8-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
May 16, 2006
Date of Report (Date of Earliest Event Reported)
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| HEWLETT-PACKARD COMPANY |
| (Exact name of registrant as specified in its charter) |
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| DELAWARE |
1-4423 |
94-1081436 |
(State or other jurisdiction
of incorporation) |
(Commission File Number)
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(I.R.S. Employer
Identification No.) |
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| 3000 HANOVER STREET, PALO ALTO, CA |
94304 |
| (Address of principal executive offices) |
(Zip code) |
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| (650) 857-1501 |
| (Registrant’s telephone number, including area code) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation
of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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| Item 2.02
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Results of Operations and Financial Condition
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On May 16, 2006, Hewlett-Packard
Company (“HP”) issued a press release relating to its fiscal quarter ended April
30, 2006 entitled “HP Reports Second Quarter 2006 Results.” The text of this
press release, with the non-GAAP consolidated condensed statements of earnings, the
consolidated condensed statements of cash flows and certain additional financial
information, is furnished herewith as Exhibit 99.1. The information in Exhibit 99.1
attached hereto shall not be deemed “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not
be deemed incorporated by reference into any filing under the Securities Act of 1933, as
amended (the “Securities Act”). |
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In connection with its press release
announcing its earnings for its fiscal quarter ended April 30, 2006, HP also provided its
GAAP consolidated condensed statements of earnings, consolidated condensed balance sheets
and segment information for the fiscal quarter ended April 30, 2006 filed herewith as
Exhibit 99.2. Exhibit 99.2 is filed for purposes of Section 18 of the Exchange Act, and
therefore may be incorporated by reference into filings under the Securities Act.
To supplement HP’s consolidated
condensed financial statements presented on a GAAP basis, HP provides certain non-GAAP
financial measures. Each of these non-GAAP measures is among the primary indicators
management uses as a basis for planning and forecasting future periods. We believe that
these non-GAAP measures provide both management and investors with a more complete
understanding of the underlying operating results and trends and an enhanced overall
understanding of HP’s financial performance, liquidity and prospects for the future.
This non-GAAP information is not meant to be considered in isolation or as a substitute
for financial measures prepared in accordance with GAAP. Additional information about
HP’s use of non-GAAP financial information is included in Exhibit 99.1. |
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| Item 9.01 |
Financial Statements and Exhibits |
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| Exhibit 99.1 |
Text of HP’s press release relating to its fiscal quarter ended April 30,
2006, entitled “HP Reports Second Quarter 2006 Results,” with the non-GAAP
consolidated condensed statements of earnings, the consolidated condensed statements
of cash flows and certain additional financial information (furnished herewith). |
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| Exhibit 99.2 |
HP’s GAAP consolidated condensed statements of earnings, consolidated
condensed balance sheets and segment information for the fiscal
quarter ended April 30, 2006 (filed herewith). |
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has caused
this report to be signed on its behalf by the undersigned hereunto duly authorized.
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HEWLETT-PACKARD COMPANY |
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| DATE: May 16, 2006 |
By: |
/s/ Charles N. Charnas |
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Name: |
Charles N. Charnas |
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Title: |
Vice President, Deputy General Counsel
and Assistant Secretary |
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Exhibit
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Description |
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| Exhibit 99.1 |
Text of HP’s press release relating to its fiscal quarter ended April 30,
2006, entitled “HP Reports Second Quarter 2006 Results,” with the non-GAAP
consolidated condensed statements of earnings, the consolidated condensed statements
of cash flows and certain additional financial information (furnished herewith). |
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| Exhibit 99.2 |
HP’s GAAP consolidated condensed statements of earnings, consolidated
condensed balance sheets and segment information for the fiscal
quarter ended April 30, 2006 (filed herewith). |