EX-99.(C)(30) 2 d505474dex99c30.htm EX-99.(C)(30) EX-99.(C)(30)

Exhibit (c)(30)




Exhibit (C)(30)


November 16, 2012



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Denali – Q3 FY13 earnings summary

Non-GAAP financial results ($mm, except per share data)

Q3 FY13 Q3 FY13 Q3 FY13 Q3 FY13

Actual Consensus Plan1 Guidance

Revenue $13,721 $13,895 $14,100 $13,759—$14,1932

Gross profit 3,013 3,096

% margin 22.0% 22.3%

Operating expenses 2,127 2,168

% of revenue 15.5% 15.6%

Operating income 886 928

% margin 6.5% 6.7%

Net income 679 696

% margin 4.9% 5.0%

Diluted EPS $0.39 $0.40 $0.37

Historical performance vs. Street consensus and Board plan

FY12 FY13

Q1 Q2 Q3 Q4 Q1 Q2 Q3

(Apr) (Jul) (Oct) (Jan) (Apr) (Jul) (Oct)


evenue vs. Street


R vs. plan


vs. Street

EPS Results

vs. plan

Source: Company filings; FactSet for Street consensus; Denali Management for plan

¹ Per 9/21 Denali management plan; 2 Represents management guidance of 2-5% sequential decline based on Q2 FY13 revenue

Key observations from Q3 FY13 earnings

Q3 results came in lower than Street consensus

Revenue: $13.7bn vs. $13.9bn; $14.1bn planą

EPS: $0.39 vs. $0.40; $0.37 planą

Street guidance for Q4 was reaffirmed

Q4 revenue: 2-5% QoQ growth

FY13 EPS: Maintained guidance of at least $1.70

Strong Q4 close required to meet plan and Street guidance

Business highlights:

Challenging global IT demand environment, especially in core PC business

Mixed results from Desktop and Mobility businesses, down (19%) YoY

– Enhanced focus on business and driving cost-out initiatives

ES&S up +3% YoY – strong performance in Servers and Networking, up +11% YoY

Mix shift to ES&S partially mitigated margin pressure in Client





Denali’s share price performance after earnings release

November 14-16, 2012 intraday stock price performance

Denali stock price ($) Volume (thousands)

$10.00 4,000

November 14 November 15 November 16

$9.50 3,000

11/15: Denali releases

earnings at 5:00pm ET

after market close

$9.00 2,000

$8.50 1,000

$8.00 0

9:30:00 AM 11:40:00 AM 1:50:00 PM 4:00:00 PM 11:39:00 AM 1:49:00 PM 4:00:00 PM 11:38:00 AM 1:48:00 PM 4:00:00 PM

Denali PC S&P Enterprise Services Software Index


1.9% 0.0% (1.1%) (0.3%) (0.0%) 1.8% (2.9%) (1.3%) (2.3%) (1.8%) 4.8% (2.1%) (1.5%) (0.9%) 3.0% (1.5%) (1.2%) 0.0% (2.0%) (1.2%) (0.9%) (1.5%) (1.3%)

Denali PC S&P Enterprise Services Software Index


(0.2%) (0.6%) (2.1%) (1.0%) (0.4%) 0.7% (0.9%) (0.8%) 0.0% (1.1%) 1.6% 0.7% 0.2% (0.7%) 11.3% 1.3% (1.1%) (2.2%) (0.2%) (0.6%) (0.1%) 0.2% (0.3%)

Denali PC S&P Enterprise Services Software Index


(7.3%) 2.4% 0.4% (0.8%) (1.8%) 0.0% (1.1%) (0.8%) (1.3%) 0.1% 0.3% 0.0% 0.6% (0.5%) 0.2% 0.2% 0.1% (0.5%) (0.8%) (0.7%) (0.8%) 2.3% 0.6%

Source: FactSet, Bloomberg

Note: PC includes Acer, Apple, ASUSTek, HP, Lenovo; S&P includes Avnet, Ingram Micro, Insight, Tech Data; Enterprise includes Cisco, EMC, IBM, Microsoft, NetApp, Oracle;

Services includes CSC, Wipro, Xerox; Software includes BMC, CA, Symantec





Key investor takeaways and post-earnings trading perspectives

Key positives

PC scale and channels are critical for enterprise transition to be successful

Solid performance in Server / Networking, though sustainability of above-peer growth rates remains in question

Commitment to shareholder return with up to 35% of free cash flow viewed as a positive

Lack of share repurchases during the quarter is understandable given M&A, but investors looking forward to more

buybacks in the future

Balance sheet remains in good condition, and strong cash flow for the quarter was well received

Key considerations

Denali still heavily tied to the PC market, which investors view as being significantly challenged

Decline in both revenue and gross margin, weak macro backdrop perceived as inhibiting progress of business


Storage performance was weaker than expected, and investors are questioning if business has lost its momentum

Concern that Denali is going to get more price competitive in attempt to “defend turf” with less focus on profitability

Trading perspectives

Significant buying by long-only and value-oriented investors in the two weeks leading up to earnings

Hedge funds selling shares post earnings, but not to a significant degree

Long-only funds and value-oriented investors who bought shares over the last two weeks are continuing to hold

their positions

Stock price hit a 52-week low of $8.69 late morning, but made back some of the losses before close





Media commentary is consistent with investor views

“PCs are in the thick of an industry-wide decline as customers increasingly turn to tablets or smartphones. Late in the quarter, Microsoft released a new version of its operating system, dubbed Windows 8. A new Windows release typically boosted PC sales in the past, but Mr. Gladden said he doesn’t ‘expect the macro environment to get better in the short term.’ To offset the slumping PC business, Denali has been on an acquisition binge, adding a variety of software, storage and networking tools. With one exception—its server and networking business grew 11% over the quarter—revenue in each of Denali’s product categories declined from a year ago.”

–WSJ, Denali Still Struggling Amid Shift in Computer Market, 11/15/12

“Denali forecast a fourth straight quarter of declining sales as diminishing demand for personal computers overshadows the company’s efforts to diversify into more profitable products for data centers. Brian White, an analyst at Topeka Capital Markets in New York, wrote today in a note to clients that Denali’s operating profit, which declined 31 percent in the third quarter, may have bottomed, auguring well for its stock price. The stock has limited downside from current levels as we expect value investors will be attracted.”

– Bloomberg, Denali Sales Forecast Misses Estimates Amid PC-Industry Slump, 11/15/12

“Servers and networking were a bright spot in the quarter, rising by 11% in the case of networking equipment, while PCs and storage equipment fell by double digits on a percentage basis. Most bears, and the bears have the high ground with the stock at the moment, fear anything positive at Denali will be offset by the continued erosion of the PC market.”

– Barron’s, Denali: PCs Obscure Network, Server Strength, 11/15/12

“The company, once the world’s top PC maker and a pioneer in computer supply chain management, is struggling to defend its market share against Asian rivals like Lenovo. It is trying to bolster growth by focusing on products and services to corporations. The company, founded by its chief executive, M.D., said that it saw the challenging global macroeconomic environment continuing in the fourth quarter.”

–NYTimes, Hurt by Rivals From Asia, Denali Profit Falls 47%, 11/15/12





Comparison of Analyst Day versus Earnings commentary

Key themes Key Analyst Day commentary Key Earnings commentary

Business Committed to long-term business transformation Transformation beyond PCs could provide upside

transformation – Macro headwinds and pressure on PC and server – Difficulty for customers to see Denali as enterprise vendor

Continued shift to profit maximization and higher margin

Enterprise and Focus on building out specific software capabilities businesses (e.g., Quest acquisition)

strategy PC – Value of PC business is not clearly articulated – Need to be clearer on PC strategy and winning formula

SMB market’s migration to the cloud is significant opportunity Stability in the SMB market despite softness in other verticals

SMB focus Investors agree with mid-market focus with bundled offering Ability to provide cost-optimized infrastructure attractive to SMBs

Business – Competition increasing in SMB market, particularly in cloud – Continued competition in SMB market

Sound M&A decisions and effective integration M&A remains measured and focused on bolt-on acquisitions

M&A – Integrating sales teams of recently acquired companies may – Active M&A strategy may be necessary to offset PC declines

exacerbate sales force issues

Investors applaud long-term targets and focus out to FY16 Higher value product mix will help offset top-line softness

Increasingly diverse revenue mix and shift away from PC Opportunity in emerging markets could provide revenue support

Guidance and – While LT targets may be achievable, they are not conservative – Forecast and guidance is questionable, given recent results and

revenue mix PC market instability

– PC assumptions viewed as aggressive

– Financial targets assume contribution from revenue growth

– Targets assume market share gains and further M&A through additional M&A

$2bn+ annual cost savings by FY 2016

guidance Reaffirmation of cost reduction strategy

Cost reduction / $1bn coming from “core Denali” is well received, as EUC

al reinvestment provides cash for redeployment into ES&S – Plans for strategic investments in R&D, including enterprise

development, present concerns given declining revenue profile

Financi – Investors want clarity around amount of cost savings reinvested

Commitment to capital allocation with the dividend initiation well Balance sheet remains strong

Capital received by investors Strong rebound in operating cash flow

allocation /

liquidity – Concerns that the dividend may come at expense of share – Lack of share repurchases is questionable but understandable

repurchases and large-scale acquisitions in the U.S. given Quest acquisition





Consensus estimate trends over the past 3 fiscal quarters Revenue and EPS

Consensus estimates – FY13E and FY14E revenue ($ in billions)

FY13E 2/21/12: FQ1’13 revenue guidance in 5/22/12: FQ2’13 guidance in line with 8/21/12: FQ3’13 revenue guidance of 11/15/12: FQ4’13

FY14E line with historical sequential decline of historical sequential increase of 2% to 2% to 5% sequential decline due to revenue guidance of 2%

4%1. FY13E revenue guidance not 4%. FY13E revenue guidance not uncertain macro environment and soft to 5% sequential

disclosed disclosed Consumer business. FY13E revenue increase, implying a

guidance not disclosed FY13E revenue guidance

of $56.6bn—$57.0bn

$63.2 $64.0 $63.7 $63.5 $63.5

$62.6 $62.5 $62.5

$61.3 $61.1 $60.8

$60.2 $60.1 $59.9

$57.9 $58.1 $57.5 $57.7 $57.5 $57.5

1/31/12 2/29/12 3/31/12 4/30/12 5/31/12 6/30/12 7/31/12 8/31/12 9/30/12 10/31/12

Consensus estimates – FY13E and FY14E EPS

FY13E 2/21/12: FY13E EPS 5/22/12: Acknowledges disappointing 8/21/12: Lowers FY13E EPS guidance to 11/15/12: Reaffirms

FY14E guidance of greater than start to the year but does not revise $1.70 due to uncertain macro environment FY13E EPS guidance of

FY12A EPS of $2.13 FY13E EPS guidance and competitive dynamics at least $1.70

$2.18 $2.18 $2.21

$2.11 $2.13 $2.12

$2.02 $2.00 $2.03 $2.03 $2.02

$1.94 $1.94 $1.93

$1.81 $1.79 $1.78

$1.76 $1.75 $1.74

1/31/12 2/29/12 3/31/12 4/30/12 5/31/12 6/30/12 7/31/12 8/31/12 9/30/12 10/31/12

Source: Company filings, ThomsonOne

1 Represents a normalized sequential decline of 7% in revenue (in line with historical trends) after accounting for the 14th week included in FQ1’13



Key Denali messages during earnings call

Consistent progress on strategic plan to deliver end-to-end solutions to customers with a scalable design point

Continued focus on balancing liquidity, profitability and growth

Continue to make strategic acquisitions that add enhanced capabilities that address customers’ most pressing needs

Fully committed to existing strategy and remain focused on profit share and efforts around cost-out initiatives

Stronger cash flow from migration toward greater mix of software and services-based solutions

Invested $4.7bn in FY13 to acquire new capabilities and intellectual property

Added capabilities in security, cloud, data backup and protection, systems management and application modernization through acquisitions of AppAssure, SonicWALL, Wyse, Make, Clerity and Quest

Quest will contribute to a higher mix of solutions with more predictable revenue and margin streams

Strong growth in Enterprise Solutions and Services, up +5% and +15% for large enterprises and SMBs, respectively

SMB continues to be the most stable customer segment

Consumer business continues to be challenged with industry growth occurring predominantly in areas where Denali has chosen not to compete (i.e., low value and entry level desktops and notebooks)

Emerging markets have also slowed and shifted to even lower value products

Encouraged by early interest in Windows 8 touch portfolio and new opportunities in commercial and consumer segments

Desktop business held its market position relative to last year, but notebooks lost share and underperformed expectations

Areas of concern experienced by Denali and peers

Challenging global IT demand environment

Weakness in core PC market

Contraction of public sector spending



Key areas of analyst questioning during earnings call

Business strategy

Has there a been a change in strategy to limit the amount of market share given up, specifically in the enterprise category?

Why retain the PC business longer-term if newer customers driving enterprise growth are not buying Denali PCs?

What are the incremental R&D investments required going forward?

What action plans are in place to improve growth in infrastructure applications and BPO?

What is your component strategy with regards to raw material purchase commitments?

How are you thinking about the current cash balance and are there any plans to be more aggressive with share repurchases, given ongoing pressure on the stock price?

Have you exhausted your capital for stock buybacks this quarter?


Is the PC market hitting a worse case scenario of 5% decline? Expectations around a long-term market growth rate?

What datapoints are available to support management confidence that the current downturn is a short-term issue?

What is going to change substantially in terms of relative share on a go-forward basis to react to pricing pressure and potentially slowing growth?

Any signs of improvement in the public markets?

Is the tablet industry structurally shifting toward lower profitability?


What have been the major factors impacting gross margins?

What sort of margin pressure are you seeing on the PC business and specifically on the large enterprise side?

Why not give up some gross margin in order to preserve volume and avoid the descaling risk potential that is mounting?

Any radical action being contemplated to drastically improve margins, aside from the $2bn in cost savings mentioned?

How does cash flow and the cash conversion cycle ultimately change with the shift toward software and services and the move from client to enterprise?

Is sequential revenue growth guidance coming from normal seasonality in addition to Quest, or is there something else to be aware of?







Appendix 9

„ Lenovo earnings summary



Lenovo’s recent stock performance

Indexed stock price performance (volume in millions)

160% 600

Volume Lenovo NASDAQ

140% 500

120% 400


100% 300


80% 200

60% 100

40% 0

7/3/12 7/27/12 8/23/12 9/18/12 10/12/12 11/9/12

Source: FactSet

Note: Lenovo reported Q2 FY13 results on 11/8/12 after market close






Lenovo Q2 FY13 earnings release

Earnings summary

Revenue of $8.7bn grew +11% YoY and was above Street consensus of $8.6bn

EPS of $0.02 grew +17% YoY and was in line with Street consensus of $0.02


Management expects to continue strong record of YoY growth in revenue and operating profit

Management expects to outperform worldwide PC market and continue to improve operating margin


PC global market share reached historic high of 15.6%, gaining share across product, customer and geographic


– PC shipments up 10% YoY and PC revenues up 5% YoY to $7.7bn

Announced two significations acquisitions: (1) CCE, a leader in PCs and consumer electronics in Brazil and (2)

Stoneware, a cloud computing software company in the U.S.

China PC market remained soft but could improve over the medium term

Market share gain is viewed as the only way to keep improving margins in PCs and low-end smartphones and

Lenovo’s aggressive strategy to gain market share is viewed as favorable

Analysts expect continuous investment in marketing, R&D and capacity expansion in overseas operations to negatively impact Lenovo’s margins

Execution issues in the European consumer PC push and a sharp slowdown in enterprise spending could limit



Analyst commentary on Lenovo earnings

“We expect Lenovo to continue outgrowing the PC market, “While we are positive on Lenovo’s efforts to expand its

but the overall challenging environment will still have a product portfolio to become the leader in PC+, we expect

negative impact on its absolute growth. We expect Lenovo continuous investment in marketing, R&D and capacity

to see China smartphone business breakeven as soon as expansion in overseas operations to drag its margin

this quarter, but sustainable profitability is unlikely.” expansion.”

—Jefferies, 11/8/12 —Nomura, 11/8/12

“It was a solid performance underpinned by superior China “1) Lenovo’s smartphone performance is encouraging; 2)

sales and improved results from the company’s Asia-Pacific, Lenovo’s OM in APLA improved to 0.8% on growing scale

Latin America operations. Other details include operating benefits; 3) Lenovo’s OM in EMEA increased to 2% driven

profit margin (OPM), which rose a mere 10bp QoQ to 2.4%, by improving consumer PC operations; and 4) Lenovo plans

and Lenovo’s market share of the worldwide PC market, to leverage its PC+ strategy to improve its pre-tax margin to

which rose to 15.6% in 2Q FY13, a record-high for the 3-4% in the next three years.”


—CCB International, 11/8/12 —Deutsche Bank, 11/9/12

“Although management expects the macro environment to “[Lenovo’s] PC growth outpaced the global market for the

be challenging in the coming quarter, it remains optimistic 14th consecutive quarter; it became the largest PC vendor

that Lenovo will continue to enjoy volume growth and with 15.6% share per Gartner (closed the gap to #1 to 20 bp

outpace industry growth again. The key message we got per IDC); #1 position in 5 of the top 10 PC countries –

from the briefing is that Lenovo will continue to focus on China, Germany, Russia, Japan, and India; China

profitability in this soft environment. Lenovo remains one of smartphone share hit #2; its Asia Pac/Latin geo unit turned a

the few PC OEMs that will continue to outperform the overall profit (0.8% OPM); and EMEA OPM hit 2.0%.”

PC industry.”

—CIMB, 11/8/12 —Credit Suisse, 11/9/12