UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 | |||
FORM | |||
CURRENT REPORT | |||
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |||
Date of Report (Date of Earliest Event Reported) | |||
HEWLETT PACKARD ENTERPRISE COMPANY | |||
(Exact name of registrant as specified in its charter) | |||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
(Address of principal executive offices) | (Zip code) |
(Registrant’s telephone number, including area code) |
Securities registered pursuant to Section 12(b) of the Exchange Act: | ||||
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Emerging growth company | |
☐ | If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. |
Item 1.01 | Entry into a Material Definitive Agreement. |
On October 30, 2019, Hewlett Packard Enterprise Company (“HPE”) and HP Inc. (“HPI” and together with HPE, the “parties”) entered into an agreement (the “Termination Agreement”) to terminate the Tax Matters Agreement, dated October 31, 2015, between HPE and HPI (the “Tax Matters Agreement”), and certain ancillary tax agreements, effective as of October 30, 2019. The Tax Matters Agreement was entered into in connection with the separation (the “Separation”) of HPE from HPI (formerly Hewlett-Packard Company). The Tax Matters Agreement governed the parties’ respective rights, responsibilities and obligations with respect to taxes, tax attributes, the preparation and filing of tax returns, the control of audits and other tax proceedings, and assistance and cooperation in respect of certain pre-Separation tax matters. Under the Termination Agreement, HPI has agreed to pay HPE (i) $200.0 million on or before October 31, 2019, (ii) $50.0 million on or before October 31, 2020, and (iii) $50.0 million on or before October 31, 2021. HPE and HPI also agreed to release each other from certain claims and liabilities arising out of or related to the Tax Matters Agreement. The description of the terms and conditions of the Termination Agreement set forth herein is not intended to be complete and is qualified in its entirety by reference to the text of the Termination Agreement, a copy of which HPE intends to file as an Exhibit to HPE's next Annual Report on Form 10-K. | |
Item 1.02 | Termination of a Material Definitive Agreement. |
The information described above under “Item 1.01. Entry into a Material Definitive Agreement.” is hereby incorporated by reference into this Item 1.02. |
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. | ||||
HEWLETT PACKARD ENTERPRISE COMPANY | ||||
DATE: November 4, 2019 | By: | /s/ RISHI VARMA | ||
Name: | Rishi Varma | |||
Title: | Senior Vice President, General Counsel and Assistant Secretary | |||