers and Business Critical Systems business units into the newly formed Servers business unit; and (ii) the transfer of certain Cloud-related marketing headcount activities from the Corporate Investment segment to the Enterprise Group segment. HPE reflected these changes to its segment information retrospectively to the earliest period presented, which resulted in: (i) the consolidation of net revenue from the Industry Standard Servers and Business Critical Systems business units into the Servers business unit within the Enterprise Group segment; and (ii) the transfer of operating expenses from the Corporate Investment segment to the Enterprise Group segment. These changes had no impact on HPE's previously reported consolidated and combined net revenue, earnings from operations, net earnings or net earnings per share.
   
 
HEWLETT PACKARD ENTERPRISE COMPANY AND SUBSIDIARIES
SEGMENT OPERATING MARGIN SUMMARY DATA
(Unaudited)
               
    Three months ended     Change in Operating Margin (pts)
    July 31, 2016     Q/Q   Y/Y
               
Segment operating margin: (a)              
  Enterprise Group   12.6%   0.9 pts   0.0 pts
  Enterprise Services   8.3%   1.6 pts   2.6 pts
  Software   17.8%   (7.0) pts   (2.7) pts
  Financial Services   9.9%   0.6 pts   (0.9) pts
  Corporate Investments (b)   NM     NM   NM
    Total segment operating margin   10.5%   0.6 pts   0.8 pts
                   
(a) Effective at the beginning of the first quarter of fiscal 2016, HPE implemented organizational changes to align its segment financial reporting more closely with its current business structure. These organizational changes resulted in: (i) within the Enterprise Group segment, the consolidation of the Industry Standard Servers and Business Critical Systems business units into the newly formed Servers business unit; and (ii) the transfer of certain Cloud-related marketing headcount activities from the Corporate Investment segment to the Enterprise Group segment. HPE reflected these changes to its segment information retrospectively to the earliest period presented, which resulted in: (i) the consolidation of net revenue from the Industry Standard Servers and Business Critical Systems business units into the Servers business unit within the Enterprise Group segment; and (ii) the transfer of operating expenses from the Corporate Investment segment to the Enterprise Group segment. These changes had no impact on HPE's previously reported consolidated and combined net revenue, earnings from operations, net earnings or net earnings per share.
   
(b) "NM" represents not meaningful.
   
 
HEWLETT PACKARD ENTERPRISE COMPANY AND SUBSIDIARIES
CALCULATION OF DILUTED NET EARNINGS PER SHARE
(Unaudited)
(In millions, except per share amounts)
             
    Three months ended
    July 31,
2016
  April 30,
2016
  July 31,
2015
             
Numerator:            
  GAAP net earnings   $ 2,272   $ 320   $ 224
  Non-GAAP net earnings   $ 840   $ 731   $ 871
                   
Denominator: (a)                  
  Weighted-average shares used to compute basic net earnings per share (b)     1,681     1,725     1,804
  Dilutive effect of employee stock plans (c)(d)     34     26     30
    Weighted-average shares used to compute diluted net earnings per share     1,715     1,751     1,834
                   
GAAP diluted net earnings per share   $ 1.32   $ 0.18   $ 0.13
Non-GAAP diluted net earnings per share   $ 0.49   $ 0.42   $ 0.47
                   
(a) On November 1, 2015, HP Inc. (formerly Hewlett-Packard Company) distributed a total of 1.8 billion shares of Hewlett Packard Enterprise common stock to HP Inc. stockholders as of the record date. For comparative purposes, the same number of shares used to compute diluted net earnings per share for the three months ended October 31, 2015 is used for the calculation of basic and diluted net EPS for all periods in fiscal 2015.
   
(b) For all periods in fiscal 2015, the number of shares outstanding is the number of Hewlett-Packard Company shares outstanding at October 31, 2015.
   
(c) Includes any dilutive effect of restricted stock awards, stock options and performance-based awards.
   
(d) For all periods in fiscal 2015, the Company calculates the weighted-average dilutive effect of employee stock plans after conversion, by multiplying the fiscal 2015 dilutive Hewlett-Packard Company stock-based awards attributable to Hewlett Packard Enterprise employees by the price conversion ratio used to convert those awards to equivalent units of Hewlett Packard Enterprise awards on the separation date. The price conversion ratio was calculated using the closing price of Hewlett-Packard Company common shares on October 31, 2015 divided by the opening price of Hewlett Packard Enterprise common shares on November 2, 2015.
   
 
HEWLETT PACKARD ENTERPRISE COMPANY AND SUBSIDIARIES
CALCULATION OF DILUTED NET EARNINGS PER SHARE
(Unaudited)
(In millions, except per share amounts)
         
    Nine months ended July 31,
    2016   2015
         
Numerator:        
  GAAP net earnings   $ 2,859   $ 1,076
  Non-GAAP net earnings   $ 2,302   $ 2,535
         
Denominator: (a)        
  Weighted-average shares used to compute basic net earnings per share (b)   1,722   1,804
  Dilutive effect of employee stock plans (c)(d)   26   30
    Weighted-average shares used to compute diluted net earnings per share   1,748   1,834
         
GAAP diluted net earnings per share   $ 1.64   $ 0.59
Non-GAAP diluted net earnings per share   $ 1.32   $ 1.38
         
(a) On November 1, 2015, HP Inc. (formerly Hewlett-Packard Company) distributed a total of 1.8 billion shares of Hewlett Packard Enterprise common stock to HP Inc. stockholders as of the record date. For comparative purposes, the same number of shares used to compute diluted net earnings per share for the three months ended October 31, 2015 is used for the calculation of basic and diluted net EPS for all periods in fiscal 2015.
   
(b) For all periods in fiscal 2015, the number of shares outstanding is the number of Hewlett-Packard Company shares outstanding at October 31, 2015.
   
(c) Includes any dilutive effect of restricted stock awards, stock options and performance-based awards.
   
(d) For all periods in fiscal 2015, the Company calculates the weighted-average dilutive effect of employee stock plans after conversion, by multiplying the fiscal 2015 dilutive Hewlett-Packard Company stock-based awards attributable to Hewlett Packard Enterprise employees by the price conversion ratio used to convert those awards to equivalent units of Hewlett Packard Enterprise awards on the separation date. The price conversion ratio was calculated using the closing price of Hewlett-Packard Company common shares on October 31, 2015 divided by the opening price of Hewlett Packard Enterprise common shares on November 2, 2015.
   

Use of non-GAAP financial measures
To supplement Hewlett Packard Enterprise's condensed consolidated and combined financial statement information presented on a GAAP basis, Hewlett Packard Enterprise provides revenue on a constant currency basis, revenue adjusted for divestitures and currency, non-GAAP operating expenses, non-GAAP operating profit, non-GAAP operating margin, non-GAAP income tax rate, non-GAAP net earnings, non-GAAP diluted net earnings per share, gross cash, free cash flow, net capital expenditures, net debt, net cash, operating company net debt and operating company net cash financial measures. Hewlett Packard Enterprise also provides forecasts of non-GAAP diluted net earnings per share and free cash flow.

These non-GAAP financial measures are not computed in accordance with, or as an alternative to, generally accepted accounting principles in the United States. The GAAP measure most directly comparable to revenue on a constant currency basis is revenue. The GAAP measure most directly comparable to revenue adjusted for divestitures and currency is revenue. The GAAP measure most directly comparable to non-GAAP operating expense is total costs and expenses. The GAAP measure most directly comparable to non-GAAP operating profit is earnings from operations. The GAAP measure most directly comparable to non-GAAP operating margin is operating margin. The GAAP measure most directly comparable to non-GAAP income tax rate is income tax rate. The GAAP measure most directly comparable to non-GAAP net earnings is net earnings. The GAAP measure most directly comparable to non-GAAP diluted net earnings per share is diluted net earnings per share. The GAAP measure most directly comparable to gross cash is cash and cash equivalents. The GAAP measure most directly comparable to free cash flow is cash flow from operations. The GAAP measure most directly comparable to net capital expenditures is investment in property, plant and equipment. The GAAP measure most directly comparable to net debt and operating company net debt is total company debt. The GAAP measure most directly comparable to each of net cash and operating company net cash is cash and cash equivalents. Reconciliations of each of these non-GAAP financial measures to GAAP information are included in the tables above or elsewhere in the materials accompanying this news release.

Use and economic substance of non-GAAP financial measures used by Hewlett Packard Enterprise
Revenue on a constant currency basis assumes no change in the foreign exchange rate from the prior-year period. Revenue adjusted for divestitures and currency excludes revenue resulting from businesses divestitures in fiscal 2016, 2015 and 2014 and also assumes no change in the foreign exchange rate from the prior-year period. Non-GAAP operating expenses, non-GAAP operating profit and non-GAAP operating margin are defined to exclude the effects of a gain on the H3C divestiture and any charges relating to the amortization of intangible assets, restructuring charges, charges relating to the separation transaction, acquisition and other related charges, adjustments to loss in equity interests, impairment of data center assets and defined benefit plan settlement charges. Non-GAAP net earnings and non-GAAP diluted net earnings per share consist of net earnings or diluted net earnings per share excluding those same charges and valuation allowances and separation taxes, and tax indemnification adjustments. In addition, non-GAAP net earnings and non-GAAP diluted net earnings per share are adjusted by the amount of additional taxes or tax benefits associated with each non-GAAP item. Hewlett Packard Enterprise's management uses these non-GAAP financial measures for purposes of evaluating Hewlett Packard Enterprise's historical and prospective financial performance, as well as Hewlett Packard Enterprise's performance relative to its competitors. Hewlett Packard Enterprise's management also uses these non-GAAP measures to further its own understanding of Hewlett Packard Enterprise's segment operating performance. Hewlett Packard Enterprise believes that excluding the items mentioned above from these non-GAAP financial measures allows Hewlett Packard Enterprise's management to better understand Hewlett Packard Enterprise's consolidated financial performance in relation to the operating results of Hewlett Packard Enterprise's segments, as Hewlett Packard Enterprise's management does not believe that the excluded items are reflective of ongoing operating results. More specifically, Hewlett Packard Enterprise's management excludes each of those items mentioned above for the following reasons:

  • Hewlett Packard Enterprise recorded a gain of $2.2B on the sale of its assets and liabilities identified as part of the H3C transaction during the third quarter of fiscal 2016. Hewlett Packard Enterprise excludes this gain for purposes of calculating these non-GAAP measures because it believes that this one-time gain does not reflect the Company's ongoing operational performance, thereby facilitating a more meaningful evaluation of Hewlett Packard Enterprise's current operating performance and comparisons to Hewlett Packard Enterprise's operating performance in other periods

  • Hewlett Packard Enterprise incurs charges relating to the amortization of intangible assets. Those charges are included in Hewlett Packard Enterprise's GAAP earnings from operations, operating margin, net earnings and diluted net earnings per share. Such charges are significantly impacted by the timing and magnitude of Hewlett Packard Enterprise's acquisitions and any related impairment charges. Consequently, Hewlett Packard Enterprise excludes these charges for purposes of calculating these non-GAAP measures to facilitate a more meaningful evaluation of Hewlett Packard Enterprise's current operating performance and comparisons to Hewlett Packard Enterprise's operating performance in other periods.

  • Restructuring charges are costs associated with a formal restructuring plan and are primarily related to (i) employee termination costs and benefits (ii) costs to vacate duplicative facilities and (iii) an accelerated employee stock compensation program. Hewlett Packard Enterprise excludes these restructuring costs (and any reversals of charges recorded in prior periods) for purposes of calculating these non-GAAP measures because it believes that these historical costs do not reflect expected future operating expenses and do not contribute to a meaningful evaluation of Hewlett Packard Enterprise's current operating performance or comparisons to Hewlett Packard Enterprise's operating performance in other periods.

  • Separation costs are expenses associated with HPI's (formerly known as "Hewlett-Packard Company" or "HP Co.") separation into two independent publicly-traded companies and the recently announced spin-off and merger of the Enterprise Services business. The charges are primarily related to third-party consulting, contractor fees, early debt settlement costs, marketing and branding related expenses, and other incremental costs incurred to complete the transactions. Hewlett Packard Enterprise excludes these separation costs for purposes of calculating these non-GAAP measures to facilitate a more meaningful evaluation of Hewlett Packard Enterprise's current operating performance and comparisons to Hewlett Packard Enterprise's operating performance in other periods.

  • Hewlett Packard Enterprise incurs cost related to its acquisitions and divestitures, most of which are treated as non-cash or non-capitalized expenses. The charges are direct expenses such as professional fees and retention costs, as well as non-cash adjustments to the fair value of certain acquired assets such as inventory. Because non-cash or non-capitalized acquisition-related expenses are inconsistent in amount and frequency and are significantly impacted by the timing and nature of Hewlett Packard Enterprise's acquisitions and divestitures, Hewlett Packard Enterprise believes that eliminating such expenses for purposes of calculating these non-GAAP measures facilitates a more meaningful evaluation of Hewlett Packard Enterprise's current operating performance and comparisons to Hewlett Packard Enterprise's past operating performance.

  • Adjustments to loss from equity interests included purchase accounting adjustments and the amortization of the estimated basis difference in relation to the H3C divestiture that was completed during the third quarter of fiscal 2016. Hewlett Packard Enterprise believes that eliminating these amounts for purposes of calculating non-GAAP operating profit facilitates a more meaningful evaluation of Hewlett Packard Enterprise's current operating performance and comparisons to Hewlett Packard Enterprise's operating performance in other periods.

  • Hewlett Packard Enterprise incurs impairment charges related to its exit from certain data centers. Such charges are inconsistent in amount and frequency. Hewlett Packard Enterprise believes that eliminating these amounts for purposes of calculating non-GAAP operating profit facilitates a more meaningful evaluation of Hewlett Packard Enterprise's current operating performance and comparisons to Hewlett Packard Enterprise's operating performance in other periods.

  • Hewlett Packard Enterprise incurs defined benefit plan settlement charges relating to U.S. HP pension plan. The charges are associated with the net settlement and remeasurement resulting from voluntary lump sum payments offered to certain terminated vested participants. Hewlett Packard Enterprise excludes these charges for the purpose of calculating these non-GAAP measures to facilitate a more meaningful evaluation of Hewlett Packard Enterprise's current operating performance and comparisons to Hewlett Packard Enterprise's operating performance in other periods.

  • Tax indemnification adjustments are related to changes in the indemnification positions between Hewlett Packard Enterprise and HPI that are recorded by the Company as pre-tax income or expense and not considered tax expense. Hewlett Packard Enterprise excludes these charges for the purpose of calculating these non-GAAP measures to facilitate a more meaningful evaluation of Hewlett Packard Enterprise's current operating performance and comparisons to Hewlett Packard Enterprise's operating performance in other periods.

  • As a result of the separation, Hewlett Packard Enterprise recorded net tax benefits comprising the reversal of a previously recorded valuation allowance, the write off of certain deferred taxes that will no longer provide any future benefits to the Company and the effect of a separation related tax deduction. Hewlett Packard Enterprise believes that eliminating these amounts for purposes of calculating non-GAAP net earnings facilitates a more meaningful comparison of Hewlett Packard Enterprise's net earnings to other periods.

Material limitations associated with use of non-GAAP financial measures
These non-GAAP financial measures have limitations as analytical tools, and these measures should not be considered in isolation or as a substitute for analysis of Hewlett Packard Enterprise's results as reported under GAAP. Some of the limitations in relying on these non-GAAP financial measures are:

  • Items such as amortization of intangible assets, though not directly affecting Hewlett Packard Enterprise's cash position, represent the loss in value of intangible assets over time. The expense associated with this loss in value is not included in non-GAAP operating expenses, non-GAAP operating profit, non-GAAP operating margin, non-GAAP net earnings or non-GAAP diluted net earnings per share, and therefore does not reflect the full economic effect of the loss in value of those intangible assets.

  • Items such as restructuring charges and separation costs that are excluded from non-GAAP operating expenses, non-GAAP operating profit, non-GAAP operating margin, non-GAAP net earnings and non-GAAP diluted net earnings per share can have a material impact on the equivalent GAAP earnings measure and cash flows.

  • Hewlett Packard Enterprise may not be able to immediately liquidate the short-term and long-term investments included in gross cash, which may limit the usefulness of gross cash as a liquidity measure.

  • Other companies may calculate revenue on a constant currency basis, non-GAAP operating profit, non-GAAP operating margin, non-GAAP net earnings and non-GAAP diluted net earnings per share differently than Hewlett Packard Enterprise does, limiting the usefulness of those measures for comparative purposes.

Compensation for limitations associated with use of non-GAAP financial measures
Hewlett Packard Enterprise compensates for the limitations on its use of non-GAAP financial measures by relying primarily on its GAAP results and using non-GAAP financial measures only as supplement. Hewlett Packard Enterprise also provides a reconciliation of each non-GAAP financial measure to its most directly comparable GAAP measure within this news release and in other written materials that include these non-GAAP financial measures, and Hewlett Packard Enterprise encourages investors to review carefully those reconciliations.

Usefulness of non-GAAP financial measures to investors
Hewlett Packard Enterprise believes that providing revenue on a constant currency basis, revenue adjusted for divestitures and currency, non-GAAP operating expenses, non-GAAP operating profit, non-GAAP operating margin, non-GAAP income tax rate, non-GAAP net earnings, non-GAAP diluted net earnings per share, gross cash, free cash flow, net capital expenditures, net debt, net cash, operating company net debt and operating company net cash financial measures to investors in addition to the related GAAP measures provides investors with greater transparency to the information used by Hewlett Packard Enterprise's management in its financial and operational decision making and allows investors to see Hewlett Packard Enterprise's results "through the eyes" of management. Hewlett Packard Enterprise further believes that providing this information better enables Hewlett Packard Enterprise's investors to understand Hewlett Packard Enterprise's operating performance and to evaluate the efficacy of the methodology and information used by Hewlett Packard Enterprise's management to evaluate and measure such performance. Disclosure of these non-GAAP financial measures also facilitates comparisons of Hewlett Packard Enterprise's operating performance with the performance of other companies in Hewlett Packard Enterprise's industry that supplement their GAAP results with non-GAAP financial measures that may be calculated in a similar manner.

Use of adjusted non-GAAP financial measures
Hewlett Packard Enterprise included adjusted non-GAAP financial measures for fiscal 2015, such as adjusted non-GAAP diluted net earnings per share, adjusted cash flow from operations and adjusted free cash flow, in this news release and the materials that accompany it because management believes they help to facilitate comparisons of the Company's operating results between the periods presented. The unaudited adjusted non-GAAP diluted net earnings per share and cash flow metrics are used to provide a better assessment of the run-rate of its continuing operations. The adjusted amounts do not necessarily reflect what the fiscal 2015 non-GAAP diluted net EPS and cash flow metrics of Hewlett Packard Enterprise would have been had the separation occurred on November 1, 2014. They also may not be useful in predicting the future financial condition and results of operations of the separate companies. The actual results of operations as reported in the Company's Annual Report on Form 10-K and other filings with the Securities and Exchange Commission differ from the adjusted amounts reflected herein due to a variety of factors.

© 2016 Hewlett Packard Enterprise, L.P. The information contained herein is subject to change without notice. Hewlett Packard Enterprise shall not be liable for technical or editorial errors or omissions contained herein.

HPE Accelerates Strategy With Spin-Off and Merger of Non-Core Software Assets With Micro Focus

HPE to Retain Key Software Assets to Deliver on the Promise of Hybrid IT

PALO ALTO, CA--(Marketwired - Sep 7, 2016) - Hewlett Packard Enterprise (NYSE: HPE)

  • Transaction valued at approximately $8.8 billion, including 50.1% ownership of the new combined company by HPE shareholders and a $2.5 billion cash payment to HPE
  • Combination creates one of the world's largest pure-play enterprise software companies
  • Accelerates HPE's strategy to unlock faster-growing, higher-margin and stronger free cash flow company
  • HPE to discuss transaction during Q3 earnings call at 5:00 p.m. ET today.

Hewlett Packard Enterprise (NYSE: HPE) today announced plans for a spin-off and merger of its non-core software assets with Micro Focus (LSE: MCRO) in a transaction valued at approximately $8.8 billion.

The combination of these software assets -- which includes HPE's Application Delivery Management, Big Data, Enterprise Security, Information Management & Governance and IT Operations Management businesses -- and Micro Focus' highly complementary portfolio will create one of the world's largest pure-play software companies. The new company will have the global footprint, agility and financial strength to drive software innovation across a comprehensive array of products. At the same time, the move enables a standalone HPE to realize its vision of being the industry's leading provider of hybrid IT, built on the secure, next-generation, software-defined infrastructure that will run customers' data centers today, bridge them to multi-cloud environments tomorrow, and enable the emerging intelligent edge that will power campus, branch and IoT applications for decades to come.

"With today's announcement, we are taking another important step in achieving the vision of creating a faster-growing, higher-margin, stronger cash flow company well positioned for our customers and for the future," said Meg Whitman, President and Chief Executive Officer of HPE.

Partnership with SUSE
In addition, HPE and Micro Focus announced plans for a commercial partnership that will name SUSE as HPE's preferred Linux partner and will bring together HPE's Helion OpenStack and Stackato solutions with SUSE's OpenStack expertise to provide best-in-class enterprise-grade hybrid cloud offerings for HPE customers.

Positioning HPE for the Future
With approximately $28 billion in annual revenue, the future HPE will have significant scale, a diversified, world-class portfolio and a global footprint to meet the evolving needs of its customers and partners.

The company will be an industry leader in delivering secure hybrid IT solutions, leveraging its world-class portfolio of software-defined servers, storage, networking and converged infrastructure. HPE's newly created Software-Defined and Cloud business will build upon key software assets like HPE OneView and the Helion Cloud platform to deliver software-defined Hybrid IT solutions like Synergy -- HPE's composable infrastructure offering that enables customers to operate their workloads with unprecedented speed and agility.

HPE will also redefine IT at the edge with leading campus, mobility and IoT offerings. The company's "edge" solutions enable customers to quickly and securely gain insights from the growing amount of data processed outside of the data center. And through Aruba, HPE delivers the industry's leading platform to enable an innovative user and workforce experience anywhere.

Wrapped around this portfolio is HPE's world-class Technology Services capability that helps customers transform their IT environment and take advantage of opportunities in emerging areas like campus, branch and industrial IoT programs. Technology Services comprises about 22,000 service professionals and will represent approximately 25 percent of the company's revenue after the spin-off of its Enterprise Services business and non-core software assets.

"Services and Software remain key enablers of HPE's go-forward strategy," continued Whitman. "HPE will double down on the software capabilities that power and differentiate our infrastructure solutions and are critical in a cloud environment."

Creates Global Software Leader
The combination of HPE's software assets with Micro Focus is expected to create a business with annual revenues of approximately $4.5 billion. The combined company will have strong recurring revenue streams, global reach and be well diversified across product lines -- spanning IT operations, security, information management, big data analytics, cloud, open source and development. In addition, the company will have a strong go-to-market capability with nearly 4,000 salespeople worldwide, and deep R&D resources to deliver best-in-class solutions to customers and partners.

Micro Focus' proven track record of managing both growing and mature software assets will ensure higher levels of investment in growth areas like big data analytics and security, while maintaining a stable platform for mission-critical software products that customers rely on. With this approach, each product line will have a clear and important role in overall company performance, and employees will have a high level of clarity on the strategy for their organization.

"We believe that the software assets that will be a part of this combination will bring better value to both our customers and shareholders as part of a more focused software company committed to growing these businesses on a stand-alone basis," added Whitman.

Micro Focus expects to improve the margin on HPE's software assets by approximately 20 percentage points by the end of the third full financial year following the closing of the transaction, while also investing in key growth areas like big data and security. As owners of 50.1 percent of the combined company, HPE shareholders will share in the value of these operational improvements, as well as future growth of earnings.

The combined company will be led by Kevin Loosemore, Executive Chairman of Micro Focus, and Mike Phillips will serve as Chief Financial Officer.

"The time is right for consolidation in the infrastructure software market and this proposed merger will create one of the leading players in this space," said Loosemore. "The combined organization will benefit from strong positions in a number of key segments, further enhancing our customers' ability to leverage both prior and new IT investments to exploit the latest industry innovations such as mobility, cloud, the Internet of Things, Big Data and Analytics. The transaction reinforces Micro Focus' established acquisition strategy and our focus on long term customer value through the disciplined and efficient management of mature infrastructure software products."

Transaction Valued at $8.8 Billion
At the completion of the transaction, currently expected to occur by the second half of HPE's fiscal year 2017, HPE shareholders will own American Depositary Shares ("ADSs") representing 50.1% of the equity of the new combined company (which will continue under the name Micro Focus) on a fully diluted basis. This equity stake in Micro Focus is valued at approximately $6.3 billion based on the closing price of Micro Focus shares as of market close on September 5, 2016. HPE will also receive a $2.5 billion cash payment prior to the completion of the merger, resulting in total consideration to HPE and its shareholders of approximately $8.8 billion. The transaction is expected to be tax-free to HPE.

An HPE senior executive will serve on the board of directors of the combined company. In addition, HPE will nominate 50% of the independent directors to the combined company's board.

To recognize the $8.8 billion of value and unlock a more attractive financial profile for HPE going forward, HPE expects to incur one-time after-tax separation costs of approximately $700 million, with the vast majority occurring in fiscal year 2017. The transaction is subject to customary closing conditions, including the receipt of required regulatory approvals and the approval of the transaction by Micro Focus' shareholders.

Investment Community Conference Call
HPE will host its regularly scheduled conference call to discuss its fiscal third quarter financial results today at 5:00 p.m. ET. For webcast details, go to www.HPE.com.

About HPE
HPE is an industry-leading technology company that enables customers to go further, faster. With the industry's most comprehensive portfolio, spanning the cloud to the data center to workplace applications, our technology and services help customers around the world make IT more efficient, more productive and more secure.

About Micro Focus
Micro Focus is a global enterprise software company helping customers innovate faster with lower risk. The company's software helps customers build, operate and secure IT systems that bring together existing business logic and applications with emerging technologies to meet increasingly complex business demands.

Forward Looking Statements
Information set forth in this communication, oral statements made by representatives of Hewlett Packard Enterprise or Micro Focus regarding the Transaction, and other information published by Hewlett Packard Enterprise and Micro Focus, including statements as to Hewlett Packard Enterprise's and Micro Focus' outlook and financial estimates and statements as to the expected timing, completion and effects of the proposed merger between a wholly-owned subsidiary of Micro Focus and HPE's non-core software assets, which will immediately follow the proposed spin-off of HPE's non-core software assets from Hewlett Packard Enterprise (collectively, the "Transaction"), constitute or may be deemed to constitute forward-looking statements (including within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995). These estimates and statements are prospective in nature and are subject to risks and uncertainties that could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements.

These statements are based on various assumptions and the current expectations of the management of Hewlett Packard Enterprise and Micro Focus, and may not be accurate because of risks and uncertainties surrounding these assumptions and expectations. Such forward-looking statements should therefore be construed in light of such factors. Neither Hewlett Packard Enterprise nor Micro Focus, nor any of their respective associates or directors, officers or advisers, provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in this communication will actually occur or that if any of the events occur, that the effect on the operations or financial condition of Hewlett Packard Enterprise or Micro Focus will be as expressed or implied in such forward-looking statements. Forward-looking statements included herein are made as of the date hereof, and, other than in accordance with their legal or regulatory obligations (including under the UK Listing Rules, EU Market Abuse Regulation, the UK Disclosure and Transparency Rules and federal securities laws, as relevant), Hewlett Packard Enterprise and Micro Focus undertake no obligation, and Hewlett Packard Enterprise and Micro Focus expressly disclaim any intention or obligation, to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. You are cautioned not to place undue reliance on these forward-looking statements.

Some forward-looking statements discuss Hewlett Packard Enterprise's or Micro Focus' plans, strategies and intentions. They use words such as "expects," "may," "will," "believes," "should," "would," "could," "approximately," "anticipates," "estimates," "targets," "intends," "likely," "projects," "positioned," "strategy," "future" and "plans." In addition, these words may use the positive or negative or other variations of those terms. Forward-looking statements in this communication include, but are not limited to, statements regarding the expected effects on Hewlett Packard Enterprise, HPE's non-core software assets and Micro Focus of the proposed Transaction, the anticipated timing and benefits of the Transaction, including future financial and operating results, the tax consequences of the Transaction to Hewlett Packard Enterprise or its stockholders for U.S. federal income tax purposes, and the combined company's plans, objectives, expectations and intentions. Forward-looking statements also include all other statements in this communication that are not historical facts.

Important factors that could cause actual results to differ materially from those in the forward-looking statement include, but are not limited to: the satisfaction of the conditions to the Transaction and other risks related to the completion of the Transaction and actions related thereto; Hewlett Packard Enterprise's and Micro Focus' ability to complete the Transaction on the anticipated terms and schedule, including the ability to obtain shareholder and regulatory approvals and the anticipated tax treatment of the Transaction and related transactions; risks relating to any unforeseen changes to or effects on liabilities, future capital expenditures, revenues, expenses, earnings, synergies, indebtedness, financial condition, losses and future prospects; Micro Focus' ability to integrate HPE's non-core software assets successfully after the closing of the Transaction and to achieve anticipated synergies; the risk that disruptions from the Transaction will harm Hewlett Packard Enterprise's or Micro Focus' businesses; and the effect of economic, competitive, legal, governmental and technological factors and other factors described under "Risk Factors" in Hewlett Packard Enterprise's Annual Report on Form 10-K for the fiscal year ended October 31, 2015 and subsequent Quarterly Reports on Form 10-Q. For a discussion of important factors which could cause actual results to differ from forward looking statements relating to Micro Focus and the Micro Focus Group, please refer to Micro Focus' Annual Report and Accounts 2016. However, it is not possible to predict or identify all such factors. Consequently, while the list of factors presented here is considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties.

Additional Information and Where to Find It
This communication is not for release, publication or distribution, in whole or in part, in, into or from any jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction. This communication is not intended to and does not constitute, or form part of, an offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to the Transaction or otherwise, nor shall there be any sale, issuance or transfer of securities of Micro Focus or HPE's non-core software assets in any jurisdiction in contravention of applicable law. Micro Focus will publish a circular and prospectus in connection with the Transaction and any decision in respect of, or other response to, the Transaction should be made on the basis of the information contained in such documents. This communication does not constitute a prospectus or prospectus equivalent document.

No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. In connection with the proposed Transaction, Micro Focus will file with the Securities and Exchange Commission ("SEC") a registration statement on Form S-4 or F-4, which will include a prospectus. In addition, HPE's non-core software assets expects to file a registration statement in connection with its separation from Hewlett Packard Enterprise.

INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE CIRCULAR, REGISTRATION STATEMENTS/PROSPECTUSES AND ANY OTHER RELEVANT DOCUMENTS, WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT MICRO FOCUS, HPE's non-core software assets AND THE TRANSACTION. Investors and security holders will be able to obtain the registration statements (when available) and other documents filed with the SEC free of charge from the SEC's website, www.sec.gov. These documents (when available) can also be obtained free of charge from Hewlett Packard Enterprise by directing a written request to Hewlett Packard Enterprise at Hewlett Packard Enterprise Company, 3000 Hanover Street, Palo Alto, California 94304, Attention: Investor Relations, or by calling (650) 857-2246.

Overseas Jurisdictions
The release, publication or distribution of this communication in jurisdictions other than the United States or the United Kingdom, and the ability of shareholders located outside of these jurisdictions to participate in the Transaction, may be restricted by law and therefore any persons who are subject to the laws of any other jurisdiction should inform themselves about, and observe any applicable legal or regulatory requirements.

Hewlett Packard Enterprise to Present Live Audio Webcast of Third Quarter Earnings Conference Call

PALO ALTO, CA, August 9, 2016 – Hewlett Packard Enterprise (NYSE: HPE) will conduct a live audio webcast of its conference call to review its financial results for the third fiscal quarter ended July 31, 2016.

The call is scheduled for Wednesday, September 7 at 5 p.m. ET / 2 p.m. PT, and the webcast will be available at www.hpe.com/investor/2016Q3Webcast.

A replay of the audio webcast will be available at the same website shortly after the call and will remain available for approximately one year.

About Hewlett Packard Enterprise

Hewlett Packard Enterprise is an industry leading technology company that enables customers to go further, faster. With the industry’s most comprehensive portfolio, spanning the cloud to the data center to workplace applications, our technology and services help customers around the world make IT more efficient, more productive and more secure.

Contact Information

Editorial contact
Kate Holderness
HPE

corpmediarelations@hpe.com

Governance

HPE is committed to maintaining the highest standards of business conduct and corporate governance, which we believe are essential to running our business efficiently, serving our stockholders well and maintaining HPE's integrity in the marketplace.

Dan Ammann

Director since 2015

Corporate governance biography

Dan Ammann

Director since 2015

Member of: Finance and Investment

Mr. Ammann has served as the President of General Motors Company, an automotive company, since January 2014. From April 2011 to January 2014, Mr. Ammann served as Chief Financial Officer and Executive President of GM. Mr. Ammann joined GM in May 2010 as Vice President of Finance and Treasurer, a role he served in until April 2011. Mr. Ammann is also a director of Lyft. Mr. Ammann brings to our board of directors a robust understanding of consumer, manufacturing and financial industries as well as executive experience helping lead an international, multibillion dollar company through a financial transformation including an initial public offering.

Marc L. Andreessen

Director since 2015

Corporate governance biography

Marc L. Andreessen

Director since 2015

Member of: Finance and Investment, Technology

Mr. Andreessen is a co-founder of AH Capital Management, LLC, doing business as Andreessen Horowitz, a venture capital firm founded in July 2009. From 1999 to 2007, Mr. Andreessen served as Chairman of Opsware, Inc., a software company that he co-founded. During a portion of 1999, Mr. Andreessen served as Chief Technology Officer of America Online, Inc., a software company. Mr. Andreessen co-founded Netscape Communications Corporation, a software company, and served in various positions, including Chief Technology 104 Officer and Executive Vice President of Products, from 1994 to 1999. Mr. Andreessen is a director of Facebook, Inc. and several private companies, and was formerly a director of eBay Inc. Mr. Andreessen brings to our board of directors extensive experience as an Internet entrepreneur. Mr. Andreessen is also a recognized expert and visionary in the IT industry. In addition, he has extensive leadership, consumer industry, and technical expertise through his positions at Netscape, America Online and Opsware. His experience serving on the boards of both public and private technology companies provides him with valuable insight and experience.

Mike Angelakis

Director since 2015

Corporate governance biography

Mike Angelakis

Director since 2015

Member of: Audit, Finance and Investment (Chairperson)

Mr. Angelakis has served as Chairman and Chief Executive Officer of Atairos Management, an investment firm, since January 2016. Additionally, he served from November 2011 to July 2015 as Vice Chairman of Comcast and from March 2007 to July 2015 as Chief Financial Officer of Comcast. From 1999 to 2007, Mr. Angelakis was a Managing Director at Providence Equity Partners, LLC, a media and communications investment firm. Mr. Angelakis brings to our board of directors decades of investment, financial and managerial experience in the media and telecommunications industries, giving him an extensive understanding of the financial, operational and technological concerns important to a complex global operation operating in a dynamic industry.

Les Brun

Director since 2015

Corporate governance biography

Les Brun

Director since 2015

Member of: Audit, HR and Compensation (Chairperson)

Mr. Brun has served as the Chairman and Chief Executive Officer of Sarr Group, LLC, an investment holding company, since March 2006. From August 2011 to December 2013, Mr. Brun was managing director and head of investor relations for CCMP Capital Advisors, LLC, a private equity firm. Previously, from January 1991 to May 2005, Mr. Brun served as founder, Chairman and Chief Executive officer for Hamilton Lane Advisors, a private markets investment firm, and from April 1988 to September 1990 as co-founder and managing director of investment banking at Fidelity Bank in Philadelphia. Mr. Brun currently serves as Chairman of the board at CDK Global, Inc., a technology solutions company, Broadridge Financial Solutions, a financial industry servicing company, and Automatic Data Processing, Inc., a business outsourcing services company. Mr. Brun also serves on the board of Merck & Co., Inc., a pharmaceuticals company. Mr. Brun brings to the board robust business experience from a long career navigating capital markets and advisory experience from his service as a chairman and director on various public company boards, enabling him to provide the board with valuable financial, management, investor relations, and operational advice and expertise.

Pam Carter

Director since 2015

Corporate governance biography

Pam Carter

Director since 2015

Member of: Audit, HR and Compensation

Ms. Carter served as the Vice President of Cummins Inc., a machinery design and manufacturing company, and as President of the Cummins Distribution business unit from 2008 until May 2015. In 18 years at Cummins, Ms. Carter held executive positions in both their Filtration and Distribution business units after joining the company in 1997 as Vice President, General Counsel and Corporate Secretary. Ms. Carter serves as a director of Spectra Energy Corp., a natural gas company, and CSX Corp., a rail-based freight transportation company.

Ms. Carter brings to our board of directors strategic and operational expertise from her hands-on experience leading and growing a complex design and manufacturing business. Her variety of experienced roles in both legal and business leadership brings to our board the valuable perspective of regulatory and policy knowledge coupled with clear understanding of business strategy.

Klaus Kleinfeld

Director since 2015

Corporate governance biography

Klaus Kleinfeld

Director since 2015

Member of: HR and Compensation, Nominating, Governance and Social Responsibility

Klaus Kleinfeld has served since April 2010 as chairman and chief executive officer of Alcoa Inc., a global leader in lightweight metals technology, engineering and manufacturing for industries including automotive, aerospace, defense and commercial transportation. He also served as president and chief executive officer at Alcoa from 2008 to April 2010 and president and chief operating officer from 2007 through 2008. Before Alcoa, Kleinfeld served for 20 years at Siemens AG from 1987 to 2007, including as chief executive officer and president, a member of the managing board and executive vice president and chief operating officer of Siemens AG’s principal U.S. subsidiary, Siemens Corp. In addition to serving as a director of Alcoa, Kleinfeld serves as a director of Morgan Stanley and as a member of the supervisory board of Bayer AG.

Raymond J. Lane

Director since 2015

Corporate governance biography

Raymond J. Lane

Director since 2015

Member of: Fianance and Investment, Technology

Mr. Lane served as executive Chairman of HP Co. from September 2011 to April 2013 and as nonexecutive Chairman of HP Co. from November 2010 to September 2011. Since April 2013, Mr. Lane has served as Partner Emeritus of Kleiner Perkins Caufield & Byers, a private equity firm, after having previously served as one of its Managing Partners from 2000 to 2013. Prior to joining Kleiner Perkins, Mr. Lane was President and Chief Operating Officer and a director of Oracle Corporation, a software company. Before joining Oracle in 1992, Mr. Lane was a senior partner of Booz Allen Hamilton, a consulting company. Prior to Booz Allen Hamilton, Mr. Lane served as a division vice president with Electronic Data Systems Corporation, an IT services company that HP Co. acquired in August 2008. He was with IBM Corporation from 1970 to 1977. Mr. Lane served as Chairman of the Board of Trustees of Carnegie Mellon University from July 2009 to July 2015. He also serves as Vice Chairman of Special Olympics International. Mr. Lane is also a director of several private companies and is a former director of Quest Software, Inc. Mr. Lane brings to our board of directors significant experience as an early stage venture capital investor, principally in the information technology industry, through his position as Partner Emeritus of Kleiner Perkins. In addition, having served as President and Chief Operating Officer of Oracle, Mr. Lane has experience in worldwide operations, management and the development of corporate strategy. He has also gained valuable experience serving in board leadership roles for many public and private companies.

Ann M. Livermore

Director since 2015

Corporate governance biography

Ann M. Livermore

Director since 2015

Member of: Finance and Investment

Ms. Livermore served as Executive Vice President of the former HP Enterprise Business from 2004 until June 2011, and served as an Executive Advisor to HP Co.’s Chief Executive Officer through October 2015. Prior to that, Ms. Livermore served in various other positions with HP Co. in marketing, sales, research and development, and business management since joining the company in 1982. Ms. Livermore is also a director of United Parcel Service, Inc. Ms. Livermore brings to our board of directors extensive experience in senior leadership positions at HP Co. In addition, through her nearly thirty years at HP Co., Ms. Livermore has vast knowledge and experience in the areas of technology, marketing, sales, research and development and business management, as well as extensive knowledge of enterprise customers and their IT needs. Ms. Livermore also brings public company governance experience from her service on another public company board.

Raymond E. Ozzie

Director since 2015

Corporate governance biography

Raymond E. Ozzie

Director since 2015

Member of: Finance and Investment, Technology (Chairperson)

Mr. Ozzie has served as Chief Executive Officer of Talko Inc., a mobile communications applications and services company, since founding the company in December 2011. Previously, Mr. Ozzie served as Chief Software Architect of Microsoft Corporation from 2006 until December 2010, after having served as Chief Technical Officer of Microsoft from 2005 to 2006. Mr. Ozzie joined Microsoft in 2005 after Microsoft acquired Groove Networks, Inc., a collaboration software company he founded in 1997. Mr. Ozzie is a recognized software industry executive and entrepreneur who brings to our board of directors significant experience in the software industry. Mr. Ozzie also has extensive leadership and technical expertise through his positions at Microsoft, Groove Networks, and his experience at other public companies earlier in his career.

Gary M. Reiner

Director since 2015

Corporate governance biography

Gary M. Reiner

Director since 2015

Member of: Finance and Investment, Nominating, Governance and Social Responsibility (Chairperson), Technology

Mr. Reiner has served as Operating Partner at General Atlantic, a private equity firm, since November 2011. Previously, Mr. Reiner served as Special Advisor to General Atlantic from September 2010 to November 2011. Prior to that, Mr. Reiner served as Senior Vice President and Chief Information Officer at General Electric Company, a technology, media and financial services company, from 1996 until March 2010. Mr. Reiner previously held other executive positions with GE since joining the company in 1991. Earlier in his career, Mr. Reiner was a partner at Boston Consulting Group, a consulting company, where he focused on strategic and process issues for technology businesses. Mr. Reiner is also a director of Citigroup Inc. and several private companies, and is a former director of Genpact Limited. Mr. Reiner brings to our board of directors deep insight into how IT can help global companies succeed through his many years of experience as Chief Information Officer at GE. From his other positions at GE and his prior experience with Boston Consulting Group, he also brings decades of experience driving corporate strategy, information technology and best practices across complex organizations. In addition, Mr. Reiner brings to our board of directors his experience in private equity investing, with a particular focus on the IT industry.

Patricia F. Russo

Director since 2015

Corporate governance biography

Patricia F. Russo

Director since 2015

Ms. Russo serves as the Chairman of our board of directors. She previously served as Chief Executive Officer of Alcatel-Lucent, a communications company, from 2006 to 2008; and as Chairman of Lucent Technologies Inc., a communications company, from 2003 to 2006 and Chief Executive Officer and President of Lucent from 2002 to 2006. Ms. Russo is also a director of Alcoa Inc., General Motors Company and Merck & Co., Inc. In addition to her other public company directorships, she is a director of KKR Management LLC, the managing partner of KKR & Co., L.P. Ms. Russo previously served as the Lead Independent Director of HP Inc. from 2014 to 2015, and as a director of Schering-Plough Corporation from 1995 until its merger with Merck in 2009. Ms. Russo brings to our board of directors extensive global business experience, a broad understanding of the technology industry, strong management skills and operational expertise through her positions with Alcatel-Lucent and Lucent Technologies. In those positions, she dealt with a wide range of issues including mergers and acquisitions and business restructurings as she led Lucent’s recovery through a severe industry downturn and later a merger with Alcatel. Ms. Russo also brings to our board of directors public company governance experience as a member of boards and board committees of other public companies.

Lip-Bu Tan

Director since 2015

Corporate governance biography

Lip-Bu Tan

Director since 2015

Member of: Nominating, Governance & Social Responsibility, Technology

Mr. Tan has served as the President and Chief Executive Officer of Cadence Design Systems, an electronic design automation company, since 2009. Mr. Tan has also served as Founder and Chairman of Walden International, a venture capital firm, since 1987. Mr. Tan currently serves on the boards of Cadence Design Systems, Ambarella Inc., a video compression and image processing company and Semiconductor Manufacturing International Corp., a semiconductor company. Mr. Tan previously served on the boards of Flextronics International, an electronics manufacturing company, Inphi Corporation, a semiconductor company, SINA, a media company, SolarEdge Technologies, Inc., a solar energy company, and United Overseas Bank in Singapore. Mr. Tan’s extensive experience analyzing investments, managing companies and leading developments in the global technology industry allows him to bring to our board of directors valuable insights on business in today’s industry environment.

Meg Whitman

Director since 2015

Corporate governance biography

Meg Whitman

Director since 2015

Ms. Whitman brings to our board of directors unique experience in developing transformative business models, building global brands and driving sustained growth and expansion through her experience as Chairman, President and Chief Executive Officer of HP Co. and previously as President and Chief Executive Officer of eBay. From her previous executive positions with other large public companies, she also brings to our board of directors strong operational and strategic expertise. In addition, Ms. Whitman brings to our board of directors public company governance experience having previously served as a member of boards and board committees of other public companies.

Each member of our board of directors will have a term expiring at the 2017 annual stockholder meeting.

Maggie Wilderotter

Director since 2016

Corporate governance biography

Maggie Wilderotter

Director since 2016

Member of: Audit and HR and Compensation

Maggie Wilderotter was Chief Executive Officer of Frontier Communications from November, 2004 to April, 2015, and then Executive Chairman of the company until April, 2016. During her tenure with Frontier, the company grew from a regional telephone company with customer revenues of less than $1 billion to a national broadband, voice and video provider with operations in 29 states and annualized revenues in excess of $10 billion.

Previously, Mrs. Wilderotter was Senior Vice President of Global Business Strategy and ran the Worldwide Public Sector at Microsoft. Before this, she was President and CEO of Wink Communications Inc., Executive Vice President of National Operations for AT&T Wireless Services Inc., Chief Executive Officer of AT&T's Aviation Communications Division, and a Senior Vice President of McCaw Cellular Communications Inc.

Mrs. Wilderotter serves on the boards of Costco Wholesale Corporation, Hewlett Packard Enterprise, and Juno Therapeutics, Inc. as well as a number of private and non-profit organizations.

Mrs. Wilderotter previously served on the President's National Security Telecommunications Advisory Committee (NSTAC). From October 2010 to October 2012, she was Vice Chairman of NSTAC and from October, 2012 to November, 2014 she served as Chairman of NSTAC. Mrs. Wilderotter currently serves on the President’s Commission on Enhancing National Cybersecurity.

Mrs. Wilderotter is a member of the Board of Directors of The Conference Board; a member of the Executive Committee of the Catalyst Board of Directors; a member of the Board of Women in America; and a member of the Business Council and the Committee of 200. In 2014, she chaired the Blue Ribbon Committee on Board Strategy for NACD and is a member of WomenCorporateDirectors (WCD).

Mrs. Wilderotter holds a bachelor's degree in economics from the College of the Holy Cross. She has been awarded an Honorary Doctor of Engineering degree from the Stevens Institute of Technology and an Honorary Doctor of Laws degree from the University of Rochester.

Solutions

Transform to a Hybrid Infrastructure

You need to create and deliver new value instantly and continuously from all of your applications. This requires a hybrid infrastructure that maximizes performance and cost. It must provide the on-demand foundation for 100 percent of the apps and workloads that power your enterprise.

We can help you build a cloud that scales and works with your infrastructure. Only HP optimizes all your traditional, mobile and cloud applications in the data center.

Empower the Data-Driven Organization

In a hyper-connected world, companies need solutions that extract value from vast, unpredictable troves of data. For instance, analytic insights could unlock the value of a connected car driving through a smart city – as human, machine and business data reveal real time opportunities for commerce. 

HP has bet on efficient, open-source solutions that help you generate real-time, actionable insights from your data. The result is better and faster decision making.

Protect Your Digital Enterprise

Today’s massive data breaches demonstrate the security risks of a hyper-connected world. The threat landscape is wider and more diverse than ever before.

HP can help you manage risk in all its forms. We offer solutions for the full cyber-attack lifecycle, from threat research to intrusion monitoring and forecasting with big data. We also have backup and recovery options to ensure compliance and business continuity in the event of an incident.

Enable Workplace Productivity

The nature of work is changing. Employees are virtual. Alliances are ad hoc. Work happens anywhere, anytime, on any device. In the Idea Economy, companies must deliver experiences that empower employees and customers to create better outcomes.

HP can help you deliver rich digital and mobile experiences to customers, employees and partners. We have a proven track record of helping enterprises achieve greater productivity and collaboration while maintaining security and agility.