ý
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Annual report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934
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¨
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Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934
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Delaware
|
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71-0415188
|
(State or other jurisdiction of
incorporation or organization)
|
|
(IRS Employer Identification No.)
|
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|
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702 S.W. 8th Street
Bentonville, Arkansas
|
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72716
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Title of each class
|
|
Name of each exchange on which registered
|
Common Stock, par value $0.10 per share
1.900% Notes Due 2022
2.550% Notes Due 2026
|
|
New York Stock Exchange
New York Stock Exchange
New York Stock Exchange
|
Large Accelerated Filer
|
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ý
|
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Accelerated Filer
|
|
o
|
Non-Accelerated Filer
|
|
o
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Smaller Reporting Company
|
|
o
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Emerging Growth Company
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o
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Document
|
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Parts Into Which Incorporated
|
Portions of the registrant's Proxy Statement for the Annual Meeting of Shareholders to be held June 5, 2019 (the "Proxy Statement")
|
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Part III
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Page
|
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||
|
||
|
|
|
|
|
|
•
|
the growth of our business or change in our competitive position in the future or in or over particular periods;
|
•
|
the amount, number, growth, increase, reduction or decrease in or over certain periods, of or in certain financial items or measures or operating measures, including our earnings per share, including as adjusted for certain items, net sales, comparable store and club sales, our Walmart U.S. operating segment's eCommerce sales, liabilities, expenses of certain categories, expense leverage, returns, capital and operating investments or expenditures of particular types, new store openings and investments in particular formats;
|
•
|
investments and capital expenditures we will make and how certain of those investments and capital expenditures are expected to be financed;
|
•
|
our increasing investments in eCommerce, technology, store remodels and other omni-channel customer initiatives, such as grocery pickup and delivery;
|
•
|
volatility in currency exchange rates and fuel prices affecting our or one of our segments' results of operations;
|
•
|
the Company continuing to provide returns to shareholders through share repurchases and dividends, the use of share repurchase authorization over a certain period or the source of funding of a certain portion of our share repurchases;
|
•
|
our sources of liquidity, including our cash, continuing to be adequate or sufficient to fund and finance our operations, expansion activities, dividends and share repurchases, to meet our cash needs and to fund our operations;
|
•
|
the insignificance of ineffective hedges; and reclassification of amounts related to our derivatives;
|
•
|
our effective tax rate for certain periods and the realization of certain net deferred tax assets and the effects of resolutions of tax-related matters;
|
•
|
the effect of adverse decisions in, or settlement of, litigation or other proceedings or investigations to which we are subject;
|
•
|
the effect on the Company's results of operations or financial condition of the Company's adoption of certain new, or amendments to existing, accounting standards; or
|
•
|
our commitments, intentions, plans or goals related to the sustainability of our environment and supply chains, the promotion of economic opportunity or other societal initiatives.
|
•
|
economic, geo-political, capital markets and business conditions, trends and events around the world and in the markets in which Walmart operates;
|
•
|
currency exchange rate fluctuations;
|
•
|
changes in market rates of interest;
|
•
|
changes in market levels of wages;
|
•
|
changes in the size of various markets, including eCommerce markets;
|
•
|
unemployment levels;
|
•
|
inflation or deflation, generally and in certain product categories;
|
•
|
transportation, energy and utility costs;
|
•
|
commodity prices, including the prices of oil and natural gas;
|
•
|
consumer confidence, disposable income, credit availability, spending levels, shopping patterns, debt levels, and demand for certain merchandise;
|
•
|
trends in consumer shopping habits around the world and in the markets in which Walmart operates;
|
•
|
consumer enrollment in health and drug insurance programs and such programs' reimbursement rates and drug formularies; and
|
•
|
initiatives of competitors, competitors' entry into and expansion in Walmart's markets, and competitive pressures;
|
•
|
the amount of Walmart's net sales and operating expenses denominated in U.S. dollar and various foreign currencies;
|
•
|
the financial performance of Walmart and each of its segments, including the amounts of Walmart's cash flow during various periods;
|
•
|
customer traffic and average ticket in Walmart's stores and clubs and on its eCommerce platforms;
|
•
|
the mix of merchandise Walmart sells and its customers purchase;
|
•
|
the availability of goods from suppliers and the cost of goods acquired from suppliers;
|
•
|
the effectiveness of the implementation and operation of Walmart's strategies, plans, programs and initiatives;
|
•
|
Walmart's ability to successfully integrate acquired businesses, including within the eCommerce space;
|
•
|
unexpected changes in Walmart's objectives and plans;
|
•
|
the amount of shrinkage Walmart experiences;
|
•
|
consumer acceptance of and response to Walmart's stores and clubs, eCommerce platforms, programs, merchandise offerings and delivery methods;
|
•
|
Walmart's gross profit margins, including pharmacy margins and margins of other product categories;
|
•
|
the selling prices of gasoline and diesel fuel;
|
•
|
disruption of seasonal buying patterns in Walmart's markets;
|
•
|
Walmart's expenditures for Foreign Corrupt Practices Act ("FCPA") and other compliance-related matters including the adequacy of our accrual for our FCPA matter;
|
•
|
disruptions in Walmart's supply chain;
|
•
|
cybersecurity events affecting Walmart and related costs and impact of any disruption in business;
|
•
|
Walmart's labor costs, including healthcare and other benefit costs;
|
•
|
Walmart's casualty and accident-related costs and insurance costs;
|
•
|
the size of and turnover in Walmart's workforce and the number of associates at various pay levels within that workforce;
|
•
|
the availability of necessary personnel to staff Walmart's stores, clubs and other facilities;
|
•
|
developments in, and the outcome of, legal and regulatory proceedings and investigations to which Walmart is a party or is subject, and the liabilities, obligations and expenses, if any, that Walmart may incur in connection therewith;
|
•
|
changes in the credit ratings assigned to the Company's commercial paper and debt securities by credit rating agencies;
|
•
|
Walmart's effective tax rate; and
|
•
|
unanticipated changes in accounting judgments and estimates;
|
•
|
changes in existing tax, labor and other laws and changes in tax rates, including the enactment of laws and the adoption and interpretation of administrative rules and regulations;
|
•
|
the imposition of new taxes on imports and new tariffs and changes in existing tariff rates;
|
•
|
the imposition of new trade restrictions and changes in existing trade restrictions;
|
•
|
adoption or creation of new, and modification of existing, governmental policies, programs and initiatives in the markets in which Walmart operates and elsewhere and actions with respect to such policies, programs and initiatives;
|
•
|
changes in currency control laws;
|
•
|
changes in the level of public assistance payments;
|
•
|
one or more prolonged federal government shutdowns;
|
•
|
the timing and amount of federal income tax refunds;
|
•
|
natural disasters, public health emergencies, civil disturbances, and terrorist attacks; and
|
•
|
changes in generally accepted accounting principles in the United States.
|
ITEM 1.
|
BUSINESS
|
|
|
Minimum Square Feet
|
|
Maximum Square Feet
|
|
Average Square Feet
|
|||
Supercenters (general merchandise and grocery)
|
|
69,000
|
|
|
260,000
|
|
|
178,000
|
|
Discount stores (general merchandise and limited grocery)
|
|
30,000
|
|
|
206,000
|
|
|
105,000
|
|
Neighborhood markets
(1)
(grocery)
|
|
28,000
|
|
|
65,000
|
|
|
42,000
|
|
(1)
|
Excludes other small formats.
|
|
|
Supercenters
|
|
Discount Stores
|
||||||||||||||||||||||||||
Fiscal Year
|
|
Opened
|
|
Closed
|
|
Conversions
(1)
|
|
Total
(2)
|
|
Square
Feet
(2)
|
|
Opened
|
|
Closed
|
|
Conversions
(1)
|
|
Total
(2)
|
|
Square
Feet
(2)
|
||||||||||
Balance forward
|
|
|
|
|
|
|
|
3,288
|
|
|
589,858
|
|
|
|
|
|
|
|
|
508
|
|
|
53,496
|
|
||||||
2015
|
|
79
|
|
|
—
|
|
|
40
|
|
|
3,407
|
|
|
607,415
|
|
|
2
|
|
|
—
|
|
|
(40
|
)
|
|
470
|
|
|
49,327
|
|
2016
|
|
55
|
|
|
(16
|
)
|
|
19
|
|
|
3,465
|
|
|
616,428
|
|
|
—
|
|
|
(9
|
)
|
|
(19
|
)
|
|
442
|
|
|
45,991
|
|
2017
|
|
38
|
|
|
(2
|
)
|
|
21
|
|
|
3,522
|
|
|
625,930
|
|
|
—
|
|
|
(6
|
)
|
|
(21
|
)
|
|
415
|
|
|
43,347
|
|
2018
|
|
30
|
|
|
—
|
|
|
9
|
|
|
3,561
|
|
|
632,479
|
|
|
—
|
|
|
(6
|
)
|
|
(9
|
)
|
|
400
|
|
|
41,926
|
|
2019
|
|
6
|
|
|
(2
|
)
|
|
5
|
|
|
3,570
|
|
|
634,198
|
|
|
1
|
|
|
(10
|
)
|
|
(5
|
)
|
|
386
|
|
|
40,626
|
|
|
|
Neighborhood Markets and Other Small Formats
|
|
|
|
Total Segment
|
|||||||||||||||||||||||
Fiscal Year
|
|
Opened and acquired
(3)
|
|
Closed
|
|
Conversions
(1)
|
|
Total
(2)
|
|
Square
Feet
(2)
|
|
|
|
Opened and acquired
(3)(4)
|
|
Closed
|
|
Total
(2)
|
|
Square
Feet
(2)
|
|||||||||
Balance forward
|
|
|
|
|
|
|
|
407
|
|
|
15,778
|
|
|
|
|
|
|
|
|
4,203
|
|
|
659,132
|
|
|||||
2015
|
|
235
|
|
|
(3
|
)
|
|
—
|
|
|
639
|
|
|
23,370
|
|
|
|
|
316
|
|
|
(3
|
)
|
|
4,516
|
|
|
680,112
|
|
2016
|
|
161
|
|
|
(133
|
)
|
|
—
|
|
|
667
|
|
|
27,228
|
|
|
|
|
216
|
|
|
(158
|
)
|
|
4,574
|
|
|
689,647
|
|
2017
|
|
73
|
|
|
(5
|
)
|
|
—
|
|
|
735
|
|
|
30,012
|
|
|
|
|
111
|
|
|
(13
|
)
|
|
4,672
|
|
|
699,289
|
|
2018
|
|
85
|
|
|
(20
|
)
|
|
—
|
|
|
800
|
|
|
30,111
|
|
|
|
|
115
|
|
|
(26
|
)
|
|
4,761
|
|
|
704,516
|
|
2019
|
|
24
|
|
|
(11
|
)
|
|
—
|
|
|
813
|
|
|
29,895
|
|
|
|
|
31
|
|
|
(23
|
)
|
|
4,769
|
|
|
704,719
|
|
(1)
|
Conversions of discount stores or neighborhood markets to supercenters.
|
(2)
|
"Total" and "Square Feet" columns are as of January 31 for the years shown. "Square Feet" columns are reported in thousands.
|
(3)
|
Includes acquired retail locations related to Walmart U.S. eCommerce brands
|
(4)
|
Total opened, net of conversions of discount stores or neighborhood markets to supercenters.
|
•
|
Grocery consists of a full line of grocery items, including meat, produce, natural & organics, deli & bakery, dairy, frozen foods, alcoholic and nonalcoholic beverages, floral and dry grocery, as well as consumables such as health and beauty aids, baby products, household chemicals, paper goods and pet supplies;
|
•
|
Health and wellness includes pharmacy, optical services, clinical services, and over-the-counter drugs and other medical products;
|
•
|
General merchandise includes:
|
◦
|
Entertainment (e.g., electronics, cameras and supplies, photo processing services, wireless, movies, music, video games and books);
|
◦
|
Hardlines (e.g., stationery, automotive, hardware and paint, sporting goods, outdoor living and horticulture);
|
◦
|
Apparel (e.g., apparel for women, girls, men, boys and infants, as well as shoes, jewelry and accessories); and
|
◦
|
Home/Seasonal (e.g., home furnishings, housewares and small appliances, bedding, home decor, toys, fabrics and crafts and seasonal merchandise).
|
•
|
EDLP: our pricing philosophy under which we price items at a low price every day so our customers trust that our prices will not change under frequent promotional activity;
|
•
|
EDLC: everyday low cost is our commitment to control expenses so our cost savings can be passed along to our customers; and
|
•
|
Omni-channel offerings such as Walmart Pickup, where a customer places an order online and picks it up for free from a store; Pickup Today, where a customer places an order online and picks it up for free from a store; Grocery Delivery, where a customer places a grocery order online and has it delivered; or Grocery Pickup, where a customer places a grocery order online and picks it up at one of our participating stores or remote locations.
|
•
|
Acquisition of a majority stake of Flipkart in August 2018 for $16 billion, or
$13.8 billion
net of cash acquired. We began consolidating Flipkart's results in the third quarter of fiscal 2019,
using a one-month lag
.
The ongoing operations negatively impacted fiscal 2019 net income and this negative impact will continue in fiscal 2020.
|
•
|
Proposed combination of J Sainsbury plc and Asda Group Limited ("Asda"), our wholly-owned United Kingdom retail subsidiary. Under the terms, we would receive approximately 42 percent of the share capital of the combined company and approximately £3.0 billion in cash, subject to customary closing adjustments, while retaining obligations under the Asda
defined benefit pension plan
. Due to a complex regulatory review process, the outcome of which is uncertain and may take some time to complete, the held for sale classification criteria for the disposal group has not been met as of January 31, 2019. Further, there can be no assurance as to whether regulatory approval will be obtained or the proposed combination will be consummated. In the future, if the held for sale classification criteria is met for the disposal group, we expect to recognize a loss, the amount of which may fluctuate based on the changes in the value of share capital received and foreign exchange rates.
|
•
|
Divestiture of 80 percent of Walmart Brazil to Advent International (“Advent”) in August 2018. Advent agreed to contribute additional capital to the business over a three-year period and we agreed to indemnify Advent for certain pre-closing tax and legal contingencies and other matters. We
recorded a pre-tax net loss of
$4.8 billion in fiscal 2019 for the sale, of which
$2.0 billion
related to cumulative foreign currency translation loss which was reclassified from accumulated other comprehensive loss.
|
•
|
Consistent with our focus on core retail capabilities, the divestiture of the Walmart Chile
banking operations
in December 2018 and the proposed divestiture of the Walmart Canada
banking operations
, classified as held for sale as of
January 31, 2019
.
|
|
|
Africa
|
|
Argentina
|
|
Brazil
(3)
|
|
Canada
|
|
Central
America
|
|
Chile
|
||||||||||||||||||||||||
Fiscal Year
|
|
Unit Count
|
|
Square Feet
|
|
Unit
Count
|
|
Square
Feet
|
|
Unit
Count
|
|
Square
Feet
|
|
Unit
Count
|
|
Square
Feet
|
|
Unit
Count
|
|
Square
Feet
|
|
Unit
Count
|
|
Square
Feet
|
||||||||||||
Balance forward
|
|
379
|
|
|
20,513
|
|
|
104
|
|
|
8,062
|
|
|
556
|
|
|
32,501
|
|
|
389
|
|
|
49,914
|
|
|
661
|
|
|
10,427
|
|
|
380
|
|
|
13,697
|
|
2015
|
|
396
|
|
|
21,223
|
|
|
105
|
|
|
8,119
|
|
|
557
|
|
|
33,028
|
|
|
394
|
|
|
50,927
|
|
|
690
|
|
|
11,094
|
|
|
404
|
|
|
14,762
|
|
2016
|
|
408
|
|
|
21,869
|
|
|
108
|
|
|
8,280
|
|
|
499
|
|
|
30,675
|
|
|
400
|
|
|
51,784
|
|
|
709
|
|
|
11,410
|
|
|
395
|
|
|
15,407
|
|
2017
|
|
412
|
|
|
22,542
|
|
|
107
|
|
|
8,264
|
|
|
498
|
|
|
30,642
|
|
|
410
|
|
|
53,088
|
|
|
731
|
|
|
11,770
|
|
|
363
|
|
|
15,260
|
|
2018
|
|
424
|
|
|
23,134
|
|
|
106
|
|
|
8,305
|
|
|
465
|
|
|
29,824
|
|
|
410
|
|
|
53,082
|
|
|
778
|
|
|
12,448
|
|
|
378
|
|
|
15,990
|
|
2019
|
|
436
|
|
|
24,317
|
|
|
92
|
|
|
8,095
|
|
|
—
|
|
|
—
|
|
|
411
|
|
|
53,167
|
|
|
811
|
|
|
12,978
|
|
|
371
|
|
|
16,411
|
|
(1)
|
"Unit Count" includes retail stores, wholesale clubs and other. Walmart International unit counts, with the exception of Canada, are as of December 31, to correspond with the fiscal year end of the related geographic market. Canada unit counts and square footage are as of January 31.
|
(2)
|
"Square Feet" columns are reported in thousands.
|
(3)
|
The Company sold the majority stake of Walmart Brazil in fiscal 2019.
|
|
|
China
|
|
India
|
|
Japan
|
|
Mexico
(4)
|
|
United
Kingdom
|
|
Total Segment
|
||||||||||||||||||||||||
Fiscal Year
|
|
Unit
Count
|
|
Square
Feet
|
|
Unit
Count
|
|
Square
Feet
|
|
Unit
Count
|
|
Square
Feet
|
|
Unit
Count
|
|
Square
Feet
|
|
Unit
Count
|
|
Square
Feet
|
|
Unit
Count
|
|
Square
Feet
|
||||||||||||
Balance forward
|
|
405
|
|
|
67,205
|
|
|
20
|
|
|
1,083
|
|
|
438
|
|
|
24,489
|
|
|
2,199
|
|
|
94,900
|
|
|
576
|
|
|
35,416
|
|
|
6,107
|
|
|
358,207
|
|
2015
|
|
411
|
|
|
68,269
|
|
|
20
|
|
|
1,083
|
|
|
431
|
|
|
24,429
|
|
|
2,290
|
|
|
98,419
|
|
|
592
|
|
|
36,277
|
|
|
6,290
|
|
|
367,630
|
|
2016
|
|
432
|
|
|
71,724
|
|
|
21
|
|
|
1,146
|
|
|
346
|
|
|
22,551
|
|
|
2,360
|
|
|
100,308
|
|
|
621
|
|
|
37,044
|
|
|
6,299
|
|
|
372,198
|
|
2017
|
|
439
|
|
|
73,172
|
|
|
20
|
|
|
1,091
|
|
|
341
|
|
|
21,921
|
|
|
2,411
|
|
|
101,681
|
|
|
631
|
|
|
37,338
|
|
|
6,363
|
|
|
376,769
|
|
2018
|
|
443
|
|
|
73,615
|
|
|
20
|
|
|
1,091
|
|
|
336
|
|
|
21,181
|
|
|
2,358
|
|
|
97,024
|
|
|
642
|
|
|
37,587
|
|
|
6,360
|
|
|
373,281
|
|
2019
|
|
443
|
|
|
71,543
|
|
|
22
|
|
|
1,204
|
|
|
332
|
|
|
20,290
|
|
|
2,442
|
|
|
98,623
|
|
|
633
|
|
|
37,582
|
|
|
5,993
|
|
|
344,210
|
|
(1)
|
"Unit Count" includes retail stores, wholesale clubs and other. Walmart International unit counts, with the exception of Canada, are as of December 31, to correspond with the fiscal year end of the related geographic market. Canada unit counts and square footage are as of January 31.
|
(2)
|
"Square Feet" columns are reported in thousands.
|
(4)
|
All periods presented exclude units and square feet for the Vips restaurant business. The Company completed the sale of the Vips restaurant business in fiscal 2015.
|
Geographic Market
|
|
Retail
|
|
Wholesale
|
|
Other
(2)
|
|
Total
|
||||
Africa
(3)
|
|
346
|
|
|
90
|
|
|
—
|
|
|
436
|
|
Argentina
|
|
92
|
|
|
—
|
|
|
—
|
|
|
92
|
|
Canada
|
|
411
|
|
|
—
|
|
|
—
|
|
|
411
|
|
Central America
(4)
|
|
811
|
|
|
—
|
|
|
—
|
|
|
811
|
|
Chile
|
|
363
|
|
|
8
|
|
|
—
|
|
|
371
|
|
China
|
|
420
|
|
|
23
|
|
|
—
|
|
|
443
|
|
India
|
|
—
|
|
|
22
|
|
|
—
|
|
|
22
|
|
Japan
|
|
332
|
|
|
—
|
|
|
—
|
|
|
332
|
|
Mexico
|
|
2,279
|
|
|
163
|
|
|
—
|
|
|
2,442
|
|
United Kingdom
|
|
615
|
|
|
—
|
|
|
18
|
|
|
633
|
|
Total
|
|
5,669
|
|
|
306
|
|
|
18
|
|
|
5,993
|
|
(1)
|
Walmart International unit counts, with the exception of Canada, are as of December 31,
2018
, to correspond with the balance sheet date of the related geographic market. Canada unit counts are as of
January 31, 2019
.
|
(2)
|
Other includes stand-alone gas stations.
|
(3)
|
Africa unit counts by country are Botswana (
11
), Ghana (
4
), Kenya (
2
), Lesotho (
3
), Malawi (
2
), Mozambique (
6
), Namibia (
4
), Nigeria (
5
), South Africa (
389
), Swaziland (
1
), Tanzania (
1
), Uganda (
1
) and Zambia (
7
).
|
(4)
|
Central America unit counts by country are Costa Rica (
256
), El Salvador (
97
), Guatemala (
250
), Honduras (
105
) and Nicaragua (
103
).
|
|
Plus Membership
|
|
Club Membership
|
Annual Membership Fee
|
$100
|
|
$45
|
Number of Add-on Memberships ($40 each)
|
Up to 16
|
|
Up to 8
|
Eligible for Cash Rewards
|
Yes
|
|
No
|
Fiscal Year
|
|
Opened
|
|
Closed
|
|
Total
(1)
|
|
Square
Feet
(1)
|
||||
Balance forward
|
|
|
|
|
|
632
|
|
|
84,382
|
|
||
2015
|
|
16
|
|
|
(1
|
)
|
|
647
|
|
|
86,510
|
|
2016
|
|
8
|
|
|
—
|
|
|
655
|
|
|
87,552
|
|
2017
|
|
9
|
|
|
(4
|
)
|
|
660
|
|
|
88,376
|
|
2018
|
|
4
|
|
|
(67
|
)
|
|
597
|
|
|
80,068
|
|
2019
|
|
2
|
|
|
|
|
|
599
|
|
|
80,240
|
|
(1)
|
"Total" and "Square Feet" columns are as of January 31 for the fiscal years shown. "Square Feet" column is reported in thousands.
|
•
|
Grocery and consumables includes dairy, meat, bakery, deli, produce, dry, chilled or frozen packaged foods, alcoholic and nonalcoholic beverages, floral, snack foods, candy, other grocery items, health and beauty aids, paper goods, laundry and home care, baby care, pet supplies and other consumable items;
|
•
|
Fuel and other categories consists of gasoline stations, tobacco, tools and power equipment, and tire and battery centers;
|
•
|
Home and apparel includes home improvement, outdoor living, grills, gardening, furniture, apparel, jewelry, housewares, toys, seasonal items, mattresses and small appliances;
|
•
|
Technology, office and entertainment includes electronics, wireless, software, video games, movies, books, music, office supplies, office furniture, photo processing and third-party gift cards; and
|
•
|
Health and wellness includes pharmacy, optical and hearing services and over-the-counter drugs.
|
Name
|
|
Business Experience
|
|
Current
Position
Held Since
|
|
Age
|
Daniel J. Bartlett
|
|
Executive Vice President, Corporate Affairs, effective June 2013. From November 2007 to June 2013, he served as the Chief Executive Officer and President of U.S. Operations at Hill & Knowlton, Inc., a public relations company.
|
|
2013
|
|
47
|
|
|
|
|
|
|
|
M. Brett Biggs
|
|
Executive Vice President and Chief Financial Officer, effective January 2016. From January 2014 to December 2015, he served as Executive Vice President and Chief Financial Officer of Walmart International.
|
|
2016
|
|
50
|
|
|
|
|
|
|
|
Rachel Brand
|
|
Executive Vice President, Global Governance, Chief Legal Officer and Corporate Secretary, effective April 2018. From May 2017 to February 2018, she served as Associate Attorney General in the United States Department of Justice. From January 2017 to May 2017, she was an Associate Professor of Law at George Mason University Antonin Scalia Law School. From August 2012 to February 2017, she served as a Board Member on the Privacy and Civil Liberties Oversight Board of the U.S. government.
|
|
2018
|
|
45
|
|
|
|
|
|
|
|
Jacqueline P. Canney
|
|
Executive Vice President, Global People, effective August 2015. From September 2003 to July 2015, she served as the Managing Director of Global Human Resources at Accenture plc., a global management consulting, technology services and outsourcing company.
|
|
2015
|
|
51
|
|
|
|
|
|
|
|
David M. Chojnowski
|
|
Senior Vice President and Controller effective January 2017. From October 2014 to January 2017, he served as Vice President and Controller, Walmart U.S. From January 2013 to October 2014, he served as Vice President, Finance Transformation, of Walmart International.
|
|
2017
|
|
49
|
|
|
|
|
|
|
|
Gregory Foran
|
|
Executive Vice President, President and Chief Executive Officer, Walmart U.S. effective August 2014. From May 2014 to August 2014, he served as President and Chief Executive Officer for the Walmart Asia region. From March 2012 to May 2014, he served as President and Chief Executive Officer of Walmart China.
|
|
2014
|
|
57
|
|
|
|
|
|
|
|
John Furner
|
|
Executive Vice President, President and Chief Executive Officer, Sam's Club, effective February 2017. From October 2015 to January 2017, he served as Executive Vice President and Chief Merchandising Officer of Sam's Club. From January 2013 to October 2015, he served as Senior Vice President and Chief Merchandising Officer of Walmart China.
|
|
2017
|
|
44
|
|
|
|
|
|
|
|
Marc Lore
|
|
Executive Vice President, President and Chief Executive Officer, U.S. eCommerce, effective September 2016. From April 2014 to September 2016, he served as President and Chief Executive Officer of Jet.com, Inc.
|
|
2016
|
|
47
|
|
|
|
|
|
|
|
Judith McKenna
|
|
Executive Vice President, President and Chief Executive Officer, Walmart International, effective February 2018. From February 2015 to January 2018, she served as Executive Vice President and Chief Operating Officer of Walmart U.S. From April 2014 to February 2015, she served as Executive Vice President and Chief Development Officer for Walmart U.S. From April 2013 to April 2014, she served as Executive Vice President, Strategy and Development, for Walmart International.
|
|
2018
|
|
52
|
|
|
|
|
|
|
|
C. Douglas McMillon
|
|
President and Chief Executive Officer, effective February 2014. From February 2009 to January 2014, he served as Executive Vice President, President and Chief Executive Officer, Walmart International.
|
|
2014
|
|
52
|
ITEM 1A.
|
RISK FACTORS
|
ITEM 1B.
|
UNRESOLVED STAFF COMMENTS
|
ITEM 2.
|
PROPERTIES
|
|
|
Walmart U.S.
|
|
Sam's Club
|
|
|
|||||||||
State or Territory
|
|
Supercenters
|
|
Discount Stores
|
|
Neighborhood Markets
and other small formats (1) |
|
Clubs
|
|
Grand Total
|
|||||
Alabama
|
|
101
|
|
|
1
|
|
|
30
|
|
|
13
|
|
|
145
|
|
Alaska
|
|
7
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
9
|
|
Arizona
|
|
83
|
|
|
2
|
|
|
31
|
|
|
12
|
|
|
128
|
|
Arkansas
|
|
76
|
|
|
5
|
|
|
37
|
|
|
9
|
|
|
127
|
|
California
|
|
141
|
|
|
72
|
|
|
80
|
|
|
29
|
|
|
322
|
|
Colorado
|
|
70
|
|
|
4
|
|
|
18
|
|
|
17
|
|
|
109
|
|
Connecticut
|
|
12
|
|
|
21
|
|
|
1
|
|
|
1
|
|
|
35
|
|
Delaware
|
|
6
|
|
|
3
|
|
|
—
|
|
|
1
|
|
|
10
|
|
Florida
|
|
232
|
|
|
9
|
|
|
98
|
|
|
46
|
|
|
385
|
|
Georgia
|
|
154
|
|
|
2
|
|
|
35
|
|
|
24
|
|
|
215
|
|
Hawaii
|
|
—
|
|
|
10
|
|
|
—
|
|
|
2
|
|
|
12
|
|
Idaho
|
|
23
|
|
|
—
|
|
|
3
|
|
|
1
|
|
|
27
|
|
Illinois
|
|
139
|
|
|
15
|
|
|
12
|
|
|
25
|
|
|
191
|
|
Indiana
|
|
97
|
|
|
6
|
|
|
12
|
|
|
13
|
|
|
128
|
|
Iowa
|
|
58
|
|
|
2
|
|
|
—
|
|
|
9
|
|
|
69
|
|
Kansas
|
|
58
|
|
|
2
|
|
|
16
|
|
|
9
|
|
|
85
|
|
Kentucky
|
|
78
|
|
|
7
|
|
|
9
|
|
|
9
|
|
|
103
|
|
Louisiana
|
|
89
|
|
|
2
|
|
|
34
|
|
|
14
|
|
|
139
|
|
Maine
|
|
19
|
|
|
3
|
|
|
—
|
|
|
3
|
|
|
25
|
|
Maryland
|
|
30
|
|
|
18
|
|
|
3
|
|
|
11
|
|
|
62
|
|
Massachusetts
|
|
27
|
|
|
22
|
|
|
3
|
|
|
—
|
|
|
52
|
|
Michigan
|
|
91
|
|
|
3
|
|
|
10
|
|
|
23
|
|
|
127
|
|
Minnesota
|
|
65
|
|
|
4
|
|
|
1
|
|
|
12
|
|
|
82
|
|
Mississippi
|
|
65
|
|
|
3
|
|
|
10
|
|
|
7
|
|
|
85
|
|
Missouri
|
|
112
|
|
|
9
|
|
|
18
|
|
|
19
|
|
|
158
|
|
Montana
|
|
14
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
16
|
|
Nebraska
|
|
35
|
|
|
—
|
|
|
7
|
|
|
5
|
|
|
47
|
|
Nevada
|
|
30
|
|
|
2
|
|
|
11
|
|
|
7
|
|
|
50
|
|
New Hampshire
|
|
19
|
|
|
8
|
|
|
—
|
|
|
2
|
|
|
29
|
|
New Jersey
|
|
33
|
|
|
30
|
|
|
—
|
|
|
8
|
|
|
71
|
|
New Mexico
|
|
35
|
|
|
2
|
|
|
9
|
|
|
7
|
|
|
53
|
|
New York
|
|
80
|
|
|
17
|
|
|
7
|
|
|
12
|
|
|
116
|
|
North Carolina
|
|
144
|
|
|
6
|
|
|
45
|
|
|
22
|
|
|
217
|
|
North Dakota
|
|
14
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
17
|
|
Ohio
|
|
139
|
|
|
6
|
|
|
3
|
|
|
27
|
|
|
175
|
|
Oklahoma
|
|
81
|
|
|
8
|
|
|
35
|
|
|
13
|
|
|
137
|
|
Oregon
|
|
29
|
|
|
7
|
|
|
10
|
|
|
—
|
|
|
46
|
|
Pennsylvania
|
|
116
|
|
|
21
|
|
|
3
|
|
|
24
|
|
|
164
|
|
Puerto Rico
|
|
13
|
|
|
5
|
|
|
12
|
|
|
7
|
|
|
37
|
|
Rhode Island
|
|
5
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|
9
|
|
South Carolina
|
|
84
|
|
|
—
|
|
|
27
|
|
|
13
|
|
|
124
|
|
South Dakota
|
|
15
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
17
|
|
Tennessee
|
|
117
|
|
|
2
|
|
|
21
|
|
|
14
|
|
|
154
|
|
Texas
|
|
393
|
|
|
18
|
|
|
112
|
|
|
82
|
|
|
605
|
|
Utah
|
|
41
|
|
|
—
|
|
|
13
|
|
|
8
|
|
|
62
|
|
Vermont
|
|
3
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
6
|
|
Virginia
|
|
109
|
|
|
6
|
|
|
25
|
|
|
15
|
|
|
155
|
|
Washington
|
|
52
|
|
|
10
|
|
|
6
|
|
|
—
|
|
|
68
|
|
Washington D.C.
|
|
3
|
|
|
—
|
|
|
3
|
|
|
—
|
|
|
6
|
|
West Virginia
|
|
38
|
|
|
—
|
|
|
1
|
|
|
5
|
|
|
44
|
|
Wisconsin
|
|
83
|
|
|
4
|
|
|
2
|
|
|
10
|
|
|
99
|
|
Wyoming
|
|
12
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
14
|
|
U.S. total
|
|
3,570
|
|
|
386
|
|
|
813
|
|
|
599
|
|
|
5,368
|
|
Geographic Market
|
|
Retail
|
|
Wholesale
|
|
Other
(2)
|
|
Total
|
||||
Africa
(3)
|
|
346
|
|
|
90
|
|
|
—
|
|
|
436
|
|
Argentina
|
|
92
|
|
|
—
|
|
|
—
|
|
|
92
|
|
Canada
|
|
411
|
|
|
—
|
|
|
—
|
|
|
411
|
|
Central America
(4)
|
|
811
|
|
|
—
|
|
|
—
|
|
|
811
|
|
Chile
|
|
363
|
|
|
8
|
|
|
—
|
|
|
371
|
|
China
|
|
420
|
|
|
23
|
|
|
—
|
|
|
443
|
|
India
|
|
—
|
|
|
22
|
|
|
—
|
|
|
22
|
|
Japan
|
|
332
|
|
|
—
|
|
|
—
|
|
|
332
|
|
Mexico
|
|
2,279
|
|
|
163
|
|
|
—
|
|
|
2,442
|
|
United Kingdom
|
|
615
|
|
|
—
|
|
|
18
|
|
|
633
|
|
International total
|
|
5,669
|
|
|
306
|
|
|
18
|
|
|
5,993
|
|
(1)
|
Walmart International unit counts, with the exception of Canada, are as of December 31,
2018
, to correspond with the balance sheet date of the related geographic market. Canada unit counts are as of
January 31, 2019
.
|
(2)
|
Other includes stand-alone gas stations.
|
(3)
|
Africa unit counts by country are Botswana (
11
), Ghana (
4
), Kenya (
2
), Lesotho (
3
), Malawi (
2
), Mozambique (
6
), Namibia (
4
), Nigeria (
5
), South Africa (
389
), Swaziland (
1
), Tanzania (
1
), Uganda (
1
) and Zambia (
7
).
|
(4)
|
Central America unit counts by country are Costa Rica (
256
), El Salvador (
97
), Guatemala (
250
), Honduras (
105
) and Nicaragua (
103
).
|
|
|
Owned and Operated
|
|
Owned and Third Party Operated
|
|
Leased and Operated
|
|
Third Party Owned and Operated
|
|
Total
|
|||||
U.S. properties
|
|
|
|
|
|
|
|
|
|
|
|||||
Walmart U.S. retail units
|
|
4,075
|
|
|
—
|
|
|
694
|
|
|
—
|
|
|
4,769
|
|
Sam's Club retail units
|
|
513
|
|
|
—
|
|
|
86
|
|
|
—
|
|
|
599
|
|
Total U.S. retail units
|
|
4,588
|
|
|
—
|
|
|
780
|
|
|
—
|
|
|
5,368
|
|
Walmart U.S. distribution facilities
|
|
107
|
|
|
2
|
|
|
29
|
|
|
18
|
|
|
156
|
|
Sam's Club distribution facilities
|
|
7
|
|
|
3
|
|
|
4
|
|
|
9
|
|
|
23
|
|
Total U.S. distribution facilities
|
|
114
|
|
|
5
|
|
|
33
|
|
|
27
|
|
|
179
|
|
Total U.S. properties
|
|
4,702
|
|
|
5
|
|
|
813
|
|
|
27
|
|
|
5,547
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
International properties
|
|
|
|
|
|
|
|
|
|
|
|||||
Africa
|
|
38
|
|
|
—
|
|
|
398
|
|
|
—
|
|
|
436
|
|
Argentina
|
|
67
|
|
|
—
|
|
|
25
|
|
|
—
|
|
|
92
|
|
Canada
|
|
124
|
|
|
—
|
|
|
287
|
|
|
—
|
|
|
411
|
|
Central America
|
|
327
|
|
|
—
|
|
|
484
|
|
|
—
|
|
|
811
|
|
Chile
|
|
218
|
|
|
—
|
|
|
153
|
|
|
—
|
|
|
371
|
|
China
|
|
2
|
|
|
—
|
|
|
441
|
|
|
—
|
|
|
443
|
|
India
|
|
2
|
|
|
—
|
|
|
20
|
|
|
—
|
|
|
22
|
|
Japan
|
|
54
|
|
|
—
|
|
|
278
|
|
|
—
|
|
|
332
|
|
Mexico
|
|
680
|
|
|
—
|
|
|
1,762
|
|
|
—
|
|
|
2,442
|
|
United Kingdom
|
|
434
|
|
|
—
|
|
|
199
|
|
|
—
|
|
|
633
|
|
Total International retail units
|
|
1,946
|
|
|
—
|
|
|
4,047
|
|
|
—
|
|
|
5,993
|
|
International distribution facilities
|
|
33
|
|
|
5
|
|
|
122
|
|
|
66
|
|
|
226
|
|
Total International properties
|
|
1,979
|
|
|
5
|
|
|
4,169
|
|
|
66
|
|
|
6,219
|
|
Total properties
|
|
6,681
|
|
|
10
|
|
|
4,982
|
|
|
93
|
|
|
11,766
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total retail units
|
|
6,534
|
|
|
—
|
|
|
4,827
|
|
|
—
|
|
|
11,361
|
|
Total distribution facilities
|
|
147
|
|
|
10
|
|
|
155
|
|
|
93
|
|
|
405
|
|
Total properties
|
|
6,681
|
|
|
10
|
|
|
4,982
|
|
|
93
|
|
|
11,766
|
|
ITEM 3.
|
LEGAL PROCEEDINGS
|
ITEM 4.
|
MINE SAFETY DISCLOSURES
|
ITEM 5.
|
MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
|
*Assumes $100 Invested on February 1, 2014
Assumes Dividends Reinvested
Fiscal Year Ending January 31, 2019 |
|
Fiscal Years Ended January 31,
|
||||||||||||||||||||||
|
2014
|
|
2015
|
|
2016
|
|
2017
|
|
2018
|
|
2019
|
||||||||||||
Walmart Inc.
|
$
|
100.00
|
|
|
$
|
116.63
|
|
|
$
|
93.60
|
|
|
$
|
96.88
|
|
|
$
|
158.71
|
|
|
$
|
146.06
|
|
S&P 500 Index
|
100.00
|
|
|
114.22
|
|
|
113.46
|
|
|
136.20
|
|
|
172.17
|
|
|
168.19
|
|
||||||
S&P 500 Retailing Index
|
100.00
|
|
|
119.10
|
|
|
140.73
|
|
|
167.11
|
|
|
241.08
|
|
|
256.26
|
|
Fiscal Period
|
|
Total Number of
Shares Repurchased
|
|
Average Price Paid
per Share
(in dollars)
|
|
Total Number of
Shares Repurchased
as Part of Publicly
Announced Plans or
Programs
|
|
Approximate Dollar Value of
Shares that May Yet Be
Repurchased Under the
Plans or Programs
(1)
(in billions)
|
||||||
November 1-30, 2018
|
|
8,949,106
|
|
|
$
|
98.25
|
|
|
8,949,106
|
|
|
$
|
13.7
|
|
December 1-31, 2018
|
|
14,204,024
|
|
|
91.52
|
|
|
14,204,024
|
|
|
12.4
|
|
||
January 1-31, 2019
|
|
11,660,639
|
|
|
$
|
95.59
|
|
|
11,660,639
|
|
|
$
|
11.3
|
|
Total
|
|
34,813,769
|
|
|
|
|
34,813,769
|
|
|
|
ITEM 6.
|
SELECTED FINANCIAL DATA
|
Five-Year Financial Summary
|
|
Walmart Inc.
|
|
|
|
As of and for the Fiscal Years Ended January 31,
|
||||||||||||||||||
(Amounts in millions, except per share and unit count data)
|
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
||||||||||
Operating results
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total revenues
|
|
$
|
514,405
|
|
|
$
|
500,343
|
|
|
$
|
485,873
|
|
|
$
|
482,130
|
|
|
$
|
485,651
|
|
Percentage change in total revenues from previous fiscal year
|
|
2.8
|
%
|
|
3.0
|
%
|
|
0.8
|
%
|
|
(0.7
|
)%
|
|
2.0
|
%
|
|||||
Net sales
|
|
$
|
510,329
|
|
|
$
|
495,761
|
|
|
$
|
481,317
|
|
|
$
|
478,614
|
|
|
$
|
482,229
|
|
Percentage change in net sales from previous fiscal year
|
|
2.9
|
%
|
|
3.0
|
%
|
|
0.6
|
%
|
|
(0.7
|
)%
|
|
1.9
|
%
|
|||||
Increase (decrease) in calendar comparable sales
(1)
in the U.S.
|
|
4.0
|
%
|
|
2.2
|
%
|
|
1.4
|
%
|
|
0.3
|
%
|
|
0.5
|
%
|
|||||
Walmart U.S.
|
|
3.7
|
%
|
|
2.1
|
%
|
|
1.6
|
%
|
|
1.0
|
%
|
|
0.6
|
%
|
|||||
Sam's Club
|
|
5.4
|
%
|
|
2.8
|
%
|
|
0.5
|
%
|
|
(3.2
|
)%
|
|
0.0
|
%
|
|||||
Gross profit margin
|
|
24.5
|
%
|
|
24.7
|
%
|
|
24.9
|
%
|
|
24.6
|
%
|
|
24.3
|
%
|
|||||
Operating, selling, general and administrative expenses, as a percentage of net sales
|
|
21.0
|
%
|
|
21.5
|
%
|
|
21.2
|
%
|
|
20.3
|
%
|
|
19.4
|
%
|
|||||
Operating income
|
|
$
|
21,957
|
|
|
$
|
20,437
|
|
|
$
|
22,764
|
|
|
$
|
24,105
|
|
|
$
|
27,147
|
|
Interest, net
|
|
2,129
|
|
|
2,178
|
|
|
2,267
|
|
|
2,467
|
|
|
2,348
|
|
|||||
Loss on extinguishment of debt
|
|
—
|
|
|
3,136
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Other (gains) and losses
|
|
8,368
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Income from continuing operations attributable to Walmart
|
|
6,670
|
|
|
9,862
|
|
|
13,643
|
|
|
14,694
|
|
|
16,182
|
|
|||||
Diluted income per common share from continuing operations attributable to Walmart
|
|
$
|
2.26
|
|
|
$
|
3.28
|
|
|
$
|
4.38
|
|
|
$
|
4.57
|
|
|
$
|
4.99
|
|
Dividends declared per common share
|
|
2.08
|
|
|
2.04
|
|
|
2.00
|
|
|
1.96
|
|
|
1.92
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Financial position
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Inventories
|
|
$
|
44,269
|
|
|
$
|
43,783
|
|
|
$
|
43,046
|
|
|
$
|
44,469
|
|
|
$
|
45,141
|
|
Property, equipment, capital lease and financing obligation assets, net
|
|
111,395
|
|
|
114,818
|
|
|
114,178
|
|
|
116,516
|
|
|
116,655
|
|
|||||
Total assets
|
|
219,295
|
|
|
204,522
|
|
|
198,825
|
|
|
199,581
|
|
|
203,490
|
|
|||||
Long-term debt and long-term capital lease and financing obligations (excluding amounts due within one year)
|
|
50,203
|
|
|
36,825
|
|
|
42,018
|
|
|
44,030
|
|
|
43,495
|
|
|||||
Total Walmart shareholders' equity
|
|
72,496
|
|
|
77,869
|
|
|
77,798
|
|
|
80,546
|
|
|
81,394
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Unit counts
(2)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Walmart U.S. segment
|
|
4,769
|
|
|
4,761
|
|
|
4,672
|
|
|
4,574
|
|
|
4,516
|
|
|||||
Walmart International segment
|
|
5,993
|
|
|
6,360
|
|
|
6,363
|
|
|
6,299
|
|
|
6,290
|
|
|||||
Sam's Club segment
|
|
599
|
|
|
597
|
|
|
660
|
|
|
655
|
|
|
647
|
|
|||||
Total units
|
|
11,361
|
|
|
11,718
|
|
|
11,695
|
|
|
11,528
|
|
|
11,453
|
|
(1)
|
Comparable sales include sales from stores and clubs open for the previous 12 months, including sales from acquisitions when such acquisitions have been owned for 12 months.
Sales at a store that has changed in format are excluded from comparable sales when the conversion of that store is accompanied by a relocation or expansion that results in a change in the store's retail square feet of more than five percent.
Comparable sales include fuel.
|
(2)
|
Unit counts related to discontinued operations have been removed from all relevant periods.
|
ITEM 7.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
•
|
Acquisition of
81 percent
of the outstanding shares, or 77 percent of the diluted shares, of Flipkart Private Limited ("Flipkart") in August 2018.
The ongoing operations negatively impacted fiscal 2019 net income and this negative impact will continue in fiscal 2020.
|
•
|
Proposed combination of J Sainsbury plc and Asda Group Limited ("Asda"), where we would receive approximately 42 percent of the share capital of the combined company, however, the held for sale criteria has not been met as of January 31, 2019. Further, there can be no assurance as to whether regulatory approval will be obtained or the proposed combination will be consummated. In the future, if the held for sale classification criteria is met for the disposal group, we expect to recognize a loss, the amount of which may fluctuate based on the changes in the value of share capital received and foreign exchange rates.
|
•
|
Divestiture of 80 percent of Walmart Brazil to Advent International ("Advent") in August 2018, for which we recorded a pre-tax loss of $4.8 billion in fiscal 2019.
|
•
|
Divestiture of banking operations in Walmart Chile in December 2018 and the proposed divestiture of banking operations in Walmart Canada, classified as held for sale as of January 31, 2019.
|
•
|
strong, efficient growth;
|
•
|
consistent operating discipline; and
|
•
|
strategic capital allocation.
|
|
|
Fiscal Years Ended January 31,
|
||||||
(Amounts in millions, except unit counts)
|
|
2019
|
|
2018
|
||||
Net sales
|
|
$
|
510,329
|
|
|
$
|
495,761
|
|
Percentage change from comparable period
|
|
2.9
|
%
|
|
3.0
|
%
|
||
Operating, selling, general and administrative expenses
|
|
$
|
107,147
|
|
|
$
|
106,510
|
|
Percentage change from comparable period
|
|
0.6
|
%
|
|
4.6
|
%
|
||
Operating, selling, general and administrative expenses as a percentage of net sales
|
|
21.0
|
%
|
|
21.5
|
%
|
(Amounts in millions)
|
|
Fiscal Years Ended January 31,
|
||||||
Allocation of Capital Expenditures
|
|
2019
|
|
2018
|
||||
eCommerce, technology, supply chain and other
|
|
5,218
|
|
|
4,521
|
|
||
Remodels
|
|
2,152
|
|
|
2,009
|
|
||
New stores and clubs, including expansions and relocations
|
|
$
|
313
|
|
|
$
|
914
|
|
Total U.S.
|
|
7,683
|
|
|
7,444
|
|
||
Walmart International
|
|
2,661
|
|
|
2,607
|
|
||
Total capital expenditures
|
|
$
|
10,344
|
|
|
$
|
10,051
|
|
|
|
Fiscal Years Ended January 31,
|
||||||
(Amounts in millions)
|
|
2019
|
|
2018
|
||||
CALCULATION OF RETURN ON ASSETS
|
||||||||
Numerator
|
|
|
|
|
||||
Consolidated net income
|
|
$
|
7,179
|
|
|
$
|
10,523
|
|
Denominator
|
|
|
|
|
||||
Average total assets
(1)
|
|
$
|
211,909
|
|
|
$
|
201,674
|
|
Return on assets (ROA)
|
|
3.4
|
%
|
|
5.2
|
%
|
||
|
|
|
|
|
||||
CALCULATION OF RETURN ON INVESTMENT
|
||||||||
Numerator
|
|
|
|
|
||||
Operating income
|
|
$
|
21,957
|
|
|
$
|
20,437
|
|
+ Interest income
|
|
217
|
|
|
152
|
|
||
+ Depreciation and amortization
|
|
10,678
|
|
|
10,529
|
|
||
+ Rent
|
|
3,004
|
|
|
2,932
|
|
||
= Adjusted operating income
|
|
$
|
35,856
|
|
|
$
|
34,050
|
|
|
|
|
|
|
||||
Denominator
|
|
|
|
|
||||
Average total assets
(1)
|
|
$
|
211,909
|
|
|
$
|
201,674
|
|
+ Average accumulated depreciation and amortization
(1)
|
|
85,107
|
|
|
79,995
|
|
||
- Average accounts payable
(1)
|
|
46,576
|
|
|
43,763
|
|
||
- Average accrued liabilities
(1)
|
|
22,141
|
|
|
21,388
|
|
||
+ Rent x 8
|
|
24,032
|
|
|
23,456
|
|
||
= Average invested capital
|
|
$
|
252,331
|
|
|
$
|
239,974
|
|
Return on investment (ROI)
|
|
14.2
|
%
|
|
14.2
|
%
|
|
|
As of January 31,
|
||||||||||
|
|
2019
|
|
2018
|
|
2017
|
||||||
Certain Balance Sheet Data
|
|
|
|
|
|
|
||||||
Total assets
|
|
$
|
219,295
|
|
|
$
|
204,522
|
|
|
$
|
198,825
|
|
Accumulated depreciation and amortization
|
|
87,175
|
|
|
83,039
|
|
|
76,951
|
|
|||
Accounts payable
|
|
47,060
|
|
|
46,092
|
|
|
41,433
|
|
|||
Accrued liabilities
|
|
22,159
|
|
|
22,122
|
|
|
20,654
|
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Net cash provided by operating activities
|
|
$
|
27,753
|
|
|
$
|
28,337
|
|
|
$
|
31,673
|
|
Payments for property and equipment
|
|
(10,344
|
)
|
|
(10,051
|
)
|
|
(10,619
|
)
|
|||
Free cash flow
|
|
$
|
17,409
|
|
|
$
|
18,286
|
|
|
$
|
21,054
|
|
|
|
|
|
|
|
|
||||||
Net cash used in investing activities
(1)
|
|
$
|
(24,036
|
)
|
|
$
|
(9,079
|
)
|
|
$
|
(13,896
|
)
|
Net cash used in financing activities
|
|
(2,537
|
)
|
|
(19,875
|
)
|
|
(19,072
|
)
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions, except unit counts)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Total revenues
|
|
$
|
514,405
|
|
|
$
|
500,343
|
|
|
$
|
485,873
|
|
Percentage change from comparable period
|
|
2.8
|
%
|
|
3.0
|
%
|
|
0.8
|
%
|
|||
Net sales
|
|
$
|
510,329
|
|
|
$
|
495,761
|
|
|
$
|
481,317
|
|
Percentage change from comparable period
|
|
2.9
|
%
|
|
3.0
|
%
|
|
0.6
|
%
|
|||
Total U.S. calendar comparable sales increase
|
|
4.0
|
%
|
|
2.2
|
%
|
|
1.4
|
%
|
|||
Gross profit rate
|
|
24.5
|
%
|
|
24.7
|
%
|
|
24.9
|
%
|
|||
Operating income
|
|
$
|
21,957
|
|
|
$
|
20,437
|
|
|
$
|
22,764
|
|
Operating income as a percentage of net sales
|
|
4.3
|
%
|
|
4.1
|
%
|
|
4.7
|
%
|
|||
Consolidated net income
|
|
$
|
7,179
|
|
|
$
|
10,523
|
|
|
$
|
14,293
|
|
Unit counts at period end
|
|
11,361
|
|
|
11,718
|
|
|
11,695
|
|
|||
Retail square feet at period end
|
|
1,129
|
|
|
1,158
|
|
|
1,164
|
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions, except unit counts)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Net sales
|
|
$
|
331,666
|
|
|
$
|
318,477
|
|
|
$
|
307,833
|
|
Percentage change from comparable period
|
|
4.1
|
%
|
|
3.5
|
%
|
|
3.2
|
%
|
|||
Calendar comparable sales increase
|
|
3.7
|
%
|
|
2.1
|
%
|
|
1.6
|
%
|
|||
Operating income
|
|
$
|
17,386
|
|
|
$
|
16,995
|
|
|
$
|
17,012
|
|
Operating income as a percentage of net sales
|
|
5.2
|
%
|
|
5.3
|
%
|
|
5.5
|
%
|
|||
Unit counts at period end
|
|
4,769
|
|
|
4,761
|
|
|
4,672
|
|
|||
Retail square feet at period end
|
|
705
|
|
|
705
|
|
|
699
|
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions, except unit counts)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Net sales
|
|
$
|
120,824
|
|
|
$
|
118,068
|
|
|
$
|
116,119
|
|
Percentage change from comparable period
|
|
2.3
|
%
|
|
1.7
|
%
|
|
(5.9
|
)%
|
|||
Operating income
|
|
$
|
4,883
|
|
|
$
|
5,229
|
|
|
$
|
5,737
|
|
Operating income as a percentage of net sales
|
|
4.0
|
%
|
|
4.4
|
%
|
|
4.9
|
%
|
|||
Unit counts at period end
|
|
5,993
|
|
|
6,360
|
|
|
6,363
|
|
|||
Retail square feet at period end
|
|
344
|
|
|
373
|
|
|
377
|
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions, except unit counts)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Including Fuel
|
|
|
|
|
|
|
||||||
Net sales
|
|
$
|
57,839
|
|
|
$
|
59,216
|
|
|
$
|
57,365
|
|
Percentage change from comparable period
|
|
(2.3
|
)%
|
|
3.2
|
%
|
|
0.9
|
%
|
|||
Calendar comparable sales increase
|
|
5.4
|
%
|
|
2.8
|
%
|
|
0.5
|
%
|
|||
Operating income
|
|
$
|
1,520
|
|
|
$
|
915
|
|
|
$
|
1,628
|
|
Operating income as a percentage of net sales
|
|
2.6
|
%
|
|
1.5
|
%
|
|
2.8
|
%
|
|||
Unit counts at period end
|
|
599
|
|
|
597
|
|
|
660
|
|
|||
Retail square feet at period end
|
|
80
|
|
|
80
|
|
|
88
|
|
|||
|
|
|
|
|
|
|
||||||
Excluding Fuel
(1)
|
|
|
|
|
|
|
||||||
Net sales
|
|
$
|
52,332
|
|
|
$
|
54,456
|
|
|
$
|
53,289
|
|
Percentage change from comparable period
|
|
(3.9
|
)%
|
|
2.2
|
%
|
|
1.8
|
%
|
|||
Operating income
|
|
$
|
1,383
|
|
|
$
|
797
|
|
|
$
|
1,576
|
|
Operating income as a percentage of net sales
|
|
2.6
|
%
|
|
1.5
|
%
|
|
3.0
|
%
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Net cash provided by operating activities
|
|
$
|
27,753
|
|
|
$
|
28,337
|
|
|
$
|
31,673
|
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Net cash used in investing activities
|
|
$
|
(24,036
|
)
|
|
$
|
(9,079
|
)
|
|
$
|
(13,896
|
)
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Net cash used in financing activities
|
|
$
|
(2,537
|
)
|
|
$
|
(19,875
|
)
|
|
$
|
(19,072
|
)
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Maximum amount outstanding at any month-end
|
|
$
|
13,389
|
|
|
$
|
11,386
|
|
|
$
|
9,493
|
|
Average daily short-term borrowings
|
|
10,625
|
|
|
8,131
|
|
|
5,691
|
|
|||
Annual weighted-average interest rate
|
|
2.4
|
%
|
|
1.3
|
%
|
|
1.8
|
%
|
(Amounts in millions)
|
|
Long-term debt due within one year
|
|
Long-term debt
|
|
Total
|
||||||
Balances as of February 1, 2018
|
|
$
|
3,738
|
|
|
$
|
30,045
|
|
|
$
|
33,783
|
|
Proceeds from issuance of long-term debt
|
|
—
|
|
|
15,872
|
|
|
15,872
|
|
|||
Payments of long-term debt
|
|
(3,763
|
)
|
|
(21
|
)
|
|
(3,784
|
)
|
|||
Reclassifications of long-term debt
|
|
1,864
|
|
|
(1,864
|
)
|
|
—
|
|
|||
Other
|
|
37
|
|
|
(512
|
)
|
|
(475
|
)
|
|||
Balances as of January 31, 2019
|
|
$
|
1,876
|
|
|
$
|
43,520
|
|
|
$
|
45,396
|
|
Record Date
|
|
Payable Date
|
March 15, 2019
|
|
April 1, 2019
|
May 10, 2019
|
|
June 3, 2019
|
August 9, 2019
|
|
September 3, 2019
|
December 6, 2019
|
|
January 2, 2020
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions, except per share data)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Total number of shares repurchased
|
|
79.5
|
|
|
104.9
|
|
|
119.9
|
|
|||
Average price paid per share
|
|
$
|
93.18
|
|
|
$
|
79.11
|
|
|
$
|
69.18
|
|
Total amount paid for share repurchases
|
|
$
|
7,410
|
|
|
$
|
8,296
|
|
|
$
|
8,298
|
|
Rating agency
|
|
Commercial paper
|
|
Long-term debt
|
Standard & Poor's
|
|
A-1+
|
|
AA
|
Moody's Investors Service
|
|
P-1
|
|
Aa2
|
Fitch Ratings
|
|
F1+
|
|
AA
|
|
|
|
|
Payments Due During Fiscal Years Ending January 31,
|
||||||||||||||||
(Amounts in millions)
|
|
Total
|
|
2020
|
|
2021-2022
|
|
2023-2024
|
|
Thereafter
|
||||||||||
Recorded contractual obligations:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Long-term debt
(1)
|
|
$
|
45,396
|
|
|
$
|
1,876
|
|
|
$
|
8,427
|
|
|
$
|
7,439
|
|
|
$
|
27,654
|
|
Short-term borrowings
|
|
5,225
|
|
|
5,225
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Capital lease and financing obligations
(2)
|
|
9,896
|
|
|
917
|
|
|
1,650
|
|
|
1,260
|
|
|
6,069
|
|
|||||
Unrecorded contractual obligations:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Non-cancelable operating leases
(3)
|
|
14,118
|
|
|
1,856
|
|
|
3,075
|
|
|
2,296
|
|
|
6,891
|
|
|||||
Estimated interest on long-term debt
|
|
23,039
|
|
|
1,745
|
|
|
3,219
|
|
|
2,851
|
|
|
15,224
|
|
|||||
Syndicated and other letters of credit
|
|
2,180
|
|
|
2,180
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Purchase obligations
|
|
14,343
|
|
|
7,325
|
|
|
4,249
|
|
|
1,441
|
|
|
1,328
|
|
|||||
Total contractual obligations
|
|
$
|
114,197
|
|
|
$
|
21,124
|
|
|
$
|
20,620
|
|
|
$
|
15,287
|
|
|
$
|
57,166
|
|
(1)
|
"Long-term debt" includes the fair value of our derivatives designated as fair value hedges.
|
(2)
|
"Capital lease and financing obligations" represents undiscounted aggregate minimum annual rentals, which are recorded on the balance sheet at present value. Refer to
Note 11
to our Consolidated Financial Statements for more information.
|
(3)
|
Represents minimum contractual obligation for non-cancelable leases with initial or remaining terms greater than 12 months as of
January 31, 2019
.
|
ITEM 7A.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
|
|
Expected Maturity Date
|
||||||||||||||||||||||||||
(Amounts in millions)
|
|
Fiscal 2020
|
|
Fiscal 2021
|
|
Fiscal 2022
|
|
Fiscal 2023
|
|
Fiscal 2024
|
|
Thereafter
|
|
Total
|
||||||||||||||
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Short-term borrowings:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Variable rate
|
|
$
|
5,225
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5,225
|
|
Weighted-average interest rate
|
|
2.7
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
2.7
|
%
|
|||||||
Long-term debt
(1)
:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Fixed rate
|
|
$
|
1,576
|
|
|
$
|
4,597
|
|
|
$
|
2,330
|
|
|
$
|
2,844
|
|
|
$
|
4,595
|
|
|
$
|
27,654
|
|
|
$
|
43,596
|
|
Weighted-average interest rate
|
|
2.5
|
%
|
|
2.9
|
%
|
|
3.7
|
%
|
|
1.7
|
%
|
|
3.2
|
%
|
|
4.5
|
%
|
|
3.9
|
%
|
|||||||
Variable rate
|
|
$
|
300
|
|
|
$
|
750
|
|
|
$
|
750
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,800
|
|
Weighted-average interest rate
|
|
2.8
|
%
|
|
2.9
|
%
|
|
3.1
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
2.9
|
%
|
|||||||
Interest rate derivatives
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Interest rate swaps:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Fixed to variable
|
|
$
|
—
|
|
|
$
|
750
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,750
|
|
|
$
|
1,500
|
|
|
$
|
4,000
|
|
Weighted-average pay rate
|
|
—
|
%
|
|
4.1
|
%
|
|
—
|
%
|
|
—
|
%
|
|
3.2
|
%
|
|
3.8
|
%
|
|
3.6
|
%
|
|||||||
Weighted-average receive rate
|
|
—
|
%
|
|
3.3
|
%
|
|
—
|
%
|
|
—
|
%
|
|
2.6
|
%
|
|
3.3
|
%
|
|
3.0
|
%
|
(1)
|
The long-term debt amounts in the table exclude the Company's derivatives classified as fair value hedges.
|
ITEM 8.
|
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
|
|
Page
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions, except per share data)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Revenues:
|
|
|
|
|
|
|
||||||
Net sales
|
|
$
|
510,329
|
|
|
$
|
495,761
|
|
|
$
|
481,317
|
|
Membership and other income
|
|
4,076
|
|
|
4,582
|
|
|
4,556
|
|
|||
Total revenues
|
|
514,405
|
|
|
500,343
|
|
|
485,873
|
|
|||
Costs and expenses:
|
|
|
|
|
|
|
||||||
Cost of sales
|
|
385,301
|
|
|
373,396
|
|
|
361,256
|
|
|||
Operating, selling, general and administrative expenses
|
|
107,147
|
|
|
106,510
|
|
|
101,853
|
|
|||
Operating income
|
|
21,957
|
|
|
20,437
|
|
|
22,764
|
|
|||
Interest:
|
|
|
|
|
|
|
||||||
Debt
|
|
1,975
|
|
|
1,978
|
|
|
2,044
|
|
|||
Capital lease and financing obligations
|
|
371
|
|
|
352
|
|
|
323
|
|
|||
Interest income
|
|
(217
|
)
|
|
(152
|
)
|
|
(100
|
)
|
|||
Interest, net
|
|
2,129
|
|
|
2,178
|
|
|
2,267
|
|
|||
Loss on extinguishment of debt
|
|
—
|
|
|
3,136
|
|
|
—
|
|
|||
Other (gains) and losses
|
|
8,368
|
|
|
—
|
|
|
—
|
|
|||
Income before income taxes
|
|
11,460
|
|
|
15,123
|
|
|
20,497
|
|
|||
Provision for income taxes
|
|
4,281
|
|
|
4,600
|
|
|
6,204
|
|
|||
Consolidated net income
|
|
7,179
|
|
|
10,523
|
|
|
14,293
|
|
|||
Consolidated net income attributable to noncontrolling interest
|
|
(509
|
)
|
|
(661
|
)
|
|
(650
|
)
|
|||
Consolidated net income attributable to Walmart
|
|
$
|
6,670
|
|
|
$
|
9,862
|
|
|
$
|
13,643
|
|
|
|
|
|
|
|
|
||||||
Net income per common share:
|
|
|
|
|
|
|
||||||
Basic net income per common share attributable to Walmart
|
|
$
|
2.28
|
|
|
$
|
3.29
|
|
|
$
|
4.40
|
|
Diluted net income per common share attributable to Walmart
|
|
2.26
|
|
|
3.28
|
|
|
4.38
|
|
|||
|
|
|
|
|
|
|
||||||
Weighted-average common shares outstanding:
|
|
|
|
|
|
|
||||||
Basic
|
|
2,929
|
|
|
2,995
|
|
|
3,101
|
|
|||
Diluted
|
|
2,945
|
|
|
3,010
|
|
|
3,112
|
|
|||
|
|
|
|
|
|
|
||||||
Dividends declared per common share
|
|
$
|
2.08
|
|
|
$
|
2.04
|
|
|
$
|
2.00
|
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Consolidated net income
|
|
$
|
7,179
|
|
|
$
|
10,523
|
|
|
$
|
14,293
|
|
Consolidated net income attributable to noncontrolling interest
|
|
(509
|
)
|
|
(661
|
)
|
|
(650
|
)
|
|||
Consolidated net income attributable to Walmart
|
|
6,670
|
|
|
9,862
|
|
|
13,643
|
|
|||
|
|
|
|
|
|
|
||||||
Other comprehensive income (loss), net of income taxes
|
|
|
|
|
|
|
||||||
Currency translation and other
|
|
(226
|
)
|
|
2,540
|
|
|
(3,027
|
)
|
|||
Net investment hedges
|
|
272
|
|
|
(405
|
)
|
|
413
|
|
|||
Cash flow hedges
|
|
(290
|
)
|
|
437
|
|
|
21
|
|
|||
Minimum pension liability
|
|
131
|
|
|
147
|
|
|
(397
|
)
|
|||
Unrealized gain on available-for-sale securities
|
|
—
|
|
|
1,501
|
|
|
145
|
|
|||
Other comprehensive income (loss), net of income taxes
|
|
(113
|
)
|
|
4,220
|
|
|
(2,845
|
)
|
|||
Other comprehensive (income) loss attributable to noncontrolling interest
|
|
188
|
|
|
(169
|
)
|
|
210
|
|
|||
Other comprehensive income (loss) attributable to Walmart
|
|
75
|
|
|
4,051
|
|
|
(2,635
|
)
|
|||
|
|
|
|
|
|
|
||||||
Comprehensive income, net of income taxes
|
|
7,066
|
|
|
14,743
|
|
|
11,448
|
|
|||
Comprehensive (income) loss attributable to noncontrolling interest
|
|
(321
|
)
|
|
(830
|
)
|
|
(440
|
)
|
|||
Comprehensive income attributable to Walmart
|
|
$
|
6,745
|
|
|
$
|
13,913
|
|
|
$
|
11,008
|
|
|
|
As of January 31,
|
||||||
(Amounts in millions)
|
|
2019
|
|
2018
|
||||
ASSETS
|
|
|
|
|
||||
Current assets:
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
7,722
|
|
|
$
|
6,756
|
|
Receivables, net
|
|
6,283
|
|
|
5,614
|
|
||
Inventories
|
|
44,269
|
|
|
43,783
|
|
||
Prepaid expenses and other
|
|
3,623
|
|
|
3,511
|
|
||
Total current assets
|
|
61,897
|
|
|
59,664
|
|
||
Property and equipment:
|
|
|
|
|
||||
Property and equipment
|
|
185,810
|
|
|
185,154
|
|
||
Less accumulated depreciation
|
|
(81,493
|
)
|
|
(77,479
|
)
|
||
Property and equipment, net
|
|
104,317
|
|
|
107,675
|
|
||
Property under capital lease and financing obligations:
|
|
|
|
|
||||
Property under capital lease and financing obligations
|
|
12,760
|
|
|
12,703
|
|
||
Less accumulated amortization
|
|
(5,682
|
)
|
|
(5,560
|
)
|
||
Property under capital lease and financing obligations, net
|
|
7,078
|
|
|
7,143
|
|
||
|
|
|
|
|
||||
Goodwill
|
|
31,181
|
|
|
18,242
|
|
||
Other long-term assets
|
|
14,822
|
|
|
11,798
|
|
||
Total assets
|
|
$
|
219,295
|
|
|
$
|
204,522
|
|
|
|
|
|
|
||||
LIABILITIES AND EQUITY
|
|
|
|
|
||||
Current liabilities:
|
|
|
|
|
||||
Short-term borrowings
|
|
$
|
5,225
|
|
|
$
|
5,257
|
|
Accounts payable
|
|
47,060
|
|
|
46,092
|
|
||
Accrued liabilities
|
|
22,159
|
|
|
22,122
|
|
||
Accrued income taxes
|
|
428
|
|
|
645
|
|
||
Long-term debt due within one year
|
|
1,876
|
|
|
3,738
|
|
||
Capital lease and financing obligations due within one year
|
|
729
|
|
|
667
|
|
||
Total current liabilities
|
|
77,477
|
|
|
78,521
|
|
||
|
|
|
|
|
||||
Long-term debt
|
|
43,520
|
|
|
30,045
|
|
||
Long-term capital lease and financing obligations
|
|
6,683
|
|
|
6,780
|
|
||
Deferred income taxes and other
|
|
11,981
|
|
|
8,354
|
|
||
|
|
|
|
|
||||
Commitments and contingencies
|
|
|
|
|
||||
|
|
|
|
|
||||
Equity:
|
|
|
|
|
||||
Common stock
|
|
288
|
|
|
295
|
|
||
Capital in excess of par value
|
|
2,965
|
|
|
2,648
|
|
||
Retained earnings
|
|
80,785
|
|
|
85,107
|
|
||
Accumulated other comprehensive loss
|
|
(11,542
|
)
|
|
(10,181
|
)
|
||
Total Walmart shareholders' equity
|
|
72,496
|
|
|
77,869
|
|
||
Noncontrolling interest
|
|
7,138
|
|
|
2,953
|
|
||
Total equity
|
|
79,634
|
|
|
80,822
|
|
||
Total liabilities and equity
|
|
$
|
219,295
|
|
|
$
|
204,522
|
|
|
|
|
|
|
|
|
|
|
Accumulated
|
|
Total
|
|
|
|
|
|||||||||||||||
|
|
|
|
|
Capital in
|
|
|
|
Other
|
|
Walmart
|
|
|
|
|
|||||||||||||||
(Amounts in millions)
|
Common Stock
|
|
Excess of
|
|
Retained
|
|
Comprehensive
|
|
Shareholders'
|
|
Noncontrolling
|
|
Total
|
|||||||||||||||||
Shares
|
|
Amount
|
|
Par Value
|
|
Earnings
|
|
Income (Loss)
|
|
Equity
|
|
Interest
|
|
Equity
|
||||||||||||||||
Balances as of February 1, 2016
|
3,162
|
|
|
$
|
317
|
|
|
$
|
1,805
|
|
|
$
|
90,021
|
|
|
$
|
(11,597
|
)
|
|
$
|
80,546
|
|
|
$
|
3,065
|
|
|
$
|
83,611
|
|
Consolidated net income
|
—
|
|
|
—
|
|
|
—
|
|
|
13,643
|
|
|
—
|
|
|
13,643
|
|
|
650
|
|
|
14,293
|
|
|||||||
Other comprehensive income (loss), net of income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,635
|
)
|
|
(2,635
|
)
|
|
(210
|
)
|
|
(2,845
|
)
|
|||||||
Cash dividends declared ($2.00 per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,216
|
)
|
|
—
|
|
|
(6,216
|
)
|
|
—
|
|
|
(6,216
|
)
|
|||||||
Purchase of Company stock
|
(120
|
)
|
|
(12
|
)
|
|
(174
|
)
|
|
(8,090
|
)
|
|
—
|
|
|
(8,276
|
)
|
|
—
|
|
|
(8,276
|
)
|
|||||||
Cash dividend declared to noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(519
|
)
|
|
(519
|
)
|
|||||||
Other
|
6
|
|
|
—
|
|
|
740
|
|
|
(4
|
)
|
|
—
|
|
|
736
|
|
|
(249
|
)
|
|
487
|
|
|||||||
Balances as of January 31, 2017
|
3,048
|
|
|
305
|
|
|
2,371
|
|
|
89,354
|
|
|
(14,232
|
)
|
|
77,798
|
|
|
2,737
|
|
|
80,535
|
|
|||||||
Consolidated net income
|
—
|
|
|
—
|
|
|
—
|
|
|
9,862
|
|
|
—
|
|
|
9,862
|
|
|
661
|
|
|
10,523
|
|
|||||||
Other comprehensive income (loss), net of income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,051
|
|
|
4,051
|
|
|
169
|
|
|
4,220
|
|
|||||||
Cash dividends declared ($2.04 per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,124
|
)
|
|
—
|
|
|
(6,124
|
)
|
|
—
|
|
|
(6,124
|
)
|
|||||||
Purchase of Company stock
|
(103
|
)
|
|
(10
|
)
|
|
(219
|
)
|
|
(7,975
|
)
|
|
—
|
|
|
(8,204
|
)
|
|
—
|
|
|
(8,204
|
)
|
|||||||
Cash dividend declared to noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(687
|
)
|
|
(687
|
)
|
|||||||
Other
|
7
|
|
|
—
|
|
|
496
|
|
|
(10
|
)
|
|
—
|
|
|
486
|
|
|
73
|
|
|
559
|
|
|||||||
Balances as of January 31, 2018
|
2,952
|
|
|
295
|
|
|
2,648
|
|
|
85,107
|
|
|
(10,181
|
)
|
|
77,869
|
|
|
2,953
|
|
|
80,822
|
|
|||||||
Adoption of new accounting standards on February 1, 2018, net of income taxes
|
|
|
|
—
|
|
|
—
|
|
|
2,361
|
|
|
(1,436
|
)
|
|
925
|
|
|
(1
|
)
|
|
924
|
|
|||||||
Consolidated net income
|
—
|
|
|
—
|
|
|
—
|
|
|
6,670
|
|
|
—
|
|
|
6,670
|
|
|
509
|
|
|
7,179
|
|
|||||||
Other comprehensive income (loss), net of income taxes
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
75
|
|
|
75
|
|
|
(188
|
)
|
|
(113
|
)
|
|||||||
Cash dividends declared ($2.08 per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,102
|
)
|
|
—
|
|
|
(6,102
|
)
|
|
—
|
|
|
(6,102
|
)
|
|||||||
Purchase of Company stock
|
(80
|
)
|
|
(8
|
)
|
|
(245
|
)
|
|
(7,234
|
)
|
|
—
|
|
|
(7,487
|
)
|
|
—
|
|
|
(7,487
|
)
|
|||||||
Cash dividend declared to noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(488
|
)
|
|
(488
|
)
|
|||||||
Noncontrolling interest of acquired entity
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,345
|
|
|
4,345
|
|
|||||||
Other
|
6
|
|
|
1
|
|
|
562
|
|
|
(17
|
)
|
|
—
|
|
|
546
|
|
|
8
|
|
|
554
|
|
|||||||
Balances as of January 31, 2019
|
2,878
|
|
|
$
|
288
|
|
|
$
|
2,965
|
|
|
$
|
80,785
|
|
|
$
|
(11,542
|
)
|
|
$
|
72,496
|
|
|
$
|
7,138
|
|
|
$
|
79,634
|
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
|
||||||
Consolidated net income
|
|
$
|
7,179
|
|
|
$
|
10,523
|
|
|
$
|
14,293
|
|
Adjustments to reconcile consolidated net income to net cash provided by operating activities:
|
|
|
|
|
|
|
||||||
Depreciation and amortization
|
|
10,678
|
|
|
10,529
|
|
|
10,080
|
|
|||
Unrealized (gains) and losses
|
|
3,516
|
|
|
—
|
|
|
—
|
|
|||
(Gains) and losses for disposal of business operations
|
|
4,850
|
|
|
—
|
|
|
—
|
|
|||
Deferred income taxes
|
|
(499
|
)
|
|
(304
|
)
|
|
761
|
|
|||
Loss on extinguishment of debt
|
|
—
|
|
|
3,136
|
|
|
—
|
|
|||
Other operating activities
|
|
1,734
|
|
|
1,210
|
|
|
206
|
|
|||
Changes in certain assets and liabilities, net of effects of acquisitions:
|
|
|
|
|
|
|
||||||
Receivables, net
|
|
(368
|
)
|
|
(1,074
|
)
|
|
(402
|
)
|
|||
Inventories
|
|
(1,311
|
)
|
|
(140
|
)
|
|
1,021
|
|
|||
Accounts payable
|
|
1,831
|
|
|
4,086
|
|
|
3,942
|
|
|||
Accrued liabilities
|
|
183
|
|
|
928
|
|
|
1,280
|
|
|||
Accrued income taxes
|
|
(40
|
)
|
|
(557
|
)
|
|
492
|
|
|||
Net cash provided by operating activities
|
|
27,753
|
|
|
28,337
|
|
|
31,673
|
|
|||
|
|
|
|
|
|
|
||||||
Cash flows from investing activities:
|
|
|
|
|
|
|
||||||
Payments for property and equipment
|
|
(10,344
|
)
|
|
(10,051
|
)
|
|
(10,619
|
)
|
|||
Proceeds from the disposal of property and equipment
|
|
519
|
|
|
378
|
|
|
456
|
|
|||
Proceeds from the disposal of certain operations
|
|
876
|
|
|
1,046
|
|
|
662
|
|
|||
Purchase of available for sale securities
|
|
—
|
|
|
—
|
|
|
(1,901
|
)
|
|||
Payments for business acquisitions, net of cash acquired
|
|
(14,656
|
)
|
|
(375
|
)
|
|
(2,463
|
)
|
|||
Other investing activities
|
|
(431
|
)
|
|
(77
|
)
|
|
(31
|
)
|
|||
Net cash used in investing activities
|
|
(24,036
|
)
|
|
(9,079
|
)
|
|
(13,896
|
)
|
|||
|
|
|
|
|
|
|
||||||
Cash flows from financing activities:
|
|
|
|
|
|
|
||||||
Net change in short-term borrowings
|
|
(53
|
)
|
|
4,148
|
|
|
(1,673
|
)
|
|||
Proceeds from issuance of long-term debt
|
|
15,872
|
|
|
7,476
|
|
|
137
|
|
|||
Repayments of long-term debt
|
|
(3,784
|
)
|
|
(13,061
|
)
|
|
(2,055
|
)
|
|||
Premiums paid to extinguish debt
|
|
—
|
|
|
(3,059
|
)
|
|
—
|
|
|||
Dividends paid
|
|
(6,102
|
)
|
|
(6,124
|
)
|
|
(6,216
|
)
|
|||
Purchase of Company stock
|
|
(7,410
|
)
|
|
(8,296
|
)
|
|
(8,298
|
)
|
|||
Dividends paid to noncontrolling interest
|
|
(431
|
)
|
|
(690
|
)
|
|
(479
|
)
|
|||
Purchase of noncontrolling interest
|
|
—
|
|
|
(8
|
)
|
|
(90
|
)
|
|||
Other financing activities
|
|
(629
|
)
|
|
(261
|
)
|
|
(398
|
)
|
|||
Net cash used in financing activities
|
|
(2,537
|
)
|
|
(19,875
|
)
|
|
(19,072
|
)
|
|||
|
|
|
|
|
|
|
||||||
Effect of exchange rates on cash, cash equivalents and restricted cash
|
|
(438
|
)
|
|
487
|
|
|
(452
|
)
|
|||
|
|
|
|
|
|
|
||||||
Net increase (decrease) in cash, cash equivalents and restricted cash
|
|
742
|
|
|
(130
|
)
|
|
(1,747
|
)
|
|||
Cash, cash equivalents and restricted cash at beginning of year
|
|
7,014
|
|
|
7,144
|
|
|
8,891
|
|
|||
Cash, cash equivalents and restricted cash at end of period
|
|
$
|
7,756
|
|
|
$
|
7,014
|
|
|
$
|
7,144
|
|
|
|
|
|
|
|
|
||||||
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
|
||||||
Income taxes paid
|
|
3,982
|
|
|
6,179
|
|
|
4,507
|
|
|||
Interest paid
|
|
2,348
|
|
|
2,450
|
|
|
2,351
|
|
|
|
|
|
As of January 31,
|
||||||
(Amounts in millions)
|
|
Estimated Useful Lives
|
|
2019
|
|
2018
|
||||
Land
|
|
N/A
|
|
$
|
24,526
|
|
|
$
|
25,298
|
|
Buildings and improvements
|
|
3-40 years
|
|
101,006
|
|
|
101,155
|
|
||
Fixtures and equipment
|
|
1-30 years
|
|
54,488
|
|
|
52,695
|
|
||
Transportation equipment
|
|
3-15 years
|
|
2,316
|
|
|
2,387
|
|
||
Construction in progress
|
|
N/A
|
|
3,474
|
|
|
3,619
|
|
||
Property and equipment
|
|
|
|
$
|
185,810
|
|
|
$
|
185,154
|
|
Accumulated depreciation
|
|
|
|
(81,493
|
)
|
|
(77,479
|
)
|
||
Property and equipment, net
|
|
|
|
$
|
104,317
|
|
|
$
|
107,675
|
|
(Amounts in millions)
|
|
Walmart U.S.
|
|
Walmart
International
|
|
Sam's Club
|
|
Total
|
||||||||
Balances as of February 1, 2017
|
|
$
|
2,236
|
|
|
$
|
14,488
|
|
|
$
|
313
|
|
|
$
|
17,037
|
|
Changes in currency translation and other
|
|
—
|
|
|
996
|
|
|
—
|
|
|
996
|
|
||||
Acquisitions
|
|
209
|
|
|
—
|
|
|
—
|
|
|
209
|
|
||||
Balances as of January 31, 2018
|
|
2,445
|
|
|
15,484
|
|
|
313
|
|
|
18,242
|
|
||||
Changes in currency translation and other
|
|
—
|
|
|
(743
|
)
|
|
—
|
|
|
(743
|
)
|
||||
Acquisitions
(1)
|
|
107
|
|
|
13,575
|
|
|
—
|
|
|
13,682
|
|
||||
Balances as of January 31, 2019
|
|
$
|
2,552
|
|
|
$
|
28,316
|
|
|
$
|
313
|
|
|
$
|
31,181
|
|
(Amounts in millions)
|
|
As of January 31, 2019
|
||
Assets:
|
|
|
||
Receivables from transactions with customers, net
|
|
$
|
2,538
|
|
|
|
|
||
Liabilities:
|
|
|
||
Deferred gift card revenue
|
|
$
|
1,932
|
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions, except per share data)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Numerator
|
|
|
|
|
|
|
||||||
Consolidated net income
|
|
$
|
7,179
|
|
|
$
|
10,523
|
|
|
$
|
14,293
|
|
Consolidated net income attributable to noncontrolling interest
|
|
(509
|
)
|
|
(661
|
)
|
|
(650
|
)
|
|||
Consolidated net income attributable to Walmart
|
|
$
|
6,670
|
|
|
$
|
9,862
|
|
|
$
|
13,643
|
|
|
|
|
|
|
|
|
||||||
Denominator
|
|
|
|
|
|
|
||||||
Weighted-average common shares outstanding, basic
|
|
2,929
|
|
|
2,995
|
|
|
3,101
|
|
|||
Dilutive impact of stock options and other share-based awards
|
|
16
|
|
|
15
|
|
|
11
|
|
|||
Weighted-average common shares outstanding, diluted
|
|
2,945
|
|
|
3,010
|
|
|
3,112
|
|
|||
|
|
|
|
|
|
|
||||||
Net income per common share attributable to Walmart
|
|
|
|
|
|
|
||||||
Basic
|
|
$
|
2.28
|
|
|
$
|
3.29
|
|
|
$
|
4.40
|
|
Diluted
|
|
2.26
|
|
|
3.28
|
|
|
4.38
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions)
|
2019
|
|
2018
|
|
2017
|
||||||
Restricted stock and performance share units
|
$
|
293
|
|
|
$
|
234
|
|
|
$
|
237
|
|
Restricted stock units
|
456
|
|
|
368
|
|
|
332
|
|
|||
Other
|
24
|
|
|
24
|
|
|
27
|
|
|||
Share-based compensation expense
|
$
|
773
|
|
|
$
|
626
|
|
|
$
|
596
|
|
•
|
Restricted Stock and Performance Share Units.
Restricted stock awards are for shares that vest based on the passage of time and include restrictions related to employment. Performance share units vest based on the passage of time and achievement of performance criteria and may range from
0%
to
150%
of the original award amount. Vesting periods for these awards are generally between
one
and
three
years. Restricted stock and performance share units may be settled or deferred in stock and are accounted for as equity in the Company's Consolidated Balance Sheets. The fair value of restricted stock awards is determined on the date of grant and is expensed ratably over the vesting period. The fair value of performance share units is determined on the date of grant using the Company's stock price discounted for the expected dividend yield through the vesting period and is recognized over the vesting period. The weighted-average discount for the dividend yield used to determine the fair value of performance share units in fiscal
2019
,
2018
and
2017
was
6.2%
,
7.2%
and
8.3%
, respectively.
|
•
|
Restricted Stock Units.
Restricted stock units provide rights to Company stock after a specified service period; generally
50%
vest
three
years from the grant date and the remaining
50%
vest
five
years from the grant date. The fair value of each restricted stock unit is determined on the date of grant using the stock price discounted for the expected dividend yield through the vesting period and is recognized ratably over the vesting period. The expected dividend yield is based on the anticipated dividends over the vesting period. The weighted-average discount for the dividend yield used to determine the fair value of restricted stock units granted in fiscal
2019
,
2018
and
2017
was
7.2%
,
9.0%
and
9.0%
, respectively.
|
|
|
Restricted Stock and Performance Share Units
(1)
|
|
Restricted Stock Units
|
||||||||||
(Shares in thousands)
|
|
Shares
|
|
Weighted-Average Grant-Date Fair Value Per Share
|
|
Shares
|
|
Weighted-Average Grant-Date Fair Value Per Share
|
||||||
Outstanding as of February 1, 2018
|
|
8,558
|
|
|
$
|
70.47
|
|
|
24,153
|
|
|
$
|
66.69
|
|
Granted
|
|
3,600
|
|
|
84.94
|
|
|
7,946
|
|
|
80.94
|
|
||
Vested/exercised
|
|
(2,448
|
)
|
|
74.67
|
|
|
(5,524
|
)
|
|
69.52
|
|
||
Forfeited
|
|
(911
|
)
|
|
68.24
|
|
|
(2,620
|
)
|
|
69.74
|
|
||
Outstanding as of January 31, 2019
|
|
8,799
|
|
|
$
|
75.39
|
|
|
23,955
|
|
|
$
|
70.47
|
|
(1)
|
Assumes payout rate at 100% for Performance Share Units.
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions, except years)
|
2019
|
|
2018
|
|
2017
|
||||||
Fair value of restricted stock and performance share units vested
|
$
|
183
|
|
|
$
|
181
|
|
|
$
|
149
|
|
Fair value of restricted stock units vested
|
386
|
|
|
344
|
|
|
261
|
|
|||
Unrecognized compensation cost for restricted stock and performance share units
|
362
|
|
|
291
|
|
|
211
|
|
|||
Unrecognized compensation cost for restricted stock units
|
1,002
|
|
|
972
|
|
|
986
|
|
|||
Weighted average remaining period to expense for restricted stock and performance share units (years)
|
1.1
|
|
|
1.2
|
|
|
1.3
|
|
|||
Weighted average remaining period to expense for restricted stock units (years)
|
1.6
|
|
|
1.8
|
|
|
1.9
|
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions, except per share data)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Total number of shares repurchased
|
|
79.5
|
|
|
104.9
|
|
|
119.9
|
|
|||
Average price paid per share
|
|
$
|
93.18
|
|
|
$
|
79.11
|
|
|
$
|
69.18
|
|
Total cash paid for share repurchases
|
|
$
|
7,410
|
|
|
$
|
8,296
|
|
|
$
|
8,298
|
|
(Amounts in millions and net of income taxes)
|
Currency
Translation and Other |
|
Net Investment Hedges
|
|
Unrealized Gain on Available-for-Sale Securities
|
|
Cash Flow Hedges
|
|
Minimum
Pension Liability |
|
Total
|
||||||||||||
Balances as of February 1, 2016
|
$
|
(11,690
|
)
|
|
$
|
1,022
|
|
|
$
|
—
|
|
|
$
|
(336
|
)
|
|
$
|
(593
|
)
|
|
$
|
(11,597
|
)
|
Other comprehensive income (loss) before reclassifications, net
|
(2,817
|
)
|
|
413
|
|
|
145
|
|
|
(22
|
)
|
|
(389
|
)
|
|
(2,670
|
)
|
||||||
Amounts reclassified from accumulated other comprehensive loss, net
|
—
|
|
|
—
|
|
|
—
|
|
|
43
|
|
|
(8
|
)
|
|
35
|
|
||||||
Balances as of January 31, 2017
|
(14,507
|
)
|
|
1,435
|
|
|
145
|
|
|
(315
|
)
|
|
(990
|
)
|
|
(14,232
|
)
|
||||||
Other comprehensive income (loss) before reclassifications, net
|
2,345
|
|
|
(405
|
)
|
|
1,501
|
|
|
436
|
|
|
83
|
|
|
3,960
|
|
||||||
Amounts reclassified from accumulated other comprehensive loss, net
|
26
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
64
|
|
|
91
|
|
||||||
Balances as of January 31, 2018
|
(12,136
|
)
|
|
1,030
|
|
|
1,646
|
|
|
122
|
|
|
(843
|
)
|
|
(10,181
|
)
|
||||||
Adoption of new accounting standards on February 1, 2018
(1)
|
89
|
|
|
93
|
|
|
(1,646
|
)
|
|
28
|
|
|
—
|
|
|
(1,436
|
)
|
||||||
Other comprehensive income (loss) before reclassifications, net
|
(2,093
|
)
|
|
272
|
|
|
—
|
|
|
(339
|
)
|
|
93
|
|
|
(2,067
|
)
|
||||||
Reclassifications to income, net
(2)
|
2,055
|
|
|
—
|
|
|
—
|
|
|
49
|
|
|
38
|
|
|
2,142
|
|
||||||
Balances as of January 31, 2019
|
$
|
(12,085
|
)
|
|
$
|
1,395
|
|
|
$
|
—
|
|
|
$
|
(140
|
)
|
|
$
|
(712
|
)
|
|
$
|
(11,542
|
)
|
|
|
January 31,
|
||||||
(Amounts in millions)
|
|
2019
|
|
2018
|
||||
Accrued wages and benefits
(1)
|
|
$
|
6,504
|
|
|
$
|
6,998
|
|
Self-insurance
(2)
|
|
3,979
|
|
|
3,737
|
|
||
Accrued non-income taxes
(3)
|
|
2,979
|
|
|
3,073
|
|
||
Deferred gift card revenue
|
|
1,932
|
|
|
2,017
|
|
||
Other
(4)
|
|
6,765
|
|
|
6,297
|
|
||
Total accrued liabilities
|
|
$
|
22,159
|
|
|
$
|
22,122
|
|
(1)
|
Accrued wages and benefits include accrued wages, salaries, vacation, bonuses and other incentive plans.
|
(2)
|
Self-insurance consists of insurance-related liabilities, such as
workers' compensation, general liability, auto liability, product liability and certain employee-related healthcare benefits
.
|
(3)
|
Accrued non-income taxes include accrued payroll, value added, sales and miscellaneous other taxes.
|
(4)
|
Other accrued liabilities consist of various items such as maintenance, utilities, advertising, interest and legal contingencies.
|
|
|
January 31, 2019
|
|
January 31, 2018
|
||||||||||||||||||||
(Amounts in millions)
|
|
Available
|
|
Drawn
|
|
Undrawn
|
|
Available
|
|
Drawn
|
|
Undrawn
|
||||||||||||
Five-year credit facility
(1)
|
|
$
|
5,000
|
|
|
$
|
—
|
|
|
$
|
5,000
|
|
|
$
|
5,000
|
|
|
$
|
—
|
|
|
$
|
5,000
|
|
364-day revolving credit facility
(1)
|
|
10,000
|
|
|
—
|
|
|
10,000
|
|
|
7,500
|
|
|
—
|
|
|
7,500
|
|
||||||
Total
|
|
$
|
15,000
|
|
|
$
|
—
|
|
|
$
|
15,000
|
|
|
$
|
12,500
|
|
|
$
|
—
|
|
|
$
|
12,500
|
|
(1)
|
In May 2018, the Company renewed and extended its existing five-year credit facility and its existing 364-day revolving credit facility, both of which are used to support its commercial paper program.
|
|
|
|
|
January 31, 2019
|
|
January 31, 2018
|
||||||||
(Amounts in millions)
|
|
Maturity Dates
By Fiscal Year |
|
Amount
|
|
Average Rate
(1)
|
|
Amount
|
|
Average Rate
(1)
|
||||
Unsecured debt
|
|
|
|
|
|
|
|
|
|
|
||||
Fixed
|
|
2020 - 2049
|
|
$
|
35,816
|
|
|
3.9%
|
|
$
|
24,540
|
|
|
3.9%
|
Variable
|
|
2020 - 2022
|
|
1,800
|
|
|
2.9%
|
|
800
|
|
|
4.1%
|
||
Total U.S. dollar denominated
|
|
|
|
37,616
|
|
|
|
|
25,340
|
|
|
|
||
Fixed
|
|
2023 - 2030
|
|
2,870
|
|
|
3.3%
|
|
3,101
|
|
|
3.3%
|
||
Variable
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
||
Total Euro denominated
|
|
|
|
2,870
|
|
|
|
|
3,101
|
|
|
|
||
Fixed
|
|
2031 - 2039
|
|
3,524
|
|
|
5.4%
|
|
3,801
|
|
|
5.4%
|
||
Variable
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
||
Total Sterling denominated
|
|
|
|
3,524
|
|
|
|
|
3,801
|
|
|
|
||
Fixed
|
|
2021 - 2028
|
|
1,651
|
|
|
0.4%
|
|
1,655
|
|
|
0.4%
|
||
Variable
|
|
|
|
—
|
|
|
|
|
—
|
|
|
|
||
Total Yen denominated
|
|
|
|
1,651
|
|
|
|
|
1,655
|
|
|
|
||
Total unsecured debt
|
|
|
|
45,661
|
|
|
|
|
33,897
|
|
|
|
||
Total other
(2)
|
|
|
|
(265
|
)
|
|
|
|
(114
|
)
|
|
|
||
Total debt
|
|
|
|
45,396
|
|
|
|
|
33,783
|
|
|
|
||
Less amounts due within one year
|
|
|
|
(1,876
|
)
|
|
|
|
(3,738
|
)
|
|
|
||
Long-term debt
|
|
|
|
$
|
43,520
|
|
|
|
|
$
|
30,045
|
|
|
|
(1)
|
The average rate represents the weighted-average stated rate for each corresponding debt category, based on year-end balances and year-end interest rates. Interest costs are also impacted by certain derivatives described in
Note 8
.
|
(2)
|
Includes deferred loan costs, discounts, fair value hedges, foreign-held debt and secured debt. As of
January 31, 2019
and
2018
the Company had secured debt in the amount of
$8 million
and
$10 million
, respectively, which was collateralized by property that had an aggregate carrying amount of
$82 million
and
$101 million
, respectively.
|
(Amounts in millions)
|
Annual
|
||
Fiscal Year
|
Maturities
|
||
2020
|
$
|
1,876
|
|
2021
|
5,347
|
|
|
2022
|
3,080
|
|
|
2023
|
2,844
|
|
|
2024
|
4,595
|
|
|
Thereafter
|
27,654
|
|
|
Total
|
$
|
45,396
|
|
(Amounts in millions)
|
|
|
|
|
|
|
|
|
|
|
||
Issue Date
|
|
Principal Amount
|
|
Maturity Date
|
|
Fixed vs. Floating
|
|
Interest Rate
|
|
Net Proceeds
|
||
June 27, 2018
|
|
750 USD
|
|
June 23, 2020
|
|
Floating
|
|
Floating
|
|
$
|
748
|
|
June 27, 2018
|
|
1,250 USD
|
|
June 23, 2020
|
|
Fixed
|
|
2.850%
|
|
1,247
|
|
|
June 27, 2018
|
|
750 USD
|
|
June 23, 2021
|
|
Floating
|
|
Floating
|
|
748
|
|
|
June 27, 2018
|
|
1,750 USD
|
|
June 23, 2021
|
|
Fixed
|
|
3.125%
|
|
1,745
|
|
|
June 27, 2018
|
|
2,750 USD
|
|
June 26, 2023
|
|
Fixed
|
|
3.400%
|
|
2,740
|
|
|
June 27, 2018
|
|
1,500 USD
|
|
June 26, 2025
|
|
Fixed
|
|
3.550%
|
|
1,490
|
|
|
June 27, 2018
|
|
2,750 USD
|
|
June 26, 2028
|
|
Fixed
|
|
3.700%
|
|
2,725
|
|
|
June 27, 2018
|
|
1,500 USD
|
|
June 28, 2038
|
|
Fixed
|
|
3.950%
|
|
1,473
|
|
|
June 27, 2018
|
|
3,000 USD
|
|
June 29, 2048
|
|
Fixed
|
|
4.050%
|
|
2,935
|
|
|
Various
|
|
21 USD
|
|
Various
|
|
Various
|
|
Various
|
|
21
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
$
|
15,872
|
|
(Amounts in millions)
|
|
|
|
|
|
|
|
|
|
|
||
Issue Date
|
|
Principal Amount
|
|
Maturity Date
|
|
Fixed vs. Floating
|
|
Interest Rate
|
|
Net Proceeds
|
||
July 18, 2017
|
|
70,000 JPY
|
|
July 15, 2022
|
|
Fixed
|
|
0.183%
|
|
$
|
619
|
|
July 18, 2017
|
|
40,000 JPY
|
|
July 18, 2024
|
|
Fixed
|
|
0.298%
|
|
354
|
|
|
July 18, 2017
|
|
60,000 JPY
|
|
July 16, 2027
|
|
Fixed
|
|
0.520%
|
|
530
|
|
|
October 20, 2017
|
|
300 USD
|
|
October 9, 2019
|
|
Floating
|
|
Floating
|
|
299
|
|
|
October 20, 2017
|
|
1,200 USD
|
|
October 9, 2019
|
|
Fixed
|
|
1.750%
|
|
1,198
|
|
|
October 20, 2017
|
|
1,250 USD
|
|
December 15, 2020
|
|
Fixed
|
|
1.900%
|
|
1,245
|
|
|
October 20, 2017
|
|
1,250 USD
|
|
December 15, 2022
|
|
Fixed
|
|
2.350%
|
|
1,245
|
|
|
October 20, 2017
|
|
1,000 USD
|
|
December 15, 2024
|
|
Fixed
|
|
2.650%
|
|
996
|
|
|
October 20, 2017
|
|
1,000 USD
|
|
December 15, 2047
|
|
Fixed
|
|
3.625%
|
|
990
|
|
|
Total
|
|
|
|
|
|
|
|
|
|
$
|
7,476
|
|
(Amounts in millions)
|
|
|
|
|
|
|
|
|
||
Maturity Date
|
|
Principal Amount
|
|
Fixed vs. Floating
|
|
Interest Rate
|
|
Repayment
|
||
February 15, 2018
|
|
1,250 USD
|
|
Fixed
|
|
5.800%
|
|
$
|
1,250
|
|
April 11, 2018
|
|
1,250 USD
|
|
Fixed
|
|
1.125%
|
|
1,250
|
|
|
June 1, 2018
|
|
500 USD
|
|
Floating
|
|
Floating
|
|
500
|
|
|
December 15, 2018
|
|
724 USD
|
|
Fixed
|
|
1.950%
|
|
724
|
|
|
Various
(1)
|
|
60 USD
|
|
Various
|
|
Various
|
|
60
|
|
|
Total
|
|
|
|
|
|
|
|
$
|
3,784
|
|
•
|
Level 1: observable inputs such as quoted prices in active markets;
|
•
|
Level 2: inputs other than quoted prices in active markets that are either directly or indirectly observable; and
|
•
|
Level 3: unobservable inputs for which little or no market data exists, therefore requiring the Company to develop its own assumptions.
|
•
|
The purchased portion of the investment in JD measured using Level 1 inputs, which prior to fiscal 2019 was classified as available-for-sale with changes in fair value recognized through other comprehensive income; and
|
•
|
The portion of the investment in JD received in exchange for selling certain assets related to Yihaodian, the Company's former eCommerce operation in China, measured using Level 2 inputs. Fair value is determined primarily using quoted prices in active markets for similar assets. Prior to fiscal 2019, the investment was carried at cost.
|
(Amounts in millions)
|
|
Cost Basis
|
|
Carrying Value as of January 31, 2018
|
|
Fair Value as of February 1, 2018
|
|
|
Fair Value as of January 31, 2019
|
|
||||||||
Investment in JD measured using Level 1 inputs
|
|
$
|
1,901
|
|
|
$
|
3,547
|
|
|
$
|
3,547
|
|
(1)
|
|
$
|
1,791
|
|
|
Investment in JD measured using Level 2 inputs
|
|
1,490
|
|
|
1,490
|
|
|
3,559
|
|
(2)
|
|
1,792
|
|
|
||||
Total
|
|
$
|
3,391
|
|
|
$
|
5,037
|
|
|
$
|
7,106
|
|
|
|
$
|
3,583
|
|
(3)
|
|
January 31, 2019
|
|
January 31, 2018
|
||||||||||||
(Amounts in millions)
|
Notional Amount
|
|
Fair Value
|
|
Notional Amount
|
|
Fair Value
|
||||||||
Receive fixed-rate, pay variable-rate interest rate swaps designated as fair value hedges
|
$
|
4,000
|
|
|
$
|
(78
|
)
|
|
$
|
4,000
|
|
|
$
|
(91
|
)
|
Receive fixed-rate, pay fixed-rate cross-currency swaps designated as net investment hedges
|
2,250
|
|
|
334
|
|
|
2,250
|
|
|
208
|
|
||||
Receive fixed-rate, pay fixed-rate cross-currency swaps designated as cash flow hedges
|
4,173
|
|
|
(272
|
)
|
|
4,523
|
|
|
205
|
|
||||
Total
|
$
|
10,423
|
|
|
$
|
(16
|
)
|
|
$
|
10,773
|
|
|
$
|
322
|
|
•
|
in the Sam's Club segment as discussed in
Note 14
,
$0.6 billion
for restructuring charges for closures of underperforming clubs; the impaired assets consisted primarily of buildings and related store fixtures, and leased assets of its retail operations;
|
•
|
in the Walmart International segment as discussed in
Note 14
,
$0.2 billion
for restructuring charges for the wind-down of the Brazil first-party eCommerce business; the impaired assets consisted primarily of fixtures and equipment; and
|
•
|
immaterial discontinued real estate projects in the Walmart U.S. and Sam's Club segments and decisions to exit certain international properties in the Walmart International segment.
|
|
|
January 31, 2019
|
|
January 31, 2018
|
||||||||||||
(Amounts in millions)
|
|
Carrying Value
|
|
|
Fair Value
|
|
Carrying Value
|
|
Fair Value
|
|||||||
Long-term debt, including amounts due within one year
|
|
$
|
45,396
|
|
|
$
|
49,570
|
|
|
$
|
33,783
|
|
|
$
|
38,766
|
|
|
January 31, 2019
|
|
January 31, 2018
|
||||||||||||||||||||
(Amounts in millions)
|
Fair Value
Hedges |
|
Net Investment
Hedges |
|
Cash Flow
Hedges |
|
Fair Value
Hedges |
|
Net Investment
Hedges |
|
Cash Flow
Hedges |
||||||||||||
Derivatives
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Derivative assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Other long-term assets
|
$
|
—
|
|
|
$
|
334
|
|
|
$
|
78
|
|
|
$
|
—
|
|
|
$
|
208
|
|
|
$
|
300
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Derivative liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Deferred income taxes and other
|
78
|
|
|
—
|
|
|
350
|
|
|
91
|
|
|
—
|
|
|
95
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Nonderivative hedging instruments
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Long-term debt
|
—
|
|
|
3,863
|
|
|
—
|
|
|
—
|
|
|
4,041
|
|
|
—
|
|
|
Fiscal Years Ended January 31,
|
|||||||
(Amounts in millions)
|
2019
|
|
2018
|
|
2017
|
|||
U.S.
|
15,875
|
|
|
10,722
|
|
|
15,680
|
|
Non-U.S.
|
(4,415
|
)
|
|
4,401
|
|
|
4,817
|
|
Total income before income taxes
|
11,460
|
|
|
15,123
|
|
|
20,497
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions)
|
2019
|
|
2018
|
|
2017
|
||||||
Current:
|
|
|
|
|
|
||||||
U.S. federal
|
$
|
2,763
|
|
|
$
|
2,998
|
|
|
$
|
3,454
|
|
U.S. state and local
|
493
|
|
|
405
|
|
|
495
|
|
|||
International
|
1,495
|
|
|
1,377
|
|
|
1,510
|
|
|||
Total current tax provision
|
4,751
|
|
|
4,780
|
|
|
5,459
|
|
|||
Deferred:
|
|
|
|
|
|
||||||
U.S. federal
|
(361
|
)
|
|
(22
|
)
|
|
1,054
|
|
|||
U.S. state and local
|
(16
|
)
|
|
(12
|
)
|
|
51
|
|
|||
International
|
(93
|
)
|
|
(146
|
)
|
|
(360
|
)
|
|||
Total deferred tax expense (benefit)
|
(470
|
)
|
|
(180
|
)
|
|
745
|
|
|||
Total provision for income taxes
|
$
|
4,281
|
|
|
$
|
4,600
|
|
|
$
|
6,204
|
|
|
Fiscal Years Ended January 31,
|
|||||||
|
2019
|
|
2018
|
|
2017
|
|||
U.S. statutory tax rate
|
21.0
|
%
|
|
33.8
|
%
|
|
35.0
|
%
|
U.S. state income taxes, net of federal income tax benefit
|
3.3
|
%
|
|
1.8
|
%
|
|
1.7
|
%
|
Impact of the Tax Act:
|
|
|
|
|
|
|
||
One-time transition tax
|
3.6
|
%
|
|
12.3
|
%
|
|
—
|
%
|
Deferred tax effects
|
(0.7
|
)%
|
|
(14.1
|
)%
|
|
—
|
%
|
Income taxed outside the U.S.
|
(3.5
|
)%
|
|
(6.3
|
)%
|
|
(4.5
|
)%
|
Disposition of Walmart Brazil
|
6.7
|
%
|
|
—
|
%
|
|
—
|
%
|
Valuation allowance
|
6.4
|
%
|
|
2.1
|
%
|
|
—
|
%
|
Net impact of repatriated international earnings
|
0.8
|
%
|
|
(0.1
|
)%
|
|
(1.0
|
)%
|
Federal tax credits
|
(1.2
|
)%
|
|
(0.9
|
)%
|
|
(0.6
|
)%
|
Other, net
|
1.0
|
%
|
|
1.8
|
%
|
|
(0.3
|
)%
|
Effective income tax rate
|
37.4
|
%
|
|
30.4
|
%
|
|
30.3
|
%
|
|
|
January 31,
|
||||||
(Amounts in millions)
|
|
2019
|
|
2018
|
||||
Deferred tax assets:
|
|
|
|
|
||||
Loss and tax credit carryforwards
|
|
$
|
2,964
|
|
|
$
|
1,989
|
|
Accrued liabilities
|
|
2,135
|
|
|
2,482
|
|
||
Share-based compensation
|
|
245
|
|
|
217
|
|
||
Other
|
|
1,131
|
|
|
1,251
|
|
||
Total deferred tax assets
|
|
6,475
|
|
|
5,939
|
|
||
Valuation allowances
|
|
(2,448
|
)
|
|
(1,843
|
)
|
||
Deferred tax assets, net of valuation allowances
|
|
4,027
|
|
|
4,096
|
|
||
Deferred tax liabilities:
|
|
|
|
|
||||
Property and equipment
|
|
4,175
|
|
|
3,954
|
|
||
Acquired intangibles
|
|
2,099
|
|
|
401
|
|
||
Inventory
|
|
1,354
|
|
|
1,153
|
|
||
Other
|
|
899
|
|
|
540
|
|
||
Total deferred tax liabilities
|
|
8,527
|
|
|
6,048
|
|
||
Net deferred tax liabilities
|
|
$
|
4,500
|
|
|
$
|
1,952
|
|
|
|
January 31,
|
||||||
(Amounts in millions)
|
|
2019
|
|
2018
|
||||
Balance Sheet classification
|
|
|
|
|
||||
Assets:
|
|
|
|
|
||||
Other long-term assets
|
|
$
|
1,796
|
|
|
$
|
1,879
|
|
|
|
|
|
|
|
|
||
Liabilities:
|
|
|
|
|
||||
Deferred income taxes and other
|
|
6,296
|
|
|
3,831
|
|
||
|
|
|
|
|
|
|
||
Net deferred tax liabilities
|
|
$
|
4,500
|
|
|
$
|
1,952
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions)
|
2019
|
|
2018
|
|
2017
|
||||||
Unrecognized tax benefits, beginning of year
|
$
|
1,010
|
|
|
$
|
1,050
|
|
|
$
|
607
|
|
Increases related to prior year tax positions
|
620
|
|
|
130
|
|
|
388
|
|
|||
Decreases related to prior year tax positions
|
(107
|
)
|
|
(254
|
)
|
|
(32
|
)
|
|||
Increases related to current year tax positions
|
203
|
|
|
122
|
|
|
145
|
|
|||
Settlements during the period
|
(390
|
)
|
|
(23
|
)
|
|
(46
|
)
|
|||
Lapse in statutes of limitations
|
(31
|
)
|
|
(15
|
)
|
|
(12
|
)
|
|||
Unrecognized tax benefits, end of year
|
$
|
1,305
|
|
|
$
|
1,010
|
|
|
$
|
1,050
|
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions)
|
|
2019
|
|
2018
|
|
2017
|
||||||
Ongoing inquiries and investigations
|
|
$
|
17
|
|
|
$
|
26
|
|
|
$
|
80
|
|
Global compliance program and organizational enhancements
|
|
13
|
|
|
14
|
|
|
19
|
|
|||
Total
|
|
$
|
30
|
|
|
$
|
40
|
|
|
$
|
99
|
|
(1)
|
Represents minimum contractual obligation for non-cancelable leases with initial or remaining terms greater than 12 months as of
January 31, 2019
.
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions)
|
2019
|
|
2018
|
|
2017
|
||||||
Defined contribution plans:
|
|
|
|
|
|
||||||
U.S.
|
$
|
1,165
|
|
|
$
|
1,124
|
|
|
$
|
1,064
|
|
International
|
126
|
|
|
126
|
|
|
173
|
|
|||
Total contribution expense for defined contribution plans
|
$
|
1,291
|
|
|
$
|
1,250
|
|
|
$
|
1,237
|
|
•
|
Assets of
$3.3 billion
, which were fully impaired as discussed in
Note 7
upon meeting the held for sale criteria;
|
•
|
Liabilities of
$1.3 billion
, consisting of
$0.7 billion
in accounts payable and accrued liabilities,
$0.1 billion
of capital lease and financing obligations, and
$0.5 billion
of deferred taxes and other long-term liabilities; and
|
•
|
Cumulative foreign currency translation loss of
$2.0 billion
, which was reclassified from accumulated other comprehensive loss (see
Note 4
).
|
•
|
Assets of
$24.1 billion
, which comprise primarily of
$2.2 billion
in cash and cash equivalents,
$2.8 billion
in other current assets,
$5.0 billion
in intangible assets and
$13.6 billion
in goodwill. Of the intangible assets,
$4.7 billion
represents the fair value of trade names, each with an indefinite life, which were estimated using the income approach based on Level 3 unobservable inputs. The remaining
$0.3 billion
of intangible assets primarily relate to acquired technology with a life of
3 years
. The goodwill arising from the acquisition consists largely of anticipated synergies and economies of scale primarily related to procurement and logistics and is not expected to be deductible for tax purposes;
|
•
|
Liabilities of
$3.7 billion
, which comprise primarily of
$1.8 billion
of current liabilities and
$1.8 billion
of deferred income taxes; and
|
•
|
Noncontrolling interest of
$4.3 billion
, for which the fair value was estimated using the income approach based on Level 3 unobservable inputs.
|
|
|
Fiscal Year Ended January 31, 2018
|
||||||||||
(Amounts in millions)
|
|
Asset Impairment
|
|
Severance Costs
|
|
Total
|
||||||
Walmart International
|
|
193
|
|
|
43
|
|
|
236
|
|
|||
Sam's Club
|
|
596
|
|
|
69
|
|
|
665
|
|
|||
Corporate and support
|
|
—
|
|
|
300
|
|
|
300
|
|
|||
Total
|
|
$
|
789
|
|
|
$
|
412
|
|
|
$
|
1,201
|
|
(Amounts in millions)
|
|
Walmart U.S.
|
|
Walmart International
|
|
Sam's Club
|
|
Corporate and support
|
|
Consolidated
|
||||||||||
Fiscal Year Ended January 31, 2019
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
|
$
|
331,666
|
|
|
$
|
120,824
|
|
|
$
|
57,839
|
|
|
$
|
—
|
|
|
$
|
510,329
|
|
Operating income (loss)
|
|
17,386
|
|
|
4,883
|
|
|
1,520
|
|
|
(1,832
|
)
|
|
21,957
|
|
|||||
Interest, net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,129
|
)
|
|||||
Other gains and (losses)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(8,368
|
)
|
|||||
Income before income taxes
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
11,460
|
|
||||
Total assets
|
|
$
|
105,114
|
|
|
$
|
97,066
|
|
|
$
|
12,893
|
|
|
$
|
4,222
|
|
|
$
|
219,295
|
|
Depreciation and amortization
|
|
6,201
|
|
|
2,590
|
|
|
639
|
|
|
1,248
|
|
|
10,678
|
|
|||||
Capital expenditures
|
|
6,034
|
|
|
2,661
|
|
|
450
|
|
|
1,199
|
|
|
10,344
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Fiscal Year Ended January 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net sales
|
|
$
|
318,477
|
|
|
$
|
118,068
|
|
|
$
|
59,216
|
|
|
$
|
—
|
|
|
$
|
495,761
|
|
Operating income (loss)
|
|
16,995
|
|
|
5,229
|
|
|
915
|
|
|
(2,702
|
)
|
|
20,437
|
|
|||||
Interest, net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,178
|
)
|
|||||
Loss on extinguishment of debt
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(3,136
|
)
|
|||||
Income before income taxes
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
15,123
|
|
||||
Total assets
|
|
$
|
104,347
|
|
|
$
|
81,549
|
|
|
$
|
13,418
|
|
|
$
|
5,208
|
|
|
$
|
204,522
|
|
Depreciation and amortization
|
|
6,005
|
|
|
2,601
|
|
|
698
|
|
|
1,225
|
|
|
10,529
|
|
|||||
Capital expenditures
|
|
5,680
|
|
|
2,607
|
|
|
626
|
|
|
1,138
|
|
|
10,051
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Fiscal Year Ended January 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net sales
|
|
$
|
307,833
|
|
|
$
|
116,119
|
|
|
$
|
57,365
|
|
|
$
|
—
|
|
|
$
|
481,317
|
|
Operating income (loss)
|
|
17,012
|
|
|
5,737
|
|
|
1,628
|
|
|
(1,613
|
)
|
|
22,764
|
|
|||||
Interest, net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,267
|
)
|
|||||
Income before income taxes
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
20,497
|
|
||||
Total assets
|
|
$
|
104,262
|
|
|
$
|
74,508
|
|
|
$
|
14,125
|
|
|
$
|
5,930
|
|
|
$
|
198,825
|
|
Depreciation and amortization
|
|
5,598
|
|
|
2,629
|
|
|
712
|
|
|
1,141
|
|
|
10,080
|
|
|||||
Capital expenditures
|
|
6,090
|
|
|
2,697
|
|
|
639
|
|
|
1,193
|
|
|
10,619
|
|
|
Fiscal Years Ended January 31,
|
||||||||||
(Amounts in millions)
|
2019
|
|
2018
|
|
2017
|
||||||
Revenues
|
|
|
|
|
|
||||||
U.S. operations
|
$
|
392,265
|
|
|
$
|
380,580
|
|
|
$
|
367,784
|
|
Non-U.S. operations
|
122,140
|
|
|
119,763
|
|
|
118,089
|
|
|||
Total revenues
|
$
|
514,405
|
|
|
$
|
500,343
|
|
|
$
|
485,873
|
|
|
|
|
|
|
|
||||||
Long-lived assets
|
|
|
|
|
|
||||||
U.S. operations
|
$
|
81,144
|
|
|
$
|
81,478
|
|
|
$
|
82,746
|
|
Non-U.S. operations
|
30,251
|
|
|
33,340
|
|
|
31,432
|
|
|||
Total long-lived assets
|
$
|
111,395
|
|
|
$
|
114,818
|
|
|
$
|
114,178
|
|
(Amounts in millions)
|
|
Fiscal Year Ended January 31, 2019
|
||
Walmart U.S. net sales by merchandise category
|
|
|||
Grocery
|
|
$
|
184,202
|
|
General merchandise
|
|
108,739
|
|
|
Health and wellness
|
|
35,788
|
|
|
Other categories
|
|
2,937
|
|
|
Total
|
|
$
|
331,666
|
|
(Amounts in millions)
|
|
Fiscal Year Ended January 31, 2019
|
||
Sam’s Club net sales by merchandise category
|
|
|||
Grocery and consumables
|
|
$
|
33,708
|
|
Fuel, tobacco and other categories
|
|
12,110
|
|
|
Home and apparel
|
|
5,452
|
|
|
Technology, office and entertainment
|
|
3,388
|
|
|
Health and wellness
|
|
3,181
|
|
|
Total
|
|
$
|
57,839
|
|
Record Date
|
|
Payable Date
|
March 15, 2019
|
|
April 1, 2019
|
May 10, 2019
|
|
June 3, 2019
|
August 9, 2019
|
|
September 3, 2019
|
December 6, 2019
|
|
January 2, 2020
|
|
|
Fiscal Year Ended January 31, 2019
|
||||||||||||||||||
(Amounts in millions, except per share data)
|
|
Q1
|
|
Q2
|
|
Q3
|
|
Q4
|
|
Total
|
||||||||||
Total revenues
|
|
$
|
122,690
|
|
|
$
|
128,028
|
|
|
$
|
124,894
|
|
|
$
|
138,793
|
|
|
$
|
514,405
|
|
Net sales
|
|
121,630
|
|
|
127,059
|
|
|
123,897
|
|
|
137,743
|
|
|
510,329
|
|
|||||
Cost of sales
|
|
91,707
|
|
|
95,571
|
|
|
93,116
|
|
|
104,907
|
|
|
385,301
|
|
|||||
Consolidated net income (loss)
|
|
2,276
|
|
|
(727
|
)
|
|
1,817
|
|
|
3,813
|
|
|
7,179
|
|
|||||
Consolidated net income (loss) attributable to Walmart
|
|
2,134
|
|
|
(861
|
)
|
|
1,710
|
|
|
3,687
|
|
|
6,670
|
|
|||||
Basic net income (loss) per common share attributable to Walmart
|
|
0.72
|
|
|
(0.29
|
)
|
|
0.58
|
|
|
1.27
|
|
|
2.28
|
|
|||||
Diluted net income (loss) per common share attributable to Walmart
(1)
|
|
0.72
|
|
|
(0.29
|
)
|
|
0.58
|
|
|
1.27
|
|
|
2.26
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
Fiscal Year Ended January 31, 2018
|
||||||||||||||||||
|
|
Q1
|
|
Q2
|
|
Q3
|
|
Q4
|
|
Total
|
||||||||||
Total revenues
|
|
$
|
117,542
|
|
|
$
|
123,355
|
|
|
$
|
123,179
|
|
|
$
|
136,267
|
|
|
$
|
500,343
|
|
Net sales
|
|
116,526
|
|
|
121,949
|
|
|
122,136
|
|
|
135,150
|
|
|
495,761
|
|
|||||
Cost of sales
|
|
87,688
|
|
|
91,521
|
|
|
91,547
|
|
|
102,640
|
|
|
373,396
|
|
|||||
Consolidated net income
|
|
3,152
|
|
|
3,104
|
|
|
1,904
|
|
|
2,363
|
|
|
10,523
|
|
|||||
Consolidated net income attributable to Walmart
|
|
3,039
|
|
|
2,899
|
|
|
1,749
|
|
|
2,175
|
|
|
9,862
|
|
|||||
Basic net income per common share attributable to Walmart
|
|
1.00
|
|
|
0.96
|
|
|
0.59
|
|
|
0.74
|
|
|
3.29
|
|
|||||
Diluted net income per common share attributable to Walmart
(1)
|
|
1.00
|
|
|
0.96
|
|
|
0.58
|
|
|
0.73
|
|
|
3.28
|
|
(1)
|
The sum of quarterly amounts may not agree to annual amount due to rounding and the impact of a decreasing amount of shares outstanding during the year.
|
ITEM 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
|
ITEM 9A.
|
CONTROLS AND PROCEDURES
|
|
/s/ C. Douglas McMillon
|
C. Douglas McMillon
President and Chief Executive Officer
|
|
/s/ M. Brett Biggs
|
M. Brett Biggs
Executive Vice President and Chief Financial Officer
|
ITEM 9B.
|
OTHER INFORMATION
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
|
ITEM 11.
|
EXECUTIVE COMPENSATION
|
ITEM 12.
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|
ITEM 13.
|
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
|
ITEM 14.
|
PRINCIPAL ACCOUNTING FEES AND SERVICES
|
ITEM 15.
|
EXHIBITS, FINANCIAL STATEMENT SCHEDULES
|
(b)
|
The exhibits furnished with this Annual Report on Form 10-K in accordance with the requirement of Form 10-K of the SEC are listed in the Exhibit Index, which appears immediately following the signature pages to this Annual Report on Form 10-K and which is incorporated in this Item 15(b) by reference to such Exhibit Index.
|
ITEM 16.
|
FORM 10-K SUMMARY
|
|
|
Walmart Inc.
|
||
|
|
|
|
|
Date: March 28, 2019
|
|
By
|
|
/s/ C. Douglas McMillon
|
|
|
|
|
C. Douglas McMillon
|
|
|
|
|
President and Chief Executive Officer
|
Date: March 28, 2019
|
|
By
|
|
/s/ C. Douglas McMillon
|
|
|
|
|
C. Douglas McMillon
|
|
|
|
|
President and Chief Executive Officer and Director
|
|
|
|
|
(Principal Executive Officer)
|
|
|
|
||
Date: March 28, 2019
|
|
By
|
|
/s/ Gregory B. Penner
|
|
|
|
|
Gregory B. Penner
|
|
|
|
|
Chairman of the Board and Director
|
|
|
|
||
Date: March 28, 2019
|
|
By
|
|
/s/ M. Brett Biggs
|
|
|
|
|
M. Brett Biggs
|
|
|
|
|
Executive Vice President and Chief Financial Officer
|
|
|
|
|
(Principal Financial Officer)
|
|
|
|
||
Date: March 28, 2019
|
|
By
|
|
/s/ David M. Chojnowski
|
|
|
|
|
David M. Chojnowski
|
|
|
|
|
Senior Vice President and Controller
|
|
|
|
|
(Principal Accounting Officer)
|
Date:
|
|
By
|
|
|
|
|
|
|
Cesar Conde
|
|
|
|
|
Director
|
|
|
|
|
|
Date: March 28, 2019
|
|
By
|
|
/s/ Stephen J. Easterbrook
|
|
|
|
|
Stephen J. Easterbrook
|
|
|
|
|
Director
|
|
|
|
|
|
Date: March 28, 2019
|
|
By
|
|
/s/ Timothy P. Flynn
|
|
|
|
|
Timothy P. Flynn
|
|
|
|
|
Director
|
|
|
|
|
|
Date: March 28, 2019
|
|
By
|
|
/s/ Sarah Friar
|
|
|
|
|
Sarah Friar
|
|
|
|
|
Director
|
|
|
|
|
|
Date: March 28, 2019
|
|
By
|
|
/s/ Carla A. Harris
|
|
|
|
|
Carla A. Harris
|
|
|
|
|
Director
|
|
|
|
|
|
Date: March 28, 2019
|
|
By
|
|
/s/ Thomas W. Horton
|
|
|
|
|
Thomas W. Horton
|
|
|
|
|
Director
|
|
|
|
|
|
Date: March 28, 2019
|
|
By
|
|
/s/ Marissa A. Mayer
|
|
|
|
|
Marissa A. Mayer
|
|
|
|
|
Director
|
|
|
|
|
|
Date: March 28, 2019
|
|
By
|
|
/s/ Steven S Reinemund
|
|
|
|
|
Steven S Reinemund
|
|
|
|
|
Director
|
|
|
|
|
|
Date: March 28, 2019
|
|
By
|
|
/s/ S. Robson Walton
|
|
|
|
|
S. Robson Walton
|
|
|
|
|
Director
|
|
|
|
|
|
Date: March 28, 2019
|
|
By
|
|
/s/ Steuart L. Walton
|
|
|
|
|
Steuart L. Walton
|
|
|
|
|
Director
|
3(a)
|
|
|
|
|
|
3(b)
|
|
|
|
|
|
4(a)
|
|
Indenture dated as of April 1, 1991, between the Company and J.P. Morgan Trust Company, National Association, as successor trustee to Bank One Trust Company, NA, as successor trustee to The First National Bank of Chicago, Trustee, is incorporated herein by reference to Exhibit 4(a) to Registration Statement on Form S-3 (File Number 33-51344)
(P)
|
|
|
|
4(b)
|
|
First Supplemental Indenture dated as of September 9, 1992, to the Indenture dated as of April 1, 1991, between the Company and J.P. Morgan Trust Company, National Association, as successor trustee to Bank One Trust Company, NA, as successor trustee to The First National Bank of Chicago, Trustee, is incorporated herein by reference to Exhibit 4(b) to Registration Statement on Form S-3 (File Number 33-51344)
(P)
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4(c)
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4(d)
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4(e)
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4(f)
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4(g)
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10(a)*
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10(b)
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10(c)
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10(d)
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10(e)
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10(f)
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10(g)
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10(g).1*
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10(h)
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10(i)
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10(j)
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10(k)
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10(l)
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10(m)
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10(n)
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10(o)
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10(p)
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10(q)
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10(r)
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10(s)
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10(t)
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21*
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23*
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31.1*
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31.2*
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32.1**
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32.2**
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99.1*
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101.INS*
|
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XBRL Instance Document
|
|
|
|
101.SCH*
|
|
XBRL Taxonomy Extension Schema Document
|
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|
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101.CAL*
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
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|
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101.DEF*
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
101.LAB*
|
|
XBRL Taxonomy Extension Label Linkbase Document
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101.PRE*
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
*
|
|
Filed herewith as an Exhibit.
|
**
|
|
Furnished herewith as an Exhibit.
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(C)
|
|
This Exhibit is a management contract or compensatory plan or arrangement
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(P)
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This Exhibit was originally filed in paper format. Accordingly, a hyperlink has not been provided.
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1.
|
The exhibits listed in this Exhibit Index and incorporated as exhibits to the Annual Report on Form 10-K of Walmart Inc. (the "Company") for the fiscal year ended January 31, 2019 by reference to an Annual Report on Form 10-K, Quarterly Report on Form 10-Q or Current Report on Form 8-K of the Company previously filed with the SEC by the Company are available for review online on the EDGAR system of the SEC at www.sec.gov as exhibits to the Annual Report on Form 10-K, Quarterly Report on Form 10-Q or Current Report on Form 8-K referred to above in the description of the exhibit incorporated by reference. The historical filings of the Company may be reviewed and copied at the Public Reference Room of the SEC at 100 F Street, NE Washington, DC 20549-2521 under Commission File No. 001-6991.
|
2.
|
The Company and its subsidiaries have in the past issued, and may in the future issue from time to time, long-term debt instruments, but the aggregate principal amount of the debt instruments of any one series of such debt instruments has not exceeded or will not exceed 10% of the assets of the Company at any pertinent time. The Company has previously filed with the SEC its agreement to, and hereby agrees to, file copies of the agreements relating to long-term debt instruments and the instruments representing or evidencing such long-term debt instruments with the SEC upon request. As a result, in accordance with the provisions of paragraph (b)(4)(iii)(A) of Item 601 of Regulation S-K of the SEC, copies of such long-term debt instruments have not been filed as exhibits to the Annual Report on Form 10-K of the Company for the fiscal year ended January 31, 2019. The Company has previously filed the documents and instruments establishing the specific terms of long-term debt instruments offered and sold by the Company pursuant to its effective registration statements filed with the SEC pursuant to the Securities Act of 1933, as amended, as exhibits to the applicable registration statement or as exhibits to a Current Report on Form 8-K filed in connection with the applicable registration statement and the sale and issuance of those long-term debt instruments.
|
Executive Officer Who is a Party to such a Post-Termination Agreement and Covenant Not to Compete
|
|
Date of Agreement
|
|
Value of Restricted Stock Award Granted in Connection with Agreement
|
Daniel J. Bartlett
|
|
May 16, 2013
|
|
Not Applicable
|
M. Brett Biggs
|
|
September 21, 2010
|
|
$500,000
|
Rachel L. Brand
|
|
February 21, 2018
|
|
Not Applicable
|
David Chojnowski
|
|
November 16, 2016
|
|
Not Applicable
|
Gregory Foran
|
|
July 23, 2014
|
|
Not Applicable
|
John R. Furner
|
|
May 7, 2011
|
|
Not Applicable
|
C. Douglas McMillon
|
|
January 19, 2010
|
|
$2,000,000
|
Jacqueline P. Canney
|
|
June 26, 2015
|
|
Not Applicable
|
Judith McKenna
|
|
May 18, 2015
|
|
Not Applicable
|
Subsidiary
|
|
Organized or Incorporated
|
|
Percent of Equity Securities Owned
|
|
Name Under Which Doing Business Other Than Subsidiary's
|
Wal-Mart Stores East, LP
|
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Delaware, U.S.
|
|
100%
|
|
Walmart
|
Wal-Mart Stores Texas, LLC
|
|
Delaware, U.S.
|
|
100%
|
|
Walmart
|
Wal-Mart Property Company
|
|
Delaware, U.S.
|
|
100%
|
|
NA
|
Wal-Mart Real Estate Business Trust
|
|
Delaware, U.S.
|
|
100%
|
|
NA
|
Sam's West, Inc.
|
|
Arkansas, U.S.
|
|
100%
|
|
Sam's Club
|
Sam's East, Inc.
|
|
Arkansas, U.S.
|
|
100%
|
|
Sam's Club
|
Sam's Property Company
|
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Delaware, U.S.
|
|
100%
|
|
NA
|
Sam's Real Estate Business Trust
|
|
Delaware, U.S.
|
|
100%
|
|
NA
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ASDA Group Limited
|
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England
|
|
100%
|
|
ASDA
|
Wal-Mart de Mexico, S.A.B. de C.V.
|
|
Mexico
|
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71%
|
|
Walmex
|
Wal-Mart Canada Corp.
|
|
Canada
|
|
100%
|
|
Walmart
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Flipkart Private Limited
|
|
Singapore
|
|
81%
|
|
Flipkart
|
Wal-Mart Japan Holdings K.K.
|
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Japan
|
|
100%
|
|
Seiyu
|
Walmart Chile S.A.
(1)
|
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Chile
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100%
|
|
Walmart Chile
|
Massmart Holdings Ltd
|
|
South Africa
|
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52%
|
|
Massmart
|
(1)
|
The Company owns substantially all of Walmart Chile.
|
(1)
|
Stock Option Plan of 1984 of Wal-Mart Stores, Inc., as amended
|
Form S-8 File Nos. 2-94358 and 1-6991
|
(2)
|
Stock Option Plan of 1994 of Wal-Mart Stores, Inc., as amended
|
Form S-8 File No. 33-55325
|
(3)
|
Dividend Reinvestment and Stock Purchase Plan of Wal-Mart Stores, Inc.
|
Form S-3 File No. 333-02089
|
(4)
|
Wal-Mart Stores, Inc. Director Compensation Plan
|
Form S-8 File No. 333-24259
|
(5)
|
Wal-Mart Stores, Inc. 401(k) Retirement Savings Plan
|
Form S-8 File No. 333-29847
|
(6)
|
Wal-Mart Puerto Rico, Inc., 401(k) Retirement Savings Plan
|
Form S-8 File No. 333-44659
|
(7)
|
Wal-Mart Stores, Inc. Associate Stock Purchase Plan of 1996
|
Form S-8 File No. 333-62965
|
(8)
|
Wal-Mart Stores, Inc. Stock Incentive Plan of 2015, which amended and restated the 2010 plan
|
Form S-8 File No. 333-60329
|
(9)
|
The ASDA Colleague Share Ownership Plan
|
Form S-8 File No. 333-84027
|
|
The ASDA Group Long Term Incentive Plan
|
|
|
The ASDA Group PLC Sharesave Scheme
|
|
|
The ASDA 1984 Executive Share Option Scheme
|
|
|
The ASDA 1994 Executive Share Option Scheme
|
|
(10)
|
The ASDA Colleague Share Ownership Plan 1999
|
Form S-8 File No. 333-88501
|
(11)
|
Wal-Mart Profit Sharing and 401(k) Plan
|
Form S-8 File No. 333-109421
|
(12)
|
Wal-Mart Stores, Inc. Associate Stock Purchase Plan of 1996
|
Form S-8 File No. 333-109417
|
(13)
|
Wal-Mart Puerto Rico Profit Sharing and 401(k) Plan
|
Form S-8 File No. 333-109414
|
(14)
|
ASDA Sharesave Plan 2000
|
Form S-8 File No. 333-107439
|
(15)
|
Wal-Mart Stores, Inc. Stock Incentive Plan of 2015, which amended and restated the 2010 plan
|
Form S-8 File No. 333-128204
|
(16)
|
The ASDA Sharesave Plan 2000
|
Form S-8 File No. 333-168348
|
(17)
|
Walmart Deferred Compensation Matching Plan
|
Form S-8 File No. 333-178717
|
(18)
|
Wal-Mart Stores, Inc. Common Stock
|
Form S-3 ASR File No. 333-178385
|
(19)
|
Walmart 401(k) Plan
|
Form S-8 File No. 333-187577
|
(20)
|
Wal-Mart Stores, Inc. Associate Stock Purchase Plan
|
Form S-8 File No. 333-214060
|
(21)
|
Debt Securities of Wal-Mart Stores, Inc.
|
Form S-3 ASR File No. 333-221941
|
(22)
|
Walmart Inc. 2016 Associate Stock Purchase Plan
|
Form S-8 File No. 333-228631
|
(23)
|
Walmart Inc. Stock Incentive Plan of 2015
|
Form S-8 File No. 333-228635
|
1.
|
I have reviewed this Annual Report on Form 10-K of Walmart Inc. (the "registrant");
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report, based on such evaluations; and
|
d)
|
disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the Audit Committee of registrant's Board of Directors:
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date: March 28, 2019
|
/s/ C. Douglas McMillon
|
|
C. Douglas McMillon
President and Chief Executive Officer
|
1.
|
I have reviewed this Annual Report on Form 10-K of Walmart Inc. (the "registrant");
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report, based on such evaluations; and
|
d)
|
disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the Audit Committee of registrant's Board of Directors:
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date: March 28, 2019
|
/s/ M. Brett Biggs
|
|
M. Brett Biggs
Executive Vice President and Chief Financial Officer
|
/s/ C. Douglas McMillon
|
C. Douglas McMillon
President and Chief Executive Officer
|
/s/ M. Brett Biggs
|
M. Brett Biggs
Executive Vice President and Chief Financial Officer
|