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Borrowings
12 Months Ended
Oct. 31, 2015
Borrowings  
Borrowings

Note 13: Borrowings

Notes Payable and Short-Term Borrowings

        Notes payable and short-term borrowings, including the current portion of long-term debt, were as follows:

                                                                                                                                                                                    

 

 

2015

 

2014

 

 

 

As of October 31

 

 

 

Amount
Outstanding(1)

 

Weighted-Average
Interest Rate

 

Amount
Outstanding

 

Weighted-Average
Interest Rate

 

 

 

In millions

 

 

 

In millions

 

 

 

Current portion of long-term debt

 

$

2,321 

 

 

3.2 

%

$

2,655 

 

 

2.2 

%

Commercial paper(2)

 

 

39 

 

 

0.3 

%

 

298 

 

 

0.5 

%

Notes payable to banks, lines of credit and other(2)

 

 

525 

 

 

3.1 

%

 

533 

 

 

4.0 

%

​  

​  

​  

​  

 

 

$

2,885 

 

 

 

 

$

3,486 

 

 

 

 

​  

​  

​  

​  

​  

​  

​  

​  


 

 

 

(1)          

Out of current portion of long-term debt, $2.1 billion U.S. Dollar Global Notes was redeemed and repaid on November 4, 2015.

(2)          

Commercial paper balance of $39 million and $298 million and Notes payable to banks, lines of credit and other includes $374 million and $404 million at October 31, 2015 and 2014, respectively, of borrowing- and funding-related activity associated with HPFS and its subsidiaries.

Long-Term Debt

                                                                                                                                                                                    

 

 

As of

 

 

 

October 31,
2015

 

October 31,
2014

 

 

 

In millions

 

U.S. Dollar Global Notes(1)

 

 

 

 

 

 

 

2006 Shelf Registration Statement:

 

 

 

 

 

 

 

$500 issued at discount to par at a price of 99.694% in February 2007 at 5.4%, due March 2017, paid November 2015

 

$

162

 

$

500

 

$750 issued at discount to par at a price of 99.932% in March 2008 at 5.5%, due March 2018, paid November 2015

 

 

283

 

 

750

 

2009 Shelf Registration Statement:

 

 

 

 

 

 

 

$1,100 issued at discount to par at a price of 99.887% in September 2010 at 2.125%, paid September 2015

 

 

 

 

1,100

 

$650 issued at discount to par at a price of 99.911% in December 2010 at 2.2%, due December 2015, paid November 2015

 

 

309

 

 

650

 

$1,350 issued at discount to par at a price of 99.827% in December 2010 at 3.75%, due December 2020            

 

 

648

 

 

1,349

 

$1,000 issued at discount to par at a price of 99.958% in May 2011 at 2.65%, due June 2016, paid November 2015

 

 

346

 

 

1,000

 

$1,250 issued at discount to par at a price of 99.799% in May 2011 at 4.3%, due June 2021

 

 

1,248

 

 

1,248

 

$750 issued at discount to par at a price of 99.977% in September 2011 at 2.35%, paid March 2015

 

 

 

 

750

 

$1,300 issued at discount to par at a price of 99.784% in September 2011 at 3.0%, due September 2016, paid November 2015

 

 

390

 

 

1,298

 

$1,000 issued at discount to par at a price of 99.816% in September 2011 at 4.375%, due September 2021

 

 

999

 

 

999

 

$1,200 issued at discount to par at a price of 99.863% in September 2011 at 6.0%, due September 2041

 

 

1,199

 

 

1,199

 

$650 issued at discount to par at a price of 99.946% in December 2011 at 2.625%, paid December 2014            

 

 

 

 

650

 

$850 issued at discount to par at a price of 99.790% in December 2011 at 3.3%, due December 2016, paid November 2015

 

 

220

 

 

849

 

$1,500 issued at discount to par at a price of 99.707% in December 2011 at 4.65%, due December 2021            

 

 

1,497

 

 

1,496

 

$1,500 issued at discount to par at a price of 99.985% in March 2012 at 2.6%, due September 2017, paid November 2015

 

 

436

 

 

1,500

 

$500 issued at discount to par at a price of 99.771% in March 2012 at 4.05%, due September 2022

 

 

499

 

 

499

 

2012 Shelf Registration Statement:

 

 

 

 

 

 

 

$750 issued at par in January 2014 at three-month USD LIBOR plus 0.94%, due January 2019

 

 

102

 

 

750

 

$1,250 issued at discount to par at a price of 99.954% in January 2014 at 2.75%, due January 2019

 

 

300

 

 

1,250

 

​  

​  

​  

​  

 

 

 

8,638

 

 

17,837

 

Hewlett Packard Enterprise Senior Notes

 

 

 

 

 

 

 

$2,250 issued at discount to par at a price of 99.944% in October 2015 at 2.4%, due October 2017

 

 

2,249

 

 

 

$2,650 issued at discount to par at a price of 99.872% in October 2015 at 2.8%, due October 2018

 

 

2,647

 

 

 

$3,000 issued at discount to par at a price of 99.972% in October 2015 at 3.6%, due October 2020

 

 

2,999

 

 

 

$1,350 issued at discount to par at a price of 99.802% in October 2015 at 4.4%, due October 2022

 

 

1,347

 

 

 

$2,500 issued at discount to par at a price of 99.725% in October 2015 at 4.9%, due October 2025

 

 

2,493

 

 

 

$750 issued at discount to par at a price of 99.942% in October 2015 at 6.2%, due October 2035            

 

 

749

 

 

 

$1,500 issued at discount to par at a price of 99.932% in October 2015 at 6.3%, due October 2045

 

 

1,499

 

 

 

$350 issued at par in October 2015 at three-month USD LIBOR plus 1.74%, due October 2017

 

 

350

 

 

 

$250 issued at par in October 2015 at three-month USD LIBOR plus 1.93%, due October 2018

 

 

250

 

 

 

​  

​  

​  

​  

 

 

 

14,583

 

 

 

EDS Senior Notes(1)

 

 

 

 

 

 

 

$300 issued October 1999 at 7.45%, due October 2029

 

 

313

 

 

313

 

Other, including capital lease obligations, at 0.00%-8.30%, due in calendar years 2015-2024(2)

 

 

519

 

 

424

 

Fair value adjustment related to hedged debt

 

 

48

 

 

120

 

Less: current portion

 

 

(2,321

)

 

(2,655

)

​  

​  

​  

​  

Total long-term debt

 

$

21,780

 

$

16,039

 

​  

​  

​  

​  

​  

​  

​  

​  


 

 

 

(1)          

HP may redeem some or all of the fixed-rate U.S. Dollar Global Notes and EDS Senior Notes at any time in accordance with the terms thereof. The U.S. Dollar Global Notes and EDS Senior Notes are senior unsecured debt.

(2)          

Other, including capital lease obligations includes $196 million and $123 million as of October 31, 2015 and 2014, respectively, of borrowing- and funding-related activity associated with HPFS and its subsidiaries that are collateralized by receivables and underlying assets associated with the related capital and operating leases. For both the periods presented, the carrying amount of the assets approximated the carrying amount of the borrowing.

        As disclosed in Note 12, HP uses interest rate swaps to mitigate the exposure of its debt portfolio to changes in fair value resulting from changes in interest rates by achieving a primarily U.S. dollar LIBOR-based floating interest expense. Interest rates shown in the table of long-term debt have not been adjusted to reflect the impact of any interest rate swaps.

        As of October 31, 2015, aggregate future maturities of debt at face value (excluding a fair value adjustment related to hedged debt of $48 million, a premium on debt issuance of $13 million and a discount on debt issuance of $25 million) were as follows:

                                                                                                                                                                                    

Fiscal year

 

Aggregate future
maturities of debt
outstanding including
capital lease
obligations

 

 

 

In millions

 

2016

 

$

2,885 

 

2017

 

 

2,653 

 

2018

 

 

3,029 

 

2019

 

 

411 

 

2020

 

 

3,003 

 

Thereafter

 

 

12,648 

 

​  

​  

Total

 

$

24,629 

 

​  

​  

​  

​  

        Interest expense on borrowings recognized in the Consolidated Statements of Earnings during the fiscal years was as follows:

                                                                                                                                                                                    

Expense

 

Location

 

2015

 

2014

 

2013

 

 

 

 

 

In millions

 

Financing interest

 

Financing interest

 

$

240 

 

$

277 

 

$

312 

 

Interest expense

 

Interest and other, net

 

 

327 

 

 

344 

 

 

426 

 

​  

​  

​  

​  

​  

​  

Total interest expense

 

 

 

$

567 

 

$

621 

 

$

738 

 

​  

​  

​  

​  

​  

​  

​  

​  

​  

​  

​  

​  

Hewlett Packard Enterprise Senior Notes

        On October 9, 2015, Hewlett Packard Enterprise completed the offering and pricing of nine series of senior unsecured notes (the "Notes") in an aggregate principal amount of $14.6 billion which includes $14.0 billion of fixed rate notes and $600 million of floating rate notes. The interest on fixed rate notes are payable semiannually and the interest on floating-rate notes are payable quarterly. The issuance costs of $54 million are included in Other assets on the Consolidated Balance Sheets and are being amortized to Interest expense over the term of the Notes. The Notes were initially guaranteed by HP. The guarantee was automatically and unconditionally released upon the completion of the Separation on November 1, 2015.

        Concurrent with the issuance of the Notes, Hewlett Packard Enterprise entered into interest rate swaps to reduce the exposure of $9.5 billion of aggregate principal amount of fixed rate senior notes to changes in fair value resulting from changes in interest rates by achieving LIBOR-based floating interest expense.

Extinguishment of Debt

        On September 30, 2015, HP commenced cash tender offers ("the Tender Offers") to purchase up to $8.85 billion outstanding debt securities in two separate offers, for (i) any and all of its outstanding 2.20% notes due December 2015, 2.65% notes due June 2016, 3.00% notes due September 2016, 3.30% notes due December 2016, 5.40% notes due March 2017, 2.60% notes due September 2017 and 5.50% notes due March 2018 and (ii) up to $2.3 billion in aggregate principal amount of its outstanding 2.75% notes due January 2019, Floating Rate notes due January 2019, 3.75% notes due December 2020, 4.30% notes due June 2021, 4.375% notes due September 2021, 4.650% notes due December 2021, 4.050% notes due September 2022 and 6.00% notes due September 2041. In the fourth quarter of fiscal 2015, HP redeemed and repaid $6.6 billion and this early extinguishment of debt resulted in a loss of $167 million, net of realized gains from fair value hedges, which was recorded as "Interest and other, net" on the Consolidated Statements of Earnings. On November 4, 2015, HP incrementally redeemed and repaid a total of $2.1 billion fixed-rate U.S. Dollar Global Notes which resulted in a loss of $66 million, net of realized gains from fair value hedges.

Commercial Paper

        HP's Board of Directors has authorized the issuance of up to $16.0 billion in aggregate principal amount of commercial paper by HP. HP's subsidiaries are authorized to issue up to an additional $1.0 billion in aggregate principal amount of commercial paper. HP maintains two commercial paper programs, and a wholly-owned subsidiary maintains a third program. HP's U.S. program provides for the issuance of U.S. dollar-denominated commercial paper up to a maximum aggregate principal amount of $16.0 billion. HP's euro commercial paper program provides for the issuance of commercial paper outside of the U.S. denominated in U.S. dollars, euros or British pounds up to a maximum aggregate principal amount of $3.0 billion or the equivalent in those alternative currencies. The combined aggregate principal amount of commercial paper outstanding under those programs at any one time cannot exceed the $16.0 billion authorized by HP's Board of Directors. The HP subsidiary's euro Commercial Paper/Certificate of Deposit Programme provides for the issuance of commercial paper in various currencies of up to a maximum aggregate principal amount of $500 million.

        On November 1, 2015, HP's Board of Directors authorized to borrow for the use and benefit of HP and HP's subsidiaries, by the issuance of commercial paper or through the execution of promissory notes, loan agreements, letters of credit, agreements for lines of credit or overdraft facilities. The total outstanding principal balance of such commercial paper issued by shall not exceed $4.0 billion or the equivalent in foreign currencies.

Hewlett Packard Enterprise Commercial Paper and Credit Agreements

        Hewlett Packard Enterprise's Board of Directors has authorized the issuance of up to $4.0 billion in aggregate principal amount of commercial paper. Hewlett Packard Enterprise maintains two commercial paper programs: (i) a U.S. dollar-denominated commercial paper program under which, Hewlett Packard Enterprise is permitted to have issued and outstanding up to $4.0 billion unsecured commercial paper notes (the "U.S. Commercial Paper Program"), and (ii) a euro-commercial paper program under which, Hewlett Packard Enterprise is permitted to have issued and outstanding up to $3 billion unsecured commercial paper notes issued outside the U.S., (the "euro Commercial Paper Program"). The combined aggregate principal amount of commercial paper outstanding under those programs at any one time cannot exceed $4.0 billion. The Hewlett Packard Enterprise's subsidiaries has been authorized to issue up to an additional $500 million in aggregate principal amount of commercial paper. The Hewlett Packard Enterprise subsidiary's euro Commercial Paper / Certificate of Deposit Program, which provides for the issuance of commercial paper in various currencies of up to a maximum aggregate principal amount of $500 million.

Credit Agreements

        As of October 31, 2015, HP maintained senior unsecured committed credit facilities primarily to support the issuance of commercial paper. HP had a $3.0 billion five-year credit facility that would have expired in March 2017 and a $4.5 billion five-year credit facility that would have expired in April 2019. Both facilities supported the U.S. commercial paper program and the euro commercial paper program. Commitment fees, interest rates and other terms of borrowing under the credit facilities varied based on HP's external credit ratings. HP's ability to have an outstanding U.S. commercial paper balance that exceeded the $7.5 billion supported by these credit facilities was subject to a number of factors, including liquidity conditions and business performance. In addition, the $3.0 billion five-year credit facility had been amended in September 2012 to permit borrowings in euros and British pounds, with the amounts available in euros and British pounds being limited to the U.S. dollar equivalent of $2.2 billion and $300 million, respectively.

        On November 1, 2015, the $3.0 billion five-year credit facility was cancelled and HP amended the $4.5 billion five-year credit facility to a revolving credit facility providing for a senior, unsecured revolving credit facility with aggregate lending commitments of $4.0 billion. Commitments under the revolving credit facility will be available until the period ending on April 2, 2019. Funds to be borrowed under this revolving credit facility may be used for general corporate purposes.

Term Loan Agreement

        On April 30, 2015, HP entered into a credit agreement that provides for a senior unsecured delayed, multiple draw term loan facility in the aggregate principal amount of $5.0 billion. Funds borrowed under this agreement were used for general corporate purposes, including to pay expenses associated with HP's proposed plan to separate into two independent publicly traded companies and matters related to the acquisition of Aruba. In fiscal 2015, HP borrowed and repaid $3.5 billion under this credit agreement. Along with the repayment in the fourth quarter of fiscal 2015, this term loan agreement has terminated upon the Separation.

Available Borrowing Resources

        HP's and HP's subsidiaries' resources available to obtain short-or long-term financing were as follows:

                                                                                                                                                                                    

 

 

As of
October 31,
2015

 

 

 

In millions

 

Commercial paper programs(1)

 

$

16,461 

 

Uncommitted lines of credit

 

$

2,524 

 


 

 

 

(1)          

The extent to which HP is able to utilize the commercial paper programs as sources of liquidity at any given time is subject to a number of factors, including market demand for HP securities and commercial paper, HP's financial performance, HP's credit ratings and market conditions generally.