Hewlett Packard Enterprise Company · NYSE:HPE
Hewlett Packard Enterprise — Merger or Acquisition (January 2024)
19 slides from Hewlett Packard Enterprise's merger presentation, Jan 10, 2024
Slide 1: Slide 1
Slide 2: Forward-looking statements
Forward-looking statements This presentation contains “forward-looking statements” within the meaning of the federal securities laws, including safe harbor provisions of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of th
Slide 3: Non-GAAP Financial Information
Non-GAAP Financial Information This presentation includes non-GAAP financial measures. HPE believes that providing certain non-GAAP financial measures, including guidance on such non-GAAP financial measures, in addition to the related GAAP measures provides investors with greater transparency to the
Slide 4: Slide 4
Slide 5: Supercharges HPE's edge-to-cloud strategy
Supercharges HPE’s edge-to-cloud strategy Al Move data within clouds and Accelerate data-intensive edge to multi-cloud scale-out workloads Securely connect High Performance people, devices, things Interconnect Fabric (both switching and smart NIC’s) Supercomputing Hewlett Packard -+ JUNIPer Enterpri
Slide 6: Strategic transaction transforms HPE
Strategic transaction transforms HPE + Accelerates HPE’s portfolio mix shift toward higher-growth, higher-margin businesses with large free cash flow Accelerates HPE’s Hybrid fesitentiel Cloud and Al strategy + Significantly accelerates HPE’s Al and Hybrid Cloud strategy with the i ion of HPE Aruba
Slide 7: Transaction substantially expands Edge & Networking TAM by ~30%
Transaction substantially expands Edge & Networking TAM by ~30% JUNIPEL ORNS Incremental addressable segments? Cloud-native campus & r branch Mist AlOps j DC and Switching T14 Cloud Networking Software Routers Firewall =< Hewlett Packard Enterprise Current addressable segments' Campus, Branch & WAN
Slide 8: Juniper is a leader in AI-driven, secure, and cloud delivered networking
Juniper is a leader in Al-driven, secure, and cloud delivered networking Experience-First strategy is driving our Experience-First Networking Enterprise growth story Al-Driven - Secured - Cloud Delivered juniper Mist Common AIO; AlOps ss sovenopMist AT [ie a> =. ait Solutions Al-Driven Automated Clo
Slide 9: Accelerates innovation across entire networking stack
Accelerates innovation across entire networking stack ' H H ' Hewlett Packard JUNIPEr i Hewlett Packard 4 Enterprise ' Enterprise WLAN i v v \ Wireless | H 7 = " « Strong presence in edge connectivity Private 5G i v v ; and campus switching Campus Switching i wv 4 A ; . Growing presence in data cent
Slide 10: Strong new HPE pro-forma financial profile
Strong new HPE pro-forma financial profile Select standalone and pro forma financial + Manageable leverage with IG commitment metrics g g vere JUNG Total Debt / LTM EBITDA Net Debt / LTM EBITDA FY 2023 Q3" es : Current Pro Forma® $ billions (10/31/23) (09/30/23) CoD ed) (as of (as of 10/31/23) SimhO
Slide 11: Accelerates HPE portfolio mix toward higher-margin, growth solutions
Accelerates HPE portfolio mix toward higher-margin, oeerarowlls solutions = Hewlett Packard Enterprise 2023 Pro-Forma’ 31% 37% 32% 2g 31% 56%4 Compute Ml Other? Includes HPE results for FY 2023 and Juniper results for LTM Seqment operating prof mis caluated based on segment operating poft and inal s
Slide 12: Transaction highlights
Transaction highlights $40 per share, in cash, representing $13.6 billion in equity value. Expected to be funded through combination of new debt, mandatory convertible preferred securities and cash on Structure & . , balance sheet. Financing ; a. if Supported at announcement via a $11.0 billion 364-
Slide 13: Key takeaways
Key takeaways Accelerates HPE’s edge-to-cloud strategy Creates industry leading networking portfolio, from edge-to-cloud Substantially increases total addressable market Accelerates HPE’s portfolio mix shift toward higher-growth, higher-margin businesses Compelling transaction for shareholders, accr
Slide 14: Appendix
Appendix 14
Slide 15: Financing structure & pro forma capitalization at close
Financing structure & pro forma capitalization at close $11.0 billion 364-day facility planned to be taken out with $6.5 billion of new senior notes, $1.5 billion of mandatory convertible preferred securities, and $3.0 billion of cash iaDeps2 SUERTE Expectation to receive cash proceeds from H3C sale
Slide 16: Reconciliation of GAAP Gross Profit to Non-GAAP Gross Profit
Reconciliation of GAAP Gross Profit to Non-GAAP Gross Profit Hewlett Packard Enterprise $ millions GAAP Gross Profit Non-GAAP adjustments: Amortization of purchased intangible assets Stock-based compensation expense Disaster (recovery) charges Other Non-GAAP Gross Profit 4, Includes HPE financials f
Slide 17: Reconciliation of Operating Income to Non-GAAP Operating Income and EBITDA
Reconciliation of Operating Income to Non-GAAP Operating Income and EBITDA JUNIRES a FY’23A $ millions (10/31/23)1 GAAP Operating Income $2,089 Amortization of intangible assets 288 Transformation costs 283 Disaster (recovery) charges (cP) Stock-based compensation expense 428 Restructuring charges -
Slide 18: Calculation of Total Debt and Net Debt
£ millions Notes payable and short-term borrowings Long-term debt Total GAAP debt Fair value adjustment related to hedged debt Unamortized debt issuance costs Total debt Cash Total net debt EBITDA Leverage Ratio — Total debt’ Leverage Ratio — Total net debt’ 1. Caloulated as total debt divided by EB
Slide 19: Reconciliation of Operating Cash Flow to Free Cash Flow
Reconciliation of Operating Cash Flow to Free Cash Flow Hewlett Packard Enterprise FY’23A $ millions (10/31/23)! Net cash provided by operating activities $4,428 Investment in property, plant and equipment (2,828) Proceeds from sale of property, plant and equipment 602 Effect of exchange rate change
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