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Prospectus brochure de l'obligation HP Inc US428236BZ56 en USD 0%, échue

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750 000 000 USD

428236BZ5

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HP Inc. est une entreprise technologique multinationale américaine qui conçoit, développe, fabrique, commercialise et vend des produits informatiques personnels, imprimantes, et des services associés.

L'Obligation émise par Hewlett-Packard Inc. ( Etas-Unis ) , en USD, avec le code ISIN US428236BZ56, paye un coupon de 0% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 14/01/2019

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424B5 1 a2217925z424b5.htm 424B5
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TABLE OF CONTENTS
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-181669
CALCULATION OF REGISTRATION FEE

Maximum
Maximum
Amount to be
offering price
aggregate
Amount of
Title of each class of securities offered

registered

per unit

offering price

registration fee(1)

Floating Rate Global Notes due
January
14,
2019
$750,000,000
100%
$750,000,000
$96,600

2.750% Global Notes due January 14,
2019
$1,250,000,000
99.954%
$1,249,425,000
$160,926

(1)
Calculated in accordance with Rule 457(r) under the Securities Act of 1933, as amended.
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Prospectus Supplement
January 9, 2014
(To Prospectus dated May 24, 2012)
$2,000,000,000
$750,000,000 Floating Rate Global Notes due January 14, 2019
$1,250,000,000 2.750% Global Notes due January 14, 2019
We are offering $750,000,000 of our Floating Rate Global Notes due January 14, 2019 and $1,250,000,000 of our 2.750% Global
Notes due January 14, 2019. The Floating Rate Global Notes will bear interest at a floating rate equal to three-month USD LIBOR plus
0.94% per annum. The 2.750% Global Notes will bear interest at a rate of 2.750% per annum. We will pay interest quarterly on the
Floating Rate Global Notes on each of January 14, April 14, July 14 and October 14, beginning April 14, 2014. We will pay interest
semi-annually on the 2.750% Global Notes on each January 14 and July 14, beginning July 14, 2014. The Floating Rate Global Notes will
mature on January 14, 2019 and the 2.750% Global Notes will mature on January 14, 2019. We refer to the Floating Rate Global Notes and
the 2.750% Global Notes collectively as the Global Notes.
We may redeem some or all of the 2.750% Global Notes at any time at the applicable redemption price described under "Description
of the Global Notes--Optional Redemption of the 2.750% Global Notes." The Global Notes are senior unsecured obligations of ours and
will rank equally with all of our other existing and future senior unsecured indebtedness. There are no sinking funds for the Global Notes.
The Global Notes are not and will not be listed on any securities exchange or quoted on any automated quotation system.
See "Risk Factors" beginning on page S-9 of this prospectus supplement for a discussion of certain risks that you should
consider in connection with an investment in the Global Notes.
Price to
Underwriting
Proceeds, Before

Public(1)

Discount
Expenses, to HP(1)
Per Floating Rate Global Note

100.000%
0.350%
99.650%
Floating Rate Global Note Total
$ 750,000,000 $ 2,625,000 $
747,375,000
Per 2.750% Global Note

99.954%
0.350%
99.604%
2.750% Global Note Total
$1,249,425,000 $ 4,375,000 $ 1,245,050,000

Total
$1,999,425,000 $ 7,000,000 $ 1,992,425,000

(1)
Plus accrued interest, if any, from January 14, 2014 if settlement occurs after that date.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these
securities or determined if this prospectus supplement or the prospectus to which it relates is truthful or complete. Any
representation to the contrary is a criminal offense.
Delivery of the Global Notes in book-entry form only will be made through The Depository Trust Company on or about January 14,
2014. The Global Notes will be approved for clearance through the Clearstream and Euroclear systems.
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Joint Book Running Managers
BofA Merrill Lynch
BNP PARIBAS
RBS
Wells Fargo Securities
Co-Managers
ANZ
Barclays
BNY Mellon Capital
Securities
Capital

Markets, LLC

Citigroup
Credit
Deutsche Bank
J.P.
Morgan
Suisse

Securities

HSBC
Morgan
Stanley
RBC Capital
SOCIETE
Standard Chartered
Markets

Santander
GENERALE

Bank
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Table of Contents
TABLE OF CONTENTS
Prospectus Supplement

Page

About This Prospectus Supplement
S-1

Forward-Looking Statements
S-1

Summary
S-3

Risk Factors
S-9

Use of Proceeds
S-11

Capitalization
S-12

Description of the Global Notes
S-14

Material United States Federal Income Tax Considerations
S-20

Underwriting
S-25

Offering Restrictions
S-27

Validity of the Global Notes
S-28

Experts
S-28

Where You Can Find More Information
S-28

Information Incorporated by Reference
S-28
Prospectus

Page

About This Prospectus

1

Forward-Looking Statements

1

Use of Proceeds

2

Description of the Debt Securities

2

Description of Common Stock

12

Description of Preferred Stock

13

Description of the Depositary Shares

14

Description of the Warrants

17

Plan of Distribution

18

Validity of Securities

19

Experts

20
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Where You Can Find More Information

20

Information Incorporated By Reference

21
You should rely only on the information contained or incorporated by reference in this prospectus supplement, in the accompanying
prospectus, or in any free writing prospectus filed by us with the Securities and Exchange Commission. We have not, and the underwriters
have not, authorized anyone to provide you with different information.
We are not, and the underwriters are not, making an offer of the Global Notes covered by this prospectus supplement in any
jurisdiction where the offer is not permitted.
The information contained in this prospectus supplement, the accompanying prospectus and the documents incorporated by
reference is accurate only as of its respective date, regardless of the time of delivery of this prospectus supplement and the
accompanying prospectus, or of any sale of the Global Notes. You should not assume that the information contained in or
incorporated by reference in this prospectus supplement or the accompanying prospectus is accurate as of any date other than the
respective dates thereof. Our business, financial condition, results of operations and prospects may have changed since those dates.
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ABOUT THIS PROSPECTUS SUPPLEMENT
This document is in two parts. The first part is this prospectus supplement, which describes the specific terms of this offering of our
Floating Rate Global Notes due January 14, 2019 and our 2.750% Global Notes due January 14, 2019, and also adds to and updates
information contained in the accompanying prospectus and the documents incorporated by reference. The second part is the accompanying
prospectus, which gives more general information. To the extent there is a conflict between the information contained in this prospectus
supplement, on the one hand, and the information contained in the accompanying prospectus or any document incorporated by reference, on
the other hand, you should rely on the information in this prospectus supplement.
You should read this prospectus supplement, the accompanying prospectus and the documents incorporated by reference before making
an investment decision. You should also read and consider the information in the documents we have referred you to in the section of this
prospectus supplement entitled "Information Incorporated by Reference."
In this prospectus supplement and the accompanying prospectus, unless otherwise specified or unless the context otherwise requires,
references to "USD," "dollars," "$" and "U.S.$" are to U.S. dollars, and references to "Hewlett-Packard," "HP," "we," "us" or "our" refer to
Hewlett-Packard Company, and not to any of our subsidiaries unless otherwise indicated.
FORWARD-LOOKING STATEMENTS
This prospectus supplement, the accompanying prospectus, the documents incorporated by reference in this prospectus supplement and
the accompanying prospectus and other written reports and oral statements made from time to time by us may contain "forward-looking
statements" that involve risks, uncertainties and assumptions. If the risks or uncertainties ever materialize or the assumptions prove
incorrect, the results of HP and its consolidated subsidiaries may differ materially from those expressed or implied by such forward-
looking statements and assumptions. All statements other than statements of historical fact are statements that could be deemed forward-
looking statements, including but not limited to any projections of revenue, margins, expenses, HP's effective tax rate, earnings, net earnings
per share, cash flows, benefit plan funding, share repurchases, currency exchange rates or other financial items; any projections of the
amount, timing or impact of cost savings or restructuring charges; any statements of the plans, strategies and objectives of management for
future operations, including the execution of restructuring plans and any resulting cost savings or revenue or profitability improvements; any
statements concerning the expected development, performance, market share or competitive performance relating to products or services;
any statements regarding current or future macroeconomic trends or events and the impact of those trends and events on HP and its financial
performance; any statements regarding pending investigations, claims or disputes; any statements of expectation or belief; and any
statements of assumptions underlying any of the foregoing. Risks, uncertainties and assumptions include the need to address the many
challenges facing HP's businesses; the competitive pressures faced by HP's businesses; risks associated with executing HP's strategy and
plans for future operations; the impact of macroeconomic and geopolitical trends and events; the need to manage third-party suppliers and
the distribution of HP's products and services effectively; the protection of HP's intellectual property assets, including intellectual property
licensed from third parties; risks associated with HP's international operations; the development and transition of new products and
services and the enhancement of existing products and services to meet customer needs and respond to emerging technological trends; the
execution and performance of contracts by HP and its suppliers, customers, clients and partners; the hiring and retention of key employees;
integration and other risks associated with business combination and investment
S-1
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transactions; the execution, timing and results of restructuring plans, including estimates and assumptions related to the cost and the
anticipated benefits of implementing those plans; the resolution of pending investigations, claims and disputes; and other risks that are
described in "Risk Factors" on page S-9 of this prospectus supplement and in our other filings with the Securities and Exchange
Commission, referred to in this prospectus supplement as the SEC, including but not limited to the risks described under the caption "Risk
Factors," contained in Part I, Item 1A of our Annual Report on Form 10-K for the fiscal year ended October 31, 2013. We assume no
obligation and do not intend to update these forward-looking statements.
S-2
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SUMMARY
You should read the following summary together with the entire prospectus supplement and accompanying prospectus and the
documents incorporated by reference, including our consolidated financial statements and related notes. You should carefully consider,
among other things, the matters discussed in "Risk Factors" in this prospectus supplement and in the documents incorporated by reference.
About Hewlett-Packard Company
We are a leading global provider of products, technologies, software, solutions and services to individual consumers, small- and
medium-sized businesses ("SMBs"), and large enterprises, including customers in the government, health and education sectors. Our
offerings span the following:
·
personal computing and other access devices;
·
imaging and printing-related products and services;
·
enterprise information technology ("IT") infrastructure, including enterprise server and storage technology, networking
products and solutions, technology support and maintenance;
·
multi-vendor customer services, including infrastructure technology and business process outsourcing, application
development and support services, and consulting and integration services; and
·
IT management software, information management solutions and security intelligence/risk management solutions.
HP Products and Services
We offer one of the IT industry's broadest portfolio of products and services that brings together infrastructure, software, and services
through innovation to enable our customers to create value and solve business problems. As consumers and enterprises shift the way
technology is delivered, consumed, and paid for, they are demanding a foundation that will support much greater agility, lower cost,
facilitate quicker time-to-market, and provide a higher degree of accessibility by end-users to that technology. We design our solutions to
provide that foundation, particularly in the areas of security, cloud, mobility, and big data, by leveraging the breadth of our offerings and th
strengths and capabilities of our individual business units.
Our operations are organized into seven business segments: Personal Systems; Printing; the Enterprise Group ("EG"); Enterprise
Services ("ES"); Software; HP Financial Services ("HPFS"); and Corporate Investments. In each of the past three fiscal years, notebooks,
desktops, printing supplies, industry standard servers and infrastructure technology outsourcing services each accounted for more than 10%
of our consolidated net revenue.
The Personal Systems segment and the Printing segment are structured beneath a broader Printing and Personal Systems Group
("PPS"). While PPS is not a reportable segment, HP sometimes provides financial data aggregating the Personal Systems and Printing
segments within it in order to provide a supplementary view of its business.
Printing and Personal Systems Group
The mission of PPS is to leverage the respective strengths of the Personal Systems business and the Printing business by creating a
unified business that is customer-focused and poised to capitalize on rapidly shifting industry trends. Each of the business segments within
PPS is described in detail below.

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Personal Systems
Personal Systems provides commercial personal computers ("PCs"), consumer PCs, workstations, thin clients, tablets, retail point-
of-sale ("POS") systems, calculators and other related accessories, HP and third-party software, and support and services for the
commercial and consumer markets. We group commercial notebooks, commercial desktops, commercial tablets and workstations into
commercial clients and consumer notebooks, consumer desktops and consumer tablets into consumer clients when describing our
performance in these markets. Both commercial and consumer PCs and tablets are based predominately on the Windows operating system
and use processors from Intel Corporation ("Intel") and Advanced Micro Devices, Inc. ("AMD"). Personal Systems is also pursuing a
multi-operating system, multi-architecture strategy and launched Android and Chrome operating system tablets and notebooks during fiscal
2013.
Commercial PCs. Commercial PCs are optimized for commercial uses, including for enterprise and SMB customers, and for
connectivity, reliability and manageability in networked environments. Commercial PCs include the HP ProBook and HP EliteBook lines o
notebooks, the HP Pro and HP Elite lines of business desktops and all-in-ones, retail POS systems, HP Thin Clients and HP ElitePad
Tablet PCs. Commercial PCs also include workstations, such as Z desktop workstations, Z all-in-ones and Z mobile workstations, that are
designed and optimized for high-performance and demanding application environments.
Consumer PCs. Consumer PCs include the HP Spectre, HP ENVY, HP Pavilion, HP Chromebooks and HP Split series of
multi-media consumer notebooks, consumer tablets, hybrids (detachable tablets) and desktops, as well as the TouchSmart line of touch-
enabled notebooks and all-in-one desktops. Consumer PCs also use the Compaq and Slate sub-brands for certain product offerings.
Printing
Printing provides consumer and commercial printer hardware, supplies, media, software and services, as well as scanning devices.
Printing is also focused on imaging solutions in the commercial markets. These solutions range from managed print services to areas such
as industrial applications, outdoor signage, and the graphic arts business. We group LaserJet, large format and Indigo printers into
commercial hardware and inkjet printers into consumer hardware when describing our performance in these markets.
Inkjet and Printing Solutions. Inkjet and Printing Solutions delivers our consumer and SMB inkjet solutions (hardware, supplies,
media, and web-connected hardware and services). It includes both single-function and all-in-one inkjet printers. Ongoing initiatives and
programs, such as Ink in the Office and Ink Advantage, and new initiatives, such as Instant Ink, provide innovative printing solutions to
consumers and SMBs. Our Ink in the Office initiative is focused on providing inkjet printing solutions to SMBs through our Officejet
Premium and Officejet Pro inkjet portfolio. Our Ink Advantage program aims to provide savings on the overall cost of printing in emerging
markets. HP Instant Ink is an ink replacement service that allows customers to pay a monthly fee to print a specified number of pages per
month.
LaserJet and Enterprise Solutions. LaserJet and Enterprise Solutions delivers our commercial and LaserJet products, services and
solutions to the SMB and enterprise segments. Those products, services and solutions include LaserJet printers and supplies (toner), multi
function devices, scanners, web-connected hardware, managed services, and enterprise software solutions, such as Exstream Software and
Web Jetadmin. Our managed services include managed service products, support and solutions delivered to SMB and enterprise customers
partnering with third-party software providers to offer workflow solutions.

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Graphics Solutions. Graphics Solutions offers large format printing (Designjet and Scitex) and supplies, Indigo digital presses and
supplies, inkjet high-speed production solutions and supplies, specialty printing systems and graphics services. Graphic Solutions targets
print service providers, architects, engineers, designers, photofinishers and industrial solution providers.
Software and Web Services. Software and Web Services delivers a suite of offerings, including photo-storage and printing offerings
(such as Snapfish), document storage, entertainment services, web-connected printing, and PC back-up and related services.
Enterprise Group
EG provides a broad portfolio of enterprise technology infrastructure solutions for a variety of operating environments that address a
wide range of customer challenges, including the need to increase agility and accelerate innovation in order to drive revenue, manage risk
and lower costs. Our enterprise technology infrastructure portfolio of servers, storage, networking and technology services combined with
HP's Cloud solutions allows customers to adopt a holistic approach to building a technology infrastructure that supports their current
business and consumer demands and next generation applications and web services. HP's Converged Systems portfolio simplifies IT
through quick deployment, intuitive management and system-level support. Optimized for key workloads such as virtualization, cloud and
big data, these complete, integrated solutions enable organizations of all sizes to efficiently utilize IT staffing resources and deploy
applications faster.
Industry Standard Servers. Industry Standard Servers offers entry-level through premium ProLiant servers, which run primarily
Windows, Linux and virtualization platforms from software providers, such as Microsoft Corporation and VMware, Inc., and open sourced
software from other major vendors while leveraging x86 processors from Intel and AMD. The business spans a range of server product
lines, including microservers, towers, traditional rack, density-optimized rack and blades, as well as hyperscale solutions for large,
distributed computing companies who buy and deploy nodes at a massive scale. In fiscal 2013, we launched our HP Moonshot servers that
operate on ARM-based and Intel Atom-based processors and offer reduced cost, space, energy and complexity compared to some
traditional servers.
Business Critical Systems. Business Critical Systems delivers our mission-critical systems with a portfolio of HP Integrity servers
based on the Intel Itanium processor that run the HP-UX and OpenVMS operating systems, as well as HP Integrity NonStop solutions. Our
Integrity servers feature scalable blades built on a blade infrastructure with our unique Blade Link technology and the Superdome 2 server
solution. Business Critical Systems also offers our mission critical x86 ProLiant servers for scalability of systems that have more than four
industry standard processors.
Storage. Our storage offerings include storage platforms for enterprise and SMB environments. Our flagship product is the HP 3PA
StoreServ Storage Platform, which is designed for virtualization, cloud and IT-as-a-service. Traditional Storage solutions include tape,
storage networking and legacy external disk products such as EVA and XP. Converged Storage solutions include 3PAR, StoreOnce,
StoreVirtual and StoreAll products. These offerings enable customers to optimize their existing storage systems, build new virtualization
solutions and plan their transition to cloud computing.
Networking. Our switch, router and wireless LAN products deliver open, scalable, secure, agile and consistent solutions for data
center, campus and branch networks. Our networking solutions are based on our FlexNetwork architecture, which is designed to enable
simplified server virtualization, unified communications and multi-media application delivery for the enterprise. Software-defined
networking provides an end-to-end solution to automate the network from data center to campus and branch.

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