Calculation of Net Earnings Per Share HP's basic earnings per share (EPS) were calculated based on net earnings and the weightedaverage number of shares outstanding during the reporting period. The diluted earnings per share for the three-month period ended October 31, 2002 and the historical HP three- and- twelve month periods ended October 31, 2001 includes additional dilution from potential issuance of common stock, such as stock issuable pursuant to exercise of stock options outstanding and the conversion of debt. The combined company diluted earnings per share for the twelve-month period ended October 31, 2002 and for the three- and twelve-month periods ended October 31, 2001 are calculated based only on the weighted average number of shares outstanding during each reporting period as the inclusion of common stock equivalents, such as stock issuable pursuant to the exercise of stock options outstanding and the conversion of debt, would have been antidilutive. The weighted average number of shares is presented for HP as follows: • GAAP includes the shares issued in the Compaq merger in the weighted average share calculation from May 3, 2002 (the date of acquisition). • Combined Company (“CC”) includes the shares issued in the Compaq merger in the weighted average share calculation as if the merger occurred at the beginning of the periods presented. The weighted average number of shares outstanding for the twelve-month period ended October 31, 2002 and for the three- and twelve-month periods ended October 31, 2001 combined the weighted average number of shares of HP common stock outstanding and the weighted average number of shares of Compaq common stock outstanding multiplied by the exchange ratio of 0.6325. • Historical HP information is presented for the three- and twelve-month periods ended October 31, 2001 and does not include any shares issued in the Compaq merger. For more information on each of these presentations please refer to their respective financial statements. November 20, 2002 Page 2 (In millions except per share amounts) (Unaudited) Three months ended October 31, 2002 2001 2001 (Combined (Historical (GAAP) Company) HP) Numerator: Net earnings (loss) before extraordinary item Adjustment for interest expense on convertible notes, net of income tax effect Net earnings (loss) before extraordinary item, adjusted Extraordinary item - gain on early extinguishment of debt, net of taxes Net earnings (loss), adjusted $ Diluted net earnings (loss) per share: Net earnings (loss) before extraordinary item Extraordinary item - gain on early extinguishment of debt, net of taxes Net earnings (loss) (518) $ $ 390 $ - 390 Weighted-average shares used to compute diluted EPS Net earnings (loss) $ - Denominator: Weighted-average shares used to compute basic EPS Effect of dilutive securities: Dilutive options and other stock-based awards Zero-coupon subordinated convertible notes Dilutive potential common shares Basic net earnings (loss) per share: Net earnings (loss) before extraordinary item Extraordinary item - gain on early extinguishment of debt, net of taxes 390 3 (518) $ 13 (505) 84 87 $ 13 100 3,047 3,009 1,936 1 1 - 11 13 24 3,048 3,009 1,960 0.13 $ (0.17) - $ - 0.04 0.01 $ 0.13 $ (0.17) $ 0.05 $ 0.13 $ (0.17) $ 0.04 $ 0.13 $ (0.17) 0.01 $ 0.05 Twelve months ended October 31, _ 2002 2001 (GAAP) (GAAP)_ Numerator: Net (loss) earnings before extraordinary item and cumulative effect of change in accounting principle Adjustment for interest expense on convertible notes, net of income tax effect Net (loss) earnings before extraordinary item and cumulative effect of change in accounting principle, adjusted Extraordinary item - gain on early extinguishment of debt, net of taxes Cumulative effect of change in accounting principle, net of taxes Net (loss) earnings, adjusted $ (923) $ - 16 (923) 640 20 $ (903) 624 56 $ (272) 424 November 20, 2002 Page 3 Denominator: Weighted-average shares used to compute basic EPS Effect of dilutive securities: Dilutive options and other stock-based awards Zero-coupon subordinated convertible notes Dilutive potential common shares Weighted-average shares used to compute diluted EPS Basic net (loss) earnings per share: Net (loss) earnings before extraordinary item and cumulative effect of change in accounting principle Extraordinary item - gain on early extinguishment of debt, net of taxes Cumulative effect of change in accounting principle, net of taxes Net (loss) earnings Diluted net (loss) earnings per share: Net (loss) earnings before extraordinary item and cumulative effect of change in accounting principle Extraordinary item - gain on early extinguishment of debt, net of taxes Cumulative effect of change in accounting principle, net of taxes Net (loss) earnings $ 2,499 1,936 - 20 18 38 2,499 1,974 (0.37) $ 0.01 0.32 0.03 - (0.14) $ (0.36) $ 0.21 $ (0.37) $ 0.32 0.01 $ 0.03 - (0.14) (0.36) $ 0.21 (In millions except per share amounts) (Unaudited) Twelve months ended October 31, 2002 2001 (CC) (CC) Numerator: Net (loss) earnings before extraordinary item and cumulative effect of change in accounting principle Adjustment for interest expense on convertible notes, net of income tax effect Net (loss) earnings before extraordinary item and cumulative effect of change in accounting principle, adjusted Extraordinary item - gain on early extinguishment of debt, net of taxes Cumulative effect of change in accounting principle, net of taxes Net (loss) earnings, adjusted Denominator: Weighted-average shares used to compute basic EPS Effect of dilutive securities: Dilutive options and other stock-based awards Zero-coupon subordinated convertible notes Dilutive potential common shares Weighted-average shares used to compute diluted EPS $ (948) $ - - (948) (1,045) 20 $ (928) (1,045) 56 $ (492) (1,481) 3,031 3,004 - - 3,031 3,004 November 20, 2002 Page 4 Basic net (loss) earnings per share: Net (loss) earnings before extraordinary item and cumulative effect of change in accounting principle Extraordinary item - gain on early extinguishment of debt, net of taxes Cumulative effect of change in accounting principle, net of taxes Net (loss) earnings Diluted net (loss) earnings per share: Net (loss) earnings before extraordinary item and cumulative effect of change in accounting principle Extraordinary item - gain on early extinguishment of debt, net of taxes Cumulative effect of change in accounting principle, net of taxes Net (loss) earnings $ (0.31) $ (0.35) 0.01 0.02 $ (0.30) $ (0.31) (0.16) $ $ 0.01 (0.30) (0.35) 0.02 $ (0.49) (0.16) $ (0.49) Calculation of Pro Forma Net Earnings Per Share HP's basic pro forma earnings per share (EPS) were calculated based on adjusted net earnings and the weighted-average number of shares outstanding during the reporting period. HP’s diluted pro forma EPS included additional dilution from potential issuance of common stock, such as stock issuable pursuant to exercise of stock options outstanding and the conversion of debt. The weighted average number of shares in the pro forma EPS calculation includes the shares issued in the Compaq merger as if the merger occurred at the beginning of the periods presented. The weighted average number of shares outstanding for the twelve-month period ended October 31, 2002 and for the three- and twelve-month periods ended October 31, 2001 combined the weighted average number of shares of HP common stock outstanding and the weighted average number of shares of Compaq common stock outstanding multiplied by the exchange ratio of 0.6325. For more information on this presentation please refer to the respective financial statements. November 20, 2002 Page 5 (In millions except per share data) (Unaudited) Numerator: Net earnings before extraordinary item Adjustment for interest expense on convertible notes, net of income tax effect Net earnings before extraordinary item, adjusted Three months ended October 31,_ 2002 2001 $ $ 1 $ Denominator: Weighted-average shares used to compute basic EPS Effect of dilutive securities: Dilutive options and other stock-based awards Zero-coupon subordinated convertible notes Dilutive potential common shares Weighted-average shares used to compute diluted EPS Net earnings per share before extraordinary item: Basic Diluted 721 $ $ 238 3 722 $ 241 3,047 3,009 1 8 9 18 13 31 3,056 3,040 0.24 0.24 $ $ 0.08 0.08 The pro forma amounts above have been adjusted to exclude the following items: Cost of Sales: Acquisition-related inventory write-downs Other costs and expenses: Amortization of goodwill and purchased intangible assets Restructuring charges In-process research and development charges Acquisition-related charges: Employee retention charges Other acquisition-related charges Total acquisition-related charges Total adjustments to other costs and expenses Net investment losses Gain on divestiture - 151 150 - 181 282 16 90 55 145 8 8 446 487 38 605 - Income tax effect Total pro forma adjustments 10 (78) (163) $ 331 (258) $ 756 November 20, 2002 Page 6 (In millions except per share data) (Unaudited) Numerator: Net earnings before extraordinary item and cumulative effect of change in accounting principle Adjustment for interest expense on convertible notes, net of income tax effect Net earnings before extraordinary item and cumulative effect of change in accounting principle, adjusted Twelve months ended October 31,__ 2002 2001 $ $ 6 $ Denominator: Weighted-average shares used to compute basic EPS Effect of dilutive securities: Dilutive options and other stock-based awards Zero-coupon subordinated convertible notes Dilutive potential common shares Weighted-average shares used to compute diluted EPS Net earnings per share before extraordinary item and cumulative effect of change in accounting principle: Basic Diluted 2,409 $ $ 2,415 2,485 16 $ 2,501 3,031 3,004 12 8 20 35 18 53 3,051 3,057 0.79 0.79 $ $ 0.83 0.82 The pro forma amounts above have been adjusted to exclude the following items: Cost of sales: Acquisition-related inventory write-down Litigation settlement Total adjustments to cost of sales $ Other costs and expenses: Amortization of goodwill and purchased intangible assets Restructuring charges In-process research and development charges Acquisition-related charges: Employee retention charges Other acquisition-related charges Total acquisition-related charges 147 147 $ 17 17 664 1,780 793 698 1,040 35 412 360 772 33 33 4,009 81 1,887 Net investment losses 100 2,603 Litigation settlement (14) Litigation settlement Total adjustments to other costs and expenses Net loss on divestitures - Income tax effect Total pro forma adjustments 400 53 (885) $ 3,357 (1,430) $ 3,530 November 20, 2002 Page 7 HEWLETT-PACKARD COMPANY AND SUBSIDIARIES SEGMENT INFORMATION (Unaudited) (In millions) Net revenue (which includes intersegment revenue) and earnings (loss) from operations for each segment are provided in the tables below: Three months ended October 31, 2001(b),(c) 2001(c),(d) (Combined (Historical Company) HP) 2002(a) Net revenue: Imaging and Printing Group Personal Systems Group Enterprise Systems Group HP Services Financing Other(e) Total segments $ Eliminations / Other Total HP Consolidated 5,596 5,051 4,065 3,090 537 18,339 $ (291) 4,987 5,378 4,280 3,185 540 2 18,372 $ (204) 4,987 2,174 1,937 1,544 365 2 11,009 (133) $ 18,048 $ 18,168 $ 10,876 $ $ $ Earnings (loss) from operations: Imaging and Printing Group Personal Systems Group Enterprise Systems Group HP Services Financing Other(e) Total segments Eliminations / Other Total HP Consolidated 926 (87) (152) 381 (101) 967 (542) $ 425 490 (377) (299) 421 (50) 6 191 (377) $ (186) 490 (111) (136) 169 (51) 6 367 (245) $ 122 (a) Segment information for the three months ended October 31, 2002 includes the results of Compaq for the entire quarter. (b) Combined company segment information for the three months ended October 31, 2001 includes the results of Compaq as if the merger had taken place as of the beginning of the period presented. Due to different fiscal period ends for HP and Compaq, the combined company segment information for the three months ended October 31, 2001 includes the historical results of HP for the three months ended October 31, 2001 and the historical results of Compaq for the three months ended September 30, 2001. (c) Certain reclassifications have been made to prior year balances to conform to the current year presentation. (d) The historical HP segment information for the three months ended October 31, 2001 includes only the results of pre-merger HP. (e) Other consists of the results of VeriFone prior to its divestiture in the third quarter of fiscal 2001. November 20, 2002 Page 8 HEWLETT-PACKARD COMPANY AND SUBSIDIARIES SEGMENT INFORMATION (Unaudited) (In millions) Net revenue (which includes intersegment revenue) and earnings (loss) from operations for each segment are provided in the tables below: Twelve months ended October 31, 2002(a) 2001(b),(c) Percent increase/ (decrease) Net revenue: Imaging and Printing Group Personal Systems Group Enterprise Systems Group HP Services Financing Other (d) Total Segments $ 20,324 14,733 11,400 9,095 1,707 57,259 Eliminations / Other Total HP Consolidated $ 19,426 10,117 8,395 6,124 1,454 245 45,761 (671) 5 46 36 49 17 NM (535) $ 56,588 $ 45,226 $ $ 25 Earnings (loss) from operations: Imaging and Printing Group Personal Systems Group Enterprise Systems Group HP Services Financing Other (d) Total Segments Eliminations / Other Total HP Consolidated 3,249 (401) (968) 1,022 (140) 2,762 (3,774) $ (1,012) 1,869 (412) (291) 647 (179) (71) 1,563 74 3 (233) 58 22 NM (124) $ 1,439 (170) NM – Not meaningful (a) Segment information for the twelve months ended October 31, 2002 includes the results of Compaq from May 3, 2002 (the acquisition date). (b) Segment information for the twelve months ended October 31, 2001 includes only the results of pre-merger HP. (c) Certain reclassifications have been made to prior year balances to conform to the current year presentation. (d) Other consists of the results of VeriFone prior to its divestiture in the third quarter of fiscal 2001. November 20, 2002 Page 9 HEWLETT-PACKARD COMPANY AND SUBSIDIARIES COMBINED COMPANY SEGMENT INFORMATION (Unaudited) (In millions) Net revenue (which includes intersegment revenue) and earnings (loss) from operations for each segment are provided in the tables below: Twelve months ended October 31, 2002(a) 2001(b),(c) Percent increase/ (decrease) Net revenue: Imaging and Printing Group Personal Systems Group Enterprise Systems Group HP Services Financing Other (d) Total Segments $ 20,326 21,962 16,449 12,411 2,088 73,236 Eliminations / Other Total HP Consolidated $ 19,470 26,800 20,486 12,846 2,126 245 81,973 (890) 4 (18) (20) (3) (2) NM (868) $ 72,346 $ 81,105 $ $ (11) Earnings (loss) from operations: Imaging and Printing Group Personal Systems Group Enterprise Systems Group HP Services Financing Other (d) Total Segments Eliminations / Other Total HP Consolidated 3,248 (532) (912) 1,443 (133) 3,114 (4,132) $ (1,018) 1,876 (977) 279 1,586 (164) (71) 2,529 73 46 (427) (9) 19 NM (1,429) $ 1,100 (193) NM – Not meaningful (a) The combined company segment information for the twelve months ended October 31, 2002 includes the results of Compaq as if the merger had taken place as of the beginning of the period presented. Due to different fiscal period ends for HP and Compaq, the combined company segment information for the twelve months ended October 31, 2002 includes the results of HP (standalone) for the twelve months ended October 31, 2002 and the historical quarterly results of Compaq for the six months ended March 31, 2002 and for the period from May 3, 2002 (the acquisition date) to October 31, 2002. (b) The combined company segment information for the twelve months ended October 31, 2001 includes the results of Compaq as if the merger had taken place as of the beginning of the period presented. Due to different fiscal period ends for HP and Compaq, the combined company segment information for the twelve months ended October 31, 2001 includes the historical results of HP for the twelve months ended October 31, 2001 and the historical quarterly results of Compaq for the twelve months ended September 30, 2001. (c) Certain reclassifications have been made to prior year balances to conform to the current year presentation. (d) Other consists of the results of VeriFone prior to its divestiture in the third quarter of fiscal 2001. November 20, 2002 Page 10 Selected Financial Information (In millions except for ratios) (Unaudited) Three months ended October 31,_ 2002 2001 Investment in property, plant and equipment, net of dispositions Depreciation and amortization Issuance of common stock (including non-cash issuances) Repurchase of common stock Dividends paid $ $ 366 709 $ $ 100 364 $ $ $ 21 125 244 $ $ $ 369 202 155 Twelve months ended October 31, _ 2002 2001 Investment in property, plant and equipment, net of dispositions Depreciation and amortization Issuance of common stock (including non-cash issuances) Repurchase of common stock Dividends paid $ $ 1,321 2,119 $ $ 1,080 1,369 $ 25,096 $ 671 $ 800 $ $ $ 1,233 1,240 621 October 31 2002 Long-term cash investments $ 366 Trade and current financing receivables as a percentage of net revenue July 31, 2002 $ 481 October 31, 2001 $ 1,427 16.5% 15.8% 14.8% Inventory as a percentage of net revenue 8.0% 7.7% 11.5% Net property, plant and equipment as a percentage of net revenue 9.6% 9.8% 9.7% Combined Company Selected Financial Information (In millions except for ratios) (Unaudited) Three months ended October 31,_ 2002 2001_ Investment in property, plant and equipment,net of dispositions Depreciation and amortization Issuance of common stock (including non-cash issuances) Repurchase of common stock Dividends paid $ $ 366 709 $ $ 272 698 $ $ $ 21 125 244 $ $ $ 382 223 197 November 20, 2002 Page 11 Twelve months ended October 31, _ 2002 2001 Investment in property, plant and equipment, net of dispositions Depreciation and amortization Issuance of common stock (including non-cash issuances) Repurchase of common stock Dividends paid $ $ 1,659 2,777 $ $ 2,204 2,754 $ 25,258 $ 680 $ 885 $ $ $ 1,388 1,661 790 October 31, 2002 Long-term cash investments $ Trade and current financing receivables as a percentage of net revenue 366 July 31, 2002 $ 481 October 31, 2001 $ 549 16.5% 15.8% 16.1% Inventory as a percentage of net revenue 8.0% 7.7% 8.4% Net property, plant and equipment as a percentage of net revenue 9.6% 9.8% 9.4% Geographic Revenue Growth Comparison (Unaudited) % Growth Q4’02 vs Q4’01 U.S. Europe Asia Pacific Rest of Americas HP Total % Growth Q4’02 vs Q3’02 88.6% 65.3% 68.5% (7.7)% 8.7% 13.6% 5.7% (2.8)% 65.9% 9.1% Combined Company Geographic Revenue Growth Comparison (Unaudited) % Growth Q4’02 vs Q4’01 U.S. Europe Asia Pacific Rest of Americas HP Total % Growth Q4’02 vs Q3’02 8.6% 3.0% (1.8)% (42.8)% 8.7% 13.6% 5.7% (2.8)% (0.7)% 9.1%