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Only Walmar t
2016
A N N UA L
R E P O R T
Wal-Mart Stores, Inc. (NYSE: WMT)
702 S.W. 8th Street
Bentonville, Arkansas 72716 USA
479-273-4000
walmart.com
Retail is changing – and so is Walmart. Customers want to
save money and time while shopping. Our mobile apps
and innovative services like Online Grocery and Walmart
Pay deliver the convenience customers seek today. With
our global footprint, only Walmart can deliver a seamless
shopping experience at scale. We’re investing in people
and technology to connect customers to convenience
more than a quarter billion times a week.
Focused on a seamless experience
260 million times a week
3rd most-
visited
U.S. retail
website
+107%
growth in
global e-commerce
net sales over the
past 4 years
(on a constant currency basis)
Visit our digital annual report for
expanded content about our
strategy and progress
Our enhanced digital annual report offers more insight about our performance
and strategy. Visit www.stock.walmart.com to access video perspectives from our
leaders, and gain additional insight on how we’re changing to deliver a seamless
shopping experience at scale. On the site, you can also enroll to receive future
materials digitally for our Annual Shareholders’ Meetings.
BY THE
NUMBERS
MEDIA
CENTER
ENHANCED
CONTENT
Walmart’s investor relations
app: anytime, anywhere
access to financial and
company news
Our IR app offers shareholders an array of investor resources in
a user-friendly format. With the app, you can access quarterly
results, stock price, financial presentations and company news
at any time from your mobile device. It’s available for the iPad,
iPhone, Android or Microsoft device. Download the free app
from iTunes or Google Play.
Global
Global
Responsibility
Responsibility
The work we do to help people live better extends far beyond the
The work we do to help people live better extends far beyond the
walls of our stores. We’re committed to making a real difference by
walls of our stores. We’re committed to making a real difference by
working to create economic opportunity, enhance the sustainability
working to create economic opportunity, enhance the sustainability
of our operations as well as the systems we operate in, and
of our operations as well as the systems we operate in, and
strengthen local communities. From supporting the development
strengthen local communities. From supporting the development
of our associates, suppliers and women entrepreneurs to
of our associates, suppliers and women entrepreneurs to
pursuing a more affordable, secure food supply chain to building
pursuing a more affordable, secure food supply chain to building
resiliency in the face of disasters, Walmart is using its strengths to
resiliency in the face of disasters, Walmart is using its strengths to
promote the well-being of people and our planet. To learn more
promote the well-being of people and our planet. To learn more
about these initiatives and others, read our GRR by visiting
about these initiatives and others, read our GRR by visiting
corporate.walmart.com/2016GRR.
corporate.walmart.com/2016GRR.
The minimized environmental footprint of this report is the result of an extensive, collaborative effort of Walmart
and our supply chain partners. The environmental and social impact continues to be an important consideration.
The minimized environmental footprint of this report is the result of an extensive, collaborative effort of Walmart and our supply chain
The report is printed on paper from well-managed forests containing recycled PCW fiber that is Elementally
partners. The environmental and social impact continues to be an important consideration. The report is printed on paper from
Chlorine Free (ECF). It is printed using 100 percent renewable wind power (RECs), along with environmental
well-managed forests containing recycled PCW fiber that is Elementally Chlorine Free (ECF). It is printed using 100 percent renewable
manufacturing principles that were utilized in the printing process. These practices include environmentally
wind power (RECs), along with environmental manufacturing principles that were utilized in the printing process. These practices
responsible procurement, lean manufacturing, green chemistry principles, the recycling of residual materials
include environmentally responsible procurement, lean manufacturing, green chemistry principles, the recycling of residual materials
and reduced volatile organic compound inks and coatings.
and reduced volatile organic compound inks and coatings.
P R I N T ED USI
P R I N T ED USI
N
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WIND E N E
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WIND E N E
Supplied by Community Energy
Rainforest Alliance CertifiedTM
SmartWood Program Labeling Guidelines
Supplied by Community Energy
Rainforest Alliance CertifiedTM
SmartWood Program Labeling Guidelines
Adding Online
Grocery to
more markets
2.3
million
associates
worldwide
Our people make
the difference
Walmart’s success is dependent upon engaged,
motivated associates who love serving customers.
Globally, we are doing more to invest in our
associates’ futures – through increased training and
development, higher pay and better opportunities
to build rewarding careers. Walmart is positioned
to win the future of retail by providing a ladder of
opportunity for every member of our team.
$2.7
billion
approximate 2-year investment
in higher U.S. hourly wages,
education and training
Training and
“Pathways”
program support
career growth
Expanding
options
for faster
checkout
Improved
in-stock through
processes and
technology
Winning with
our stores
Operating great stores that have friendly associates,
well-stocked shelves and fast checkouts is central to
our growth agenda. We’re infusing our stores with
efficient processes and new technology to help
associates serve customers better. Our merchandise
offering in key categories like fresh food has been
strengthened. When customers have an exceptional
in-store experience, they shop more, buy more and
recommend us to friends and family.
Focused
on fresh:
a key
driver of
store traffic
Winning in a
Doug McMillon
President and Chief Executive Officer
Wal-Mart Stores, Inc.
time of change
Dear shareholders,
associates and
customers:
Throughout our history, Walmart has been an innovator
in retail. We’re now living in a new period of disruption, largely
driven by rapid technological advances, and that change is likely
to accelerate even further. Our efforts are squarely focused on
emerging as the retail leader.
Around the world, we face stiff competition, but our future is within
our control. We are a strong and profitable business, with unique
strengths and assets. Our people, stores and supply chain,
combined with our customer relationships and willingness to
change, provide the opportunity for us to continue to win with
customers. In fiscal 2016, we took several important steps to
reimagine Walmart, including initiating an approximately $2.7 billion
“We have the resources to chart our own destiny, we know
where we are going, and we will win with a strategy that
investment in our people over
two years and ramping up Online
Grocery. And we will move even
faster going forward. The bottom
line is this: we have the resources
to chart our own destiny, we
know where we are going, and we will win with a strategy that
only Walmart can execute.
Our work starts and ends with the customer. Technology has
changed customer expectations. Customers used to compare
us with the store down the street; now they compare us with
only Walmart can execute.”
6
2016 Annual Report beyond just selling products to being the brand customers rely
on to make their lives simpler and more meaningful as they
save money.
The winners in this time of change will be those who put the
customer first.
Our plan to win is clear. It starts with unparalleled assets that
only Walmart has – our 2.3 million people; more than 11,500 retail
locations; e-commerce websites and apps; and a dynamic,
optimized supply chain.
But it also requires new capabilities and fresh thinking.
This includes new digital tools for customers and frontline
associates, as well as back-end software and platform work
that benefits the entire enterprise. The use of data, algorithms,
advanced forecasting capabilities – and more – is of extreme
strategic significance.
We will put these pieces
together in a way no one
else can. We will
reimagine Walmart by
being the first and only to
deliver a truly seamless
shopping experience at
scale, with great savings
and massive selection.
$482
BILLION
TOTAL REVENUE
We want customers to:
• Trust us to save them money,
• Find it simple and easy to do business with us, whether digitally
or physically,
• Know they can find whatever they’re looking for, either in stores,
on our e-commerce sites, or with our marketplace vendors, and
• Get items when and where they want them – in stores and clubs,
through pickup on or off-site, or delivered to their door.
DOUG MCMILLON
President and Chief Executive Officer, Wal-Mart Stores, Inc.
the best online shopping experience. And beyond just retail,
they compare us with every business they interact with in their
lives. They compare our pickup experience to the speed and
friendliness of the best drive-through. They compare our checkout
process to the ease of paying with an app.
Our customers have high expectations of us. And they absolutely
should. People have limited time, limited money and limited
patience. With so many options and technological tools available
today, shopping shouldn’t be a hassle.
Our customers deserve and demand value, professional service
and a simple, easy experience. And when they’re searching for an
item or paying for their purchase, they want it to be fast. Winning
with customers today means being actively on their side – making
their daily lives better. Customers should be able to shop on their
own terms – in a great store or club, with a quick pickup stop on
the way home from work, or with items reliably arriving at the front
door. And customers want to have some money left over to put
toward their priorities: an experience together as a family, a special
gift every once in a while, or savings for a rainy day.
Retail is not just about putting items on a shelf anymore. It’s
about fighting for our customers, cutting out the hassles and the
headaches and advocating for them on price, too. We’re moving
Ultimately, customers don’t care about what channel they’re
shopping in, or about how we deliver them a product or service.
They simply know they’re shopping with Walmart.
7
Only Walmart We made great progress against this strategy over the past
year. To help our associates succeed and better serve our
customers, we’re making big changes – including investing
approximately $2.7 billion over two years in higher wages,
education and training to make Walmart U.S. a better place to
work and shop. This is an investment to strengthen our company,
and we’re already seeing positive results: our fourth quarter of
fiscal 2016 marked six consecutive quarters of positive comps and
five straight quarters of positive traffic at Walmart U.S. There is
an underlying strength to the U.S. business that was not there a
year ago. Everything we’re doing in omnichannel depends on
customers having great interactions with us in our stores.
We're also accelerating e-commerce and technology advances
globally. We expanded Online Grocery shopping to new markets,
ramped up in-store and in-club pickup, fully acquired the Chinese
online retailer Yihaodian, and began to add new mobile services
such as Walmart Pay. We developed a technology platform that
we can scale across the business. We improved our fulfillment
capabilities with new centers that are helping us get orders to
customers’ doors faster and more efficiently.
Last year, we also took difficult but necessary
steps to sharpen the focus of our portfolio.
The decision to close stores is not one we
took lightly, but we must do what’s right
for the company. We’ll continue to evaluate
our portfolio as part of the normal course
of business.
Overall, we served nearly 260 million customers a week last year
in 28 countries. In the United States, more than 78 percent of
Americans shopped with us during the year, and traffic was up
over last year. Excluding more than $17 billion in currency impacts,
we delivered revenue of $499.4 billion, up 2.8 percent, which is
$13.7 billion of growth.
As we win with the customer, we will also create a great place to
work. We will create tremendous opportunities for people from all
walks of life, with all kinds of skill sets and education levels. We’re
striving to create a true meritocracy. Diversity and inclusion are core
to who we are and make us a stronger company. No matter where
you start from or what your unique and special characteristics are,
8
2016 Annual Report you can fulfill your potential here. We believe in opportunity and
that hard work, dedication and talent should be rewarded.
We will also shape global systems using our size, mindset and
policies and help make the world a better place. We create
opportunity throughout our global supply chain – on farms and
in factories, by buying more from women-owned businesses, by
hiring veterans and by strengthening the retail industry workforce.
We also work to be more sustainable, both in our own operations
and in our supply chain. We have three big goals: creating zero
waste, running on 100 percent renewable energy and selling
products that sustain people and the environment. And we give
back to the communities we serve – supporting American
manufacturing, preparing for and responding to natural disasters
and fighting hunger. Customers can be proud to shop at Walmart.
When you put it all together, we’ll enable customers around the
world to save money and time, so they can invest more of both in
the things they love. And we’ll help make the world a better place
one community at a time.
We will win with a differentiated, disruptive strategy and a
foundation of operational excellence. As we do, we believe
shareholders will benefit by receiving above-average returns.
We have a continued commitment to our
shareholders that we’re very proud of. Last
year, we were able to return more than
$10 billion to shareholders through
dividends and share repurchases. This year,
we announced a dividend increase to $2.00
per share, marking the 43rd consecutive
year of dividend increases for Walmart.
Although this will be another year of
foundational investments, we believe we
will soon be growing faster than the retail
market. We are a growth company; we just
happen to be a large one.
The road ahead will not always be easy, but by being customer-
focused, hungry, fast and accountable, we will win and have a
good time doing it.
Thank you for your continued interest in our company. It’s an
incredible time to be a part of Walmart.
Sincerely,
2.3 MILLION
ASSOCIATES
$45-60
BILLION
3-YEAR PROJECTED
SALES GROWTH*
16 WEBSITES
IN 11 COUNTRIES
~11,530
STORES WORLDWIDE
$10.4
BILLION
DIVIDENDS/SHARE REPURCHASES
* Projected net sales growth on a constant currency basis for fiscal
years 2017-2019.
9
Only Walmart Investments that
win with customers
Customer experience
Stores that are clean and easy to navigate, service that is helpful and
friendly, relevant brands that are in stock, checkout that is fast and
efficient – these are the ingredients of a great Walmart experience.
Across our U.S. fleet, we’re making big improvements in processes and
technology, focusing on the retail fundamentals that result in a great
customer experience.
People and culture
Throughout Walmart’s history our
people have made the difference.
That’s why we’re investing
approximately $2.7 billion to raise
wages, increase training and
expand opportunities for our
U.S. associates. We’re putting more
highly engaged store associates
closer to customers. We’ve added
more than 8,000 new department managers and empowered
them to be great merchants. These changes are helping us
recruit and retain a motivated, customer-centric team.
Optimizing Supercenters and
Neighborhood Markets
Supercenters are strong and profitable, providing
customers one-stop shopping with a broad
assortment at everyday low prices. We’re enhancing
them to meet evolving customer needs through a
better fresh offering, e-commerce integration and
expansion of Store Pickup and Online Grocery.
Customers appreciate Neighborhood Markets
for their convenience and access to fresh
food, fuel, pharmacy and e-commerce
order pickup. We’re focused on refining
processes and selecting quality
locations to improve their
profitability.
W
A
L
M
A
R
T
U
S
.
.
10
2016 Annual Report
Adding supply chain
capabilities
World-class e-commerce requires
world-class distribution and fulfillment
capabilities. We provide online shop-
pers with options – home delivery
or in-store pickup as soon as today.
To ensure that customers get items
quickly, efficiently and in whatever
way is most convenient for them,
we’ve expanded our fleet of highly
automated, next-generation fulfill-
ment centers in Texas, California,
Georgia, Pennsylvania and Indiana.
Convenience/Online Grocery
Order groceries through our website or mobile
app and pick them up whenever it’s convenient –
what could be better for today’s busy families?
Customers love Online Grocery and it attracts new
customers who on average purchase a bigger
basket. We’ve expanded Online Grocery to more
than 150 locations across more than 20 U.S. markets.
And, we continue to grow. It’s another great
example of how only Walmart can deliver
seamless shopping at scale.
85M
I
L
L
I
O
N
average monthly
unique visitors to
walmart.com
Fresh food
Appealing, high-quality fresh food is key to
driving store traffic. As we work to improve
store operations, enhancing the quality
of our fresh offering is a key focus. We’re
emphasizing the basics – with better processes
at every step of the supply chain – from
farm to fork. We’re also expanding our
assortment of organic foods, healthy snacks
and easy-prep meals.
11
Only Walmart W
A
L
M
A
R
T
I
N
T
E
R
N
A
T
I
O
N
A
L
International
Disciplined growth
Mexico and Canada drove overall sales growth
for the International segment in fiscal 2016. In
China, despite ongoing economic challenges, we
continued to gain share in the Hypermarket channel
and are building a platform for sustainable growth.
Our business in Brazil has been impacted by an
increasingly challenging economic environment,
while competitive intensity continued to increase
in the U.K. All other markets had solid performance.
with a focused portfolio
Delivering balanced growth
We’re focused on delivering value to customers across
income levels in each of our markets. We’ve grown
comp sales in a majority of our markets for seven
consecutive quarters, fueled by investments in price,
private brands and our fresh offering. We continued
to open stores across our markets and expanded our
reach in Online Grocery to China and Canada,
leveraging our experience from the U.K.
800,000
INTERNATIONAL ASSOCIATES
Actively managing
the portfolio
We continue to review our
portfolio, a key strategic priority
aimed at sharpening our focus on
our core food retail business, in both
stores and online, and driving
increased profitability. As a result,
we sold properties in Canada,
exited bank operations in Mexico,
and closed underperforming stores
in Latin America, while enhancing
our portfolio by taking full
ownership of Yihaodian in China.
These actions position us for
improved profitable growth.
Lowering our costs
We’re reducing our cost of goods sold and overhead
expenses to fuel growth in our core business. We started
a cost analytics program in Canada and the U.K. to
provide merchants with tools and cost visibility to lead
fact-based negotiations with suppliers. We’re continuing
to see benefits from productivity initiatives in China as
we build a platform for sustainable growth.
6.1%
INCREASE
IN MEMBERSHIP INCOME
Deeper digital
relationships
Whether through Club Pickup
or advances in mobile check-in
capabilities, we are transforming
the shopping experience with
technology, simplifying the
way members interact with
and shop at Sam’s Club.
Driving value
At Sam’s Club, we are focused on delivering value
for our members through price, quality and
convenience. We are lowering our costs as part
of our commitment to provide new products
and services at a value that is unmatched.
A member-centric approach
to convenience and value
Relevant merchandise
We are doing more with data and analytics
to enhance our assortment. Our members
expect to be excited when they shop with us,
and we are focused on delivering compelling
merchandise across all categories both online
and in our clubs.
Member growth and retention
We are creating winning moments with our members and
exceeding their expectations through personal engagement
and a value proposition designed to save them time and
money. We know our members, and we are building a
shopping experience for them that is seamless no matter
how they choose to shop.
’
S
A
M
S
C
L
U
B
13
Only Walmart
Delivering strong
governance
GREG PENNER
Chairman of the Board of Directors
Wal-Mart Stores, Inc.
Our Board members are dedicated in their service to shareholders,
demonstrated by their attendance at 98 percent of Board and
committee meetings last year.
During this period of change, Board refreshment and succession
planning remain top of mind. The Board is committed to
continuous improvement, and we have adapted the way we
operate to maximize our effectiveness. We’re reducing the Board’s
size while maintaining its independence, changing our Board
committee composition and ensuring that Walmart’s strategic
priorities are a key focus. Shareholders benefit as we leverage the
Board’s strategic expertise to guide Walmart’s path forward.
The past year has also brought an unprecedented level of engagement
with Walmart shareholders. Members of management have actively
engaged with the majority of our largest institutional shareholders
to hear their perspectives on Walmart’s strategy, Board structure and
compensation programs. I participated in several of those meetings,
as did Dr. Cash. Shareholders told us that we’re focused on the right
strategy to deliver a seamless shopping experience for customers.
Shareholders value the quality and diversity of our director skill sets
and believe that the Board is a strategic asset. And, most shareholders
felt our executive compensation program was appropriately
performance-based and aligned with Walmart’s strategy and
shareholder interests. The views of shareholders have always been
important to us, and we continually strive to improve our level of
disclosure and transparency with shareholders. Thank you for the
feedback you provided this past year.
As we look ahead, the Board is confident that Walmart’s strategy
is the right one, our governance processes are strong and
management is fully aligned with an actionable plan for success.
Sincerely,
T he past year has been a period of transition for Walmart as
we make strategic investments to position the company for
sustainable growth. Management took bold steps focused on
winning with customers by increasing wages and training for
U.S. store associates, investing in the technology powering our
websites and apps, and expanding our e-commerce fulfillment
capabilities. Walmart’s Board of Directors fully supports these
investments in people and technology as they will strengthen
the company’s competitive position both now and in the future.
We’ve challenged management to increase the pace of change
even further, and we’re tracking comp sales, customer satisfaction
scores and growth in gross merchandise value to monitor
progress on delivering this strategy.
Walmart’s Board also experienced changes this past year, and
none was more notable than the retirement of my father-in-law,
Rob Walton, as Chairman. We are fortunate that Rob continues
to serve on our Board, offering his expertise and unequaled
perspective derived from his more than two decades of effective
leadership as Chairman. I’m honored to succeed him as Chairman
and excited to lead a Board that is deeply committed to our
company’s success, to strong governance and to the interests of
Walmart’s shareholders. The members of our Board represent an
exceptional array of talent, diversity and expertise in retail and a
broad range of other industries and disciplines. We are committed
to an independent Board, and Dr. James Cash is our Lead
Independent Director.
We’ve continued to improve our
proxy statement disclosure. As you
review the proxy, we hope you find
it informative and we ask you to
vote your shares.
14
2016 Annual Report Board of Directors
Pictured below from left to right:
Linda S. Wolf
Ms. Wolf is the retired Chairman of the Board
of Directors and Chief Executive Officer of Leo
Burnett Worldwide, Inc., an advertising
agency and division of Publicis Groupe S.A.
Steven S Reinemund
Mr. Reinemund is the retired Dean of Business
and Professor of Leadership and Strategy at
Wake Forest University. He previously served
as the Chairman of the Board and Chairman
and Chief Executive Officer of PepsiCo, Inc.
S. Robson Walton
Mr. Walton is the retired Chairman of the
Board of Directors of Wal-Mart Stores, Inc.
C. Douglas McMillon
Mr. McMillon is the President and Chief
Executive Officer of Wal-Mart Stores, Inc.
Roger C. Corbett
Mr. Corbett is the retired Chief Executive
Officer and Group Managing Director of
Woolworths Limited, the largest retail
company in Australia.
Marissa A. Mayer
Ms. Mayer is the Chief Executive Officer and
President and Director of Yahoo!, Inc., a digital
media company.
Board Committees:
James I. Cash, Jr., Ph.D.
(Lead Independent Director)
Dr. Cash is the James E. Robison Professor of
Business Administration, Emeritus at Harvard
Business School, where he served from July
1976 to October 2003.
Gregory B. Penner (Chairman)
Mr. Penner is the Chairman of the Board of
Directors of Wal-Mart Stores, Inc. and a
General Partner at Madrone Capital Partners,
an investment firm.
Kevin Y. Systrom
Mr. Systrom is the Chief Executive Officer and
co-founder of Instagram, a social media
application.
Aida M. Alvarez
Ms. Alvarez is the former Administrator of the
U.S. Small Business Administration and was a
member of President Clinton’s Cabinet from
1997 to 2001.
Thomas W. Horton
Mr. Horton is the former Chairman of
American Airlines Group Inc. and the former
Chairman of American Airlines, Inc. He also
previously served as the Chairman and
Chief Executive Officer of AMR Corporation
and CEO of American Airlines, Inc.
Michael T. Duke
Mr. Duke is the former Chairman of the
Executive Committee of the Board of
Directors of Wal-Mart Stores, Inc., where
he served in that capacity until January 31,
2015. He previously served as the President
and Chief Executive Officer of Wal-Mart
Stores, Inc. from February 2009 to
January 2014.
Timothy P. Flynn
Mr. Flynn is the retired Chairman of KPMG
International, a professional services firm.
Jim C. Walton
Mr. Walton is the Chairman of the Board of
Directors and Chief Executive Officer of Arvest
Bank Group, Inc., a group of banks operating
in the states of Arkansas, Kansas, Missouri and
Oklahoma.
Pamela J. Craig
Ms. Craig is the retired Chief Financial Officer
of Accenture plc, a global management
consulting, technology services, and
outsourcing company.
Name
Linda S. Wolf
Steven S Reinemund
S. Robson Walton
Comp.,
Nominating &
Governance Executive
Global
Comp.
Strategic
Planning
& Finance
Tech &
e-commerce
Audit
(C)
Name
Kevin Y. Systrom
Comp.,
Nominating &
Governance Executive
Global
Comp.
Strategic
Planning
& Finance
Tech &
e-commerce
Audit
(C)
(C)
Aida M. Alvarez
Thomas W. Horton(FE)
C. Douglas McMillon
(C)
(C)
Michael T. Duke
Roger C. Corbett
Marissa A. Mayer
James I. Cash, Jr., Ph.D.(FE)
Gregory B. Penner
(C) Committee Chair (FE) Financial Expert
Timothy P. Flynn(FE)
(C)
Jim C. Walton
Pamela J. Craig(FE)
Transforming the company from
a position of great financial strength
Change is sweeping through today’s retail
marketplace. Yet change is nothing new for our
industry – nor for Walmart. For more than 50 years, we
have been a disruptor in retail, tailoring our proposition
to align with evolving customer preferences. To continue
leading, Walmart is making significant investments
in people and technology to deliver results for our
associates, customers and shareholders.
BRETT BIGGS
Executive Vice President and
Chief Financial Officer
Wal-Mart Stores, Inc.
We take these steps with confidence because Walmart is one of the
strongest companies in the world, with a strong balance sheet and
significant cash generation.
In fiscal 2016, Walmart generated revenue of $482 billion, operating
income of $24 billion, operating cash flow of $27 billion and return on
investment of 15.5 percent. Excluding more than $17 billion in currency
impacts, revenue would have been over $499 billion. Looking
ahead, we expect to add approximately $45 billion to $60 billion of
sales on a constant currency basis in the three years ending in fiscal
2019, an amount equivalent to a Fortune 50 company.
Over the past 5 years
$60B
revenue growth
$129B
cash flow from operations
$55B
returned to shareholders
(through dividends and
share repurchases)
However, running a healthy
business sometimes requires
sharpening the focus of the
portfolio. After a thorough
review of our stores from
both a financial and strategic
standpoint, we made the
decision to close stores
representing less than
1 percent of our global
revenue and square footage.
A key takeaway from this
portfolio review was the
health of our overall store
base. During fiscal 2017,
we project to add more than 300 new stores globally. We are
a growth company.
During this past year, Walmart’s financial strength allowed for
shareholder returns in excess of $10 billion through dividends
and share repurchases. Also, in February 2016, we raised our
annual dividend for the 43rd consecutive year to $2.00 per share.
I’m proud of Walmart’s long record of shareholder returns.
Only Walmart can deliver a seamless shopping experience at
scale, and we are strengthening our proposition for customers.
Winning with stores is critical to our strategy. That’s why the
approximately $2.7 billion wage and training investment in our
U.S. associates that was started in fiscal 2016 is not only the right
thing to do for our associates, but it positions us to be a stronger
company going forward.
We will continue to invest in our business, with capital investments of
approximately $11 billion in fiscal 2017, including more than $1 billion
in global e-commerce initiatives that will improve our technology
and fulfillment capabilities to ensure that customers receive items
efficiently and in a cost-effective manner. I’m excited that we are
building one of the world’s largest technology companies inside of
one of the world’s most financially strong companies.
As I conclude my first letter to you as CFO, let me thank you for
being a Walmart shareholder. I am honored to serve in this
capacity during this exciting time at Walmart. Our business is
strong, and we are making the strategic investments to become
even stronger. As a result, I’m confident that we will serve
customers more effectively, drive sales growth and continue
to deliver strong returns for our shareholders.
Our great financial strength positions us to make the necessary
investments in our business to drive sustainable long-term results,
even as shareholders see a solid return on their investment.
Sincerely,
16
2016 Annual Report 2016
FINANCIALS
18 Five-Year Financial Summary
40 Notes to Consolidated Financial Statements
19 Management’s Discussion and Analysis of
Financial Condition and Results of Operations
60 Report of Independent Registered Public
Accounting Firm
35 Consolidated Statements of Income
36 Consolidated Statements of Comprehensive Income
37 Consolidated Balance Sheets
38
Consolidated Statements of Shareholders’ Equity and
Redeemable Noncontrolling Interest
39 Consolidated Statements of Cash Flows
61
Report of Independent Registered Public
Accounting Firm on Internal Control Over
Financial Reporting
62 Management’s Report to Our Shareholders
63 Unit Counts as of January 31, 2016
64 Corporate and Stock Information
Neil M. Ashe
Executive Vice President, President and
Chief Executive Officer, Global eCommerce
and Technology
Daniel J. Bartlett
Executive Vice President, Corporate Affairs
M. Brett Biggs
Executive Vice President and
Chief Financial Officer
Rosalind G. Brewer
Executive Vice President, President and
Chief Executive Officer, Sam’s Club
Executive Officers
Jacqueline P. Canney
Executive Vice President, Global People
David Cheesewright
Executive Vice President, President and
Chief Executive Officer, Walmart International
Greg S. Foran
Executive Vice President, President and
Chief Executive Officer, Walmart U.S.
Jeffrey J. Gearhart
Executive Vice President, Global Governance
and Corporate Secretary
C. Douglas McMillon
President and Chief Executive Officer
Steven P. Whaley
Senior Vice President and Controller
Rollin L. Ford
Executive Vice President and
Chief Administrative Officer
Only Walmart
17
Five-Year Financial Summary
(Amounts in millions, except per share and unit count data)
2016
2015
2014
2013
2012
As of and for the Fiscal Years Ended January 31,
Operating results
Total revenues
Percentage change in total revenues from previous fiscal year
Net sales
Percentage change in net sales from previous fiscal year
Increase (decrease) in calendar comparable sales(1)
in the United States
Walmart U.S.
Sam’s Club
Gross profit margin
Operating, selling, general and administrative expenses,
as a percentage of net sales
Operating income
Income from continuing operations attributable to Walmart
Net income per common share:
Diluted income per common share from
continuing operations attributable to Walmart
Dividends declared per common share
Financial position
Inventories
Property, equipment, capital lease and financing obligation assets, net
Total assets(2)
Long-term debt(2) and long-term capital lease and financing obligations
$482,130
$485,651
$476,294
$468,651
$446,509
(0.7)%
2.0%
1.6%
5.0%
6.0%
$478,614
$482,229
$473,076
$465,604
$443,416
(0.7)%
1.9%
1.6%
5.0%
6.0%
0.3%
1.0%
(3.2)%
24.6%
0.5%
0.6%
0.0%
24.3%
(0.5)%
(0.6)%
0.3%
24.3%
2.4%
2.0%
4.1%
24.3%
1.6%
0.3%
8.4%
24.5%
20.3%
19.4%
19.3%
19.0%
19.2%
$ 24,105
14,694
$ 27,147
16,182
$ 26,872
15,918
$ 27,725
16,963
$ 26,491
15,734
$ 4.57
1.96
$ 4.99
1.92
$ 4.85
1.88
$ 5.01
1.59
$ 4.53
1.46
$ 44,469
116,516
199,581
$ 45,141
116,655
203,490
$ 44,858
117,907
204,541
$ 43,803
116,681
202,910
$ 40,714
112,324
193,120
(excluding amounts due within one year)
Total Walmart shareholders’ equity
44,030
80,546
43,495
81,394
44,368
76,255
41,240
76,343
46,818
71,315
Unit counts(3)
Walmart U.S. segment
Walmart International segment
Sam’s Club segment
Total units
4,574
6,299
655
4,516
6,290
647
4,203
6,107
632
4,005
5,783
620
11,528
11,453
10,942
10,408
3,868
5,287
611
9,766
(1) Comparable sales include sales from stores and clubs open for the previous 12 months, including remodels, relocations and expansions, as well as e-commerce sales.
Comparable store and club sales include fuel.
(2) Total assets and long-term debt were adjusted to reflect the adoption of ASU 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of
Debt Issuance Cost, for all periods.
(3) Unit counts related to discontinued operations have been removed from all relevant periods.
18
2016 Annual Report
Management’s Discussion and Analysis of
Financial Condition and Results of Operations
Overview
Wal-Mart Stores, Inc. (“Walmart,” the “Company” or “we”) is engaged in
retail and wholesale operations in various formats around the world.
Through our operations, we help people around the world save money
and live better – anytime and anywhere – in retail stores or through our
e-commerce and mobile capabilities. Through innovation, we are striving
to create a customer-centric experience that seamlessly integrates digital
and physical shopping. Physical retail encompasses our brick and mortar
presence in each of the markets in which we operate. Digital retail is
comprised of our e-commerce websites and mobile commerce applica-
tions. Each week, we serve nearly 260 million customers who visit our
over 11,500 stores under 63 banners in 28 countries and e-commerce
websites in 11 countries. Our strategy is to lead on price, invest to differ-
entiate on access, be competitive on assortment and deliver a great
experience. By leading on price we earn the trust of our customers every
day by providing a broad assortment of quality merchandise and services
at everyday low prices (“EDLP”). EDLP is 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.
Price leadership is core to who we are. Everyday low cost (“EDLC”) is
our commitment to control expenses so those cost savings can be
passed along to our customers. Our digital and physical presence, which
we are investing in to integrate, provides customers access to our broad
assortment anytime and anywhere. We strive to give our customers
and members a great digital and physical shopping experience.
Our operations consist of three reportable segments: Walmart U.S.,
Walmart International and Sam’s Club.
• Walmart U.S. is our largest segment with three primary store formats,
as well as digital retail. Of our three reportable segments, Walmart U.S.
has historically had the highest gross profit as a percentage of net
sales (“gross profit rate”). In addition, it has historically contributed the
greatest amount to the Company’s net sales and operating income.
• Walmart International consists of our operations outside of the U.S.
and includes retail, wholesale and other businesses. These businesses
consist of numerous formats, including supercenters, supermarkets,
hypermarkets, warehouse clubs, including Sam’s Clubs, cash & carry,
home improvement, specialty electronics, apparel stores, drug stores
and convenience stores, as well as digital retail. The overall gross
profit rate for Walmart International is lower than that of Walmart U.S.
because of its merchandise mix. Walmart International is our second
largest segment and has grown through acquisitions, as well as by
adding retail, wholesale and other units, and expanding digital retail.
• Sam’s Club consists of membership-only warehouse clubs as well as
digital retail. As a membership-only warehouse club, membership
income is a significant component of the segment’s operating income.
Sam’s Club operates with a lower gross profit rate and lower operating
expenses as a percentage of net sales than our other segments.
Each of our segments contributes to the Company’s operating results
differently, but each has generally maintained a consistent contribution
rate to the Company’s net sales and operating income in recent years.
Our fiscal year ends on January 31 for our U.S. and Canadian operations.
We consolidate all other operations generally using a one-month lag and
on a calendar year basis. Our business is seasonal to a certain extent due
to calendar events and national and religious holidays, as well as weather
patterns. Historically, our highest sales volume and operating income
have occurred in the fiscal quarter ending January 31.
This discussion, which presents our results for periods occurring in the
fiscal years ended January 31, 2016 (“fiscal 2016”), January 31, 2015 (“fiscal
2015”) and January 31, 2014 (“fiscal 2014”) should be read in conjunction
with our Consolidated Financial Statements and the accompanying notes.
We intend for this discussion to provide the reader with information
that will assist in understanding our financial statements, the changes in
certain key items in those financial statements from period to period and
the primary factors that accounted for those changes. We also discuss
certain performance metrics that management uses to assess the
Company’s performance. Additionally, the discussion provides informa-
tion about the financial results of the three segments of our business
to provide a better understanding of how each of those segments and
its results of operations affect the financial condition and results of
operations of the Company as a whole.
Throughout this Management’s Discussion and Analysis of Financial
Condition and Results of Operations, we discuss segment operating
income, comparable store and club sales and other measures.
Management measures the results of the Company’s segments using
each segment’s operating income, including certain corporate overhead
allocations, as well as other measures. From time to time, we revise the
measurement of each segment’s operating income, including certain
corporate overhead allocations, and other measures as determined by
the information regularly reviewed by our chief operating decision
maker. When we do so, the previous period amounts and balances are
reclassified to conform to the current period’s presentation.
Comparable store and club sales is a metric that indicates the performance
of our existing U.S. stores and clubs by measuring the change in sales
for such stores and clubs, including e-commerce sales, for a particular
period from the corresponding period in the previous year. Walmart’s
definition of comparable store and club sales includes sales from stores and
clubs open for the previous 12 months, including remodels, relocations,
expansions and conversions, as well as e-commerce sales. We measure
the e-commerce sales impact by including those sales initiated through
our websites and our mobile commerce applications and fulfilled
through our e-commerce distribution facilities, as well as an estimate
for sales initiated online and on our mobile commerce applications,
but fulfilled through our stores and clubs. Sales of a store that has changed
in format are excluded from comparable store and club 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 store and club sales are also referred to as “same-
store” sales by others within the retail industry. The method of calculating
comparable store and club sales varies across the retail industry. As a
result, our calculation of comparable store and club sales is not necessarily
comparable to similarly titled measures reported by other companies.
Only Walmart
19
Management’s Discussion and Analysis of
Financial Condition and Results of Operations
In discussing our operating results, we use the term “currency exchange
rates” to refer to the currency exchange rates we use to convert the
operating results for all countries where the functional currency is not
the U.S. dollar into U.S. dollars for financial reporting purposes. We
calculate the effect of changes in currency exchange rates from the prior
period to the current period as the difference between current period
activity translated using the current period’s currency exchange rates,
and current period activity translated using the comparable prior year
period’s currency exchange rates. Throughout our discussion, we refer
to the results of this calculation as the impact of currency exchange rate
fluctuations. Volatility in currency exchange rates may impact the results,
including net sales and operating income, of the Company and the
Walmart International segment in the future.
We made certain reclassifications to prior period amounts or balances
to conform to the presentation in the current fiscal year. These reclassi-
fications did not impact the Company’s operating income or consolidated
net income.
The Retail Industry
We operate in the highly competitive retail industry in all of the markets
we serve. We face strong sales competition from other discount, depart-
ment, drug, dollar, variety and specialty stores, warehouse clubs and
supermarkets, as well as e-commerce and catalog businesses. Many of
these competitors are national, regional or international chains or have
a national or international online presence. We compete with a number
of companies for prime retail site locations, as well as in attracting and
retaining quality employees (whom we call “associates”). We, along with
other retail companies, are influenced by a number of factors including,
but not limited to: catastrophic events, weather, competitive pressures,
consumer disposable income, consumer debt levels and buying patterns,
consumer credit availability, cost of goods, currency exchange rate fluc-
tuations, customer preferences, deflation, inflation, fuel and energy prices,
general economic conditions, insurance costs, interest rates, labor costs,
tax rates, cybersecurity attacks and unemployment. Further information
on the factors that can affect our operating results and on certain risks
to our Company and an investment in its securities can be found under
“Item 1A. Risk Factors” in our Annual Report on Form 10-K for the fiscal
year ended January 31, 2016, and in the discussion under “Cautionary
Statement Regarding Forward-Looking Statements and Information” in
our Annual Report on Form 10-K for the fiscal year ended January 31, 2016.
Company Performance Metrics
We are committed to helping customers save money and live better
through everyday low prices, supported by everyday low costs. At times,
we adjust our business strategies to ensure we maintain our strong
leadership position around the world and in the countries in which we
operate. For several years, our performance metrics emphasized three
financial priorities: growth, leverage and returns. We are currently making
strategic investments in our associates and in the integration of digital
and physical retail. These investments support long-term growth while
we maintain our heritage of everyday low prices which are supported
by everyday low cost. During this time of increased investments, we have
shifted our financial priorities to focus primarily on growth, balanced by
the long-term health of the Company including returns. We will continue
to grow through new stores and clubs, and through increasing compara-
ble store and club sales, which include our e-commerce sales. While
leverage remains important to everyday low cost, during this time of
increased investments, operating expenses may grow at a rate that is
greater than or equal to the rate of our net sales growth, and operating
income may grow at a rate that is equal to or less than the rate of our
net sales growth.
Our objective of balancing growth with returns means that we are
focused on efficiently employing assets for return on investment and
more effectively managing working capital to deliver strong free cash
flow. We will also continue to provide returns to our shareholders
through share repurchases and dividends.
Growth
We measure our growth primarily by the amount of the period-over-period growth in our net sales and our comparable store and club sales. We also
review the progress of our digital retail investments by measuring the impact e-commerce sales have on our comparable store and club sales. At times,
we make strategic investments which are focused on the long-term growth of the Company. These strategic investments may not benefit net sales
and comparable store and club sales in the near term.
Net Sales
(Amounts in millions)
Walmart U.S.
Walmart International
Sam’s Club
Net sales
Fiscal Years Ended January 31,
2016
Percent
of Total
62.3%
25.8%
11.9%
Percent
Change
3.6%
(9.4)%
(2.1)%
2015
Percent
of Total
59.8%
28.2%
12.0%
Percent
Change
3.1%
(0.3)%
1.5%
2014
Net Sales
$279,406
136,513
57,157
Percent
of Total
59.0%
28.9%
12.1%
Net Sales
$288,049
136,160
58,020
Net Sales
$298,378
123,408
56,828
$478,614
100.0%
(0.7)%
$482,229
100.0%
1.9%
$473,076
100.0%
Our consolidated net sales decreased $3.6 billion or 0.7% for fiscal 2016 and increased $9.2 billion or 1.9% for fiscal 2015, when compared to the previous
fiscal year. Net sales for fiscal 2016 were negatively impacted by $17.1 billion or 3.5% as a result of fluctuations in currency exchange rates and a $1.9 billion
decrease in fuel sales primarily due to the lower selling prices of fuel at our Sam’s Club segment. The negative effect of such factors was offset by 1.3%
year-over-year growth in retail square feet, positive comparable sales in the Walmart U.S. segment and higher e-commerce sales across the Company.
The increase in net sales for fiscal 2015 was primarily due to 3.0% year-over-year growth in retail square feet, positive comparable sales in the U.S. and
higher e-commerce sales across the Company. The increase was partially offset by $5.3 billion of negative impact from fluctuations in currency
exchange rates for fiscal 2015.
20
2016 Annual Report
Management’s Discussion and Analysis of
Financial Condition and Results of Operations
Calendar Comparable Store and Club Sales
Comparable store and club sales is a metric which indicates the performance of our existing U.S. stores and clubs by measuring the change in sales
for such stores and clubs, including e-commerce sales, for a particular period over the corresponding period in the previous year. The retail industry
generally reports comparable store and club sales using the retail calendar (also known as the 4-5-4 calendar). To be consistent with the retail industry,
we provide comparable store and club sales using the retail calendar in our quarterly earnings releases. However, when we discuss our comparable
store and club sales below, we are referring to our calendar comparable store and club sales calculated using our fiscal calendar. As our fiscal calendar
differs from the retail calendar, our fiscal calendar comparable store and club sales also differ from the retail calendar comparable store and club
sales provided in our quarterly earnings releases. Calendar comparable store and club sales, as well as the impact of fuel, for fiscal 2016 and 2015,
were as follows:
Walmart U.S.
Sam’s Club
Total U.S.
Fiscal Years Ended January 31,
2016
2015
2016
2015
With Fuel
Fuel Impact
1.0%
(3.2)%
0.3%
0.6%
0.0%
0.5%
0.0%
(3.4)%
(0.6)%
0.0%
(0.6)%
(0.1)%
Comparable store and club sales in the U.S., including fuel, increased
0.3% and 0.5% in fiscal 2016 and 2015, respectively, when compared to
the previous fiscal year. The fiscal 2016 total U.S. comparable store and
club sales were positively impacted by continued traffic improvement
and higher e-commerce sales at the Walmart U.S. segment, offset to a
significant degree by the negative impact of lower fuel sales primarily
due to lower fuel prices at the Sam’s Club segment. E-commerce sales
positively impacted comparable sales approximately 0.2% and 0.6% for
Walmart U.S. and Sam’s Club, respectively, for fiscal 2016. The fiscal 2015
total U.S. comparable store and club sales were positively impacted by
higher traffic during the end of the fiscal year. E-commerce sales positively
impacted comparable sales approximately 0.3% and 0.2% for Walmart
U.S. and Sam’s Club, respectively, for fiscal 2015.
As we continue to add new stores and clubs in the U.S., we do so with an
understanding that additional stores and clubs may take sales away from
existing units. We estimate the negative impact on comparable store and
club sales as a result of opening new stores and clubs was approximately
0.8% and 0.9% in fiscal 2016 and 2015, respectively. Our estimate is calcu-
lated primarily by comparing the sales trends of the impacted stores and
clubs, which are identified based on their proximity to the new stores
and clubs, to those of nearby non-impacted stores and clubs, in each
case, as measured after the new stores and clubs are opened.
Strategic Growth Investments
During fiscal 2016, we made capital investments globally of $11.5 billion.
These capital investments primarily consisted of payments to add new
stores and clubs, remodel existing stores and clubs, construct distribution
centers and invest in technology. In addition, we made an incremental
operational investment of $296 million in e-commerce in fiscal 2016 as
compared to fiscal 2015. We also made operational investments of
approximately $1.2 billion in fiscal 2016 in connection with the new
associate wage structure and comprehensive associate training and
educational programs announced in first quarter of fiscal 2016. These
operational investments will continue into the year ending January 31,
2017 (“fiscal 2017”).
Returns
While we are focused primarily on growth, we also place a priority on
generating returns to ensure our approach is appropriately balanced.
We generate returns by efficiently deploying assets and effectively
managing working capital. We monitor these efforts through our return
on investment and free cash flow metrics, which we discuss below. In
addition, we are focused on providing returns to our shareholders in
the form of share repurchases and dividends, which are discussed in the
Liquidity and Capital Resources section.
Return on Investment
Management believes return on investment (“ROI”) is a meaningful
metric to share with investors because it helps investors assess how
effectively Walmart is deploying its assets. Trends in ROI can fluctuate
over time as management balances long-term potential strategic
initiatives with possible short-term impacts.
ROI was 15.5% and 16.9% for the fiscal years ended January 31, 2016 and
2015, respectively. The decline in ROI was primarily due to our decrease
in operating income, as well as continued capital investments.
We define ROI as adjusted operating income (operating income plus
interest income, depreciation and amortization, and rent expense) for the
fiscal year divided by average invested capital during that period. We
consider average invested capital to be the average of our beginning and
ending total assets, plus average accumulated depreciation and average
accumulated amortization, less average accounts payable and average
accrued liabilities for that period, plus a rent factor equal to the rent for
the fiscal year multiplied by a factor of eight. When we have discontinued
operations, we exclude the impact of the discontinued operations.
Our calculation of ROI is considered a non-GAAP financial measure because
we calculate ROI using financial measures that exclude and include amounts
that are included and excluded in the most directly comparable financial
measure calculated and presented in accordance with generally accepted
accounting principles in the U.S. (“GAAP”). For example, we exclude the impact
of depreciation and amortization from our reported operating income in
calculating the numerator of our calculation of ROI. In addition, we include
Only Walmart
21
Management’s Discussion and Analysis of
Financial Condition and Results of Operations
a factor of eight for rent expense that estimates the hypothetical capitalization
of our operating leases. We consider return on assets (“ROA”) to be the
financial measure computed in accordance with GAAP that is the most
directly comparable financial measure to our calculation of ROI. ROI differs
from ROA (which is consolidated income from continuing operations for the
period divided by average total assets of continuing operations for the
period) because ROI: adjusts operating income to exclude certain expense
items and adds interest income; adjusts total assets of continuing opera-
tions for the impact of accumulated depreciation and amortization,
accounts payable and accrued liabilities; and incorporates a factor of rent to
arrive at total invested capital. Because of the adjustments mentioned
above, we believe ROI more accurately measures how we are deploying
our key assets and is more meaningful to investors than ROA.
Although ROI is a standard financial metric, numerous methods exist for
calculating a company’s ROI. As a result, the method used by management
to calculate our ROI may differ from the methods used by other companies
to calculate their ROI.
The calculation of ROI, along with a reconciliation to the calculation of
ROA, the most comparable GAAP financial measure, is as follows:
(Amounts in millions)
CALCULATION OF RETURN ON INVESTMENT
Numerator
Operating income
+ Interest income
+ Depreciation and amortization
+ Rent
Fiscal Years
Ended January 31,
2016
2015
$ 24,105
81
9,454
2,532
$ 27,147
113
9,173
2,777
= Adjusted operating income
$ 36,172
$ 39,210
Denominator
Average total assets of
continuing operations(1)
$201,536
$203,786
+ Average accumulated depreciation
and amortization(1)
- Average accounts payable(1)
- Average accrued liabilities(1)
+ Rent x 8
68,759
38,449
19,380
20,256
63,375
37,913
18,973
22,216
= Average invested capital
$232,722
$232,491
Return on investment (ROI)
15.5%
16.9%
CALCULATION OF RETURN ON ASSETS
Numerator
Income from continuing operations
Denominator
Average total assets of
$ 15,080
$ 16,814
continuing operations(1)
$201,536
$203,786
Return on assets (ROA)
7.5%
8.2%
As of January 31,
2016
2015
2014
Certain Balance Sheet Data
Total assets of
continuing operations(2)
Accumulated depreciation
and amortization
Accounts payable
Accrued liabilities
$199,581
$203,490
$204,081
71,538
38,487
19,607
65,979
38,410
19,152
60,771
37,415
18,793
(1) The average is based on the addition of the account balance at the end of the current
period to the account balance at the end of the prior period and dividing by 2.
(2) Total assets of continuing operations were adjusted to reflect the adoption of
ASU 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying
the Presentation of Debt Issuance Cost, for all periods.
Free Cash Flow
Free cash flow is considered a non-GAAP financial measure. Management
believes, however, that free cash flow, which measures our ability to
generate additional cash from our business operations, is an important
financial measure for use in evaluating the Company’s financial perfor-
mance. Free cash flow should be considered in addition to, rather than
as a substitute for, consolidated income from continuing operations
as a measure of our performance and net cash provided by operating
activities as a measure of our liquidity.
We define free cash flow as net cash provided by operating activities
in a period minus payments for property and equipment made in that
period. We generated free cash flow of $15.9 billion, $16.4 billion and
$10.1 billion for fiscal 2016, 2015 and 2014, respectively. The decrease in
free cash flow in fiscal 2016 from fiscal 2015 was primarily due to lower
income from continuing operations, partially offset by lower capital
spending and improved working capital management.
Walmart’s definition of free cash flow is limited in that it does not
represent residual cash flows available for discretionary expenditures due
to the fact that the measure does not deduct the payments required for
debt service and other contractual obligations or payments made for
business acquisitions. Therefore, we believe it is important to view free
cash flow as a measure that provides supplemental information to our
Consolidated Statements of Cash Flows.
Although other companies report their free cash flow, numerous methods
may exist for calculating a company’s free cash flow. As a result, the
method used by Walmart’s management to calculate our free cash flow
may differ from the methods used by other companies to calculate their
free cash flow.
22
2016 Annual Report
Management’s Discussion and Analysis of
Financial Condition and Results of Operations
The following table sets forth a reconciliation of free cash flow, a
non-GAAP financial measure, to net cash provided by operating activities,
which we believe to be the GAAP financial measure most directly
comparable to free cash flow, as well as information regarding net cash
used in investing activities and net cash used in financing activities.
(Amounts in millions)
2016
2015
2014
Fiscal Years Ended January 31,
segment. The negative effect of such factors on our consolidated net sales
was partially offset by the 1.3% year-over-year growth in retail square
feet, positive comparable sales in the Walmart U.S. segment and higher
e-commerce sales across the Company. For fiscal 2015, the increase in net
sales was primarily due to 3.0% year-over-year growth in retail square feet,
positive comparable sales in the U.S. and higher e-commerce sales across
the Company. The increase was partially offset by $5.3 billion of negative
impact from fluctuations in currency exchange rates for fiscal 2015.
Net cash provided by
operating activities
Payments for property
and equipment
Free cash flow
Net cash used in
$ 27,389
$ 28,564 $ 23,257
(11,477)
(12,174)
(13,115)
$ 15,912
$ 16,390 $ 10,142
investing activities(1)
$(10,675) $(11,125) $(12,526)
Net cash used in
financing activities
(16,122)
(15,071)
(10,789)
(1) “Net cash used in investing activities” includes payments for property and equipment,
which is also included in our computation of free cash flow.
Results of Operations
Consolidated Results of Operations
(Amounts in millions,
except unit counts)
Total revenues
Percentage change from
comparable period
Net sales
Percentage change from
comparable period
Total U.S. calendar comparable
store and club sales
increase (decrease)
Gross profit rate
Operating income
Operating income as a
percentage of net sales
Income from continuing
operations
Unit counts at period end
Retail square feet at period end
Fiscal Years Ended January 31,
2016
2015
2014
$482,130
$485,651
$476,294
(0.7)%
2.0%
1.6%
$478,614
$482,229
$473,076
(0.7)%
1.9%
1.6%
0.3%
24.6%
0.5%
24.3%
(0.5)%
24.3%
$ 24,105
$ 27,147
$ 26,872
5.0%
5.6%
5.7%
$ 15,080
11,528
1,149
$ 16,814
11,453
1,135
$ 16,551
10,942
1,101
Our total revenues, which are mostly comprised of net sales, but also
include membership and other income, decreased 0.7% for fiscal 2016
and increased 2.0% for fiscal 2015 when compared to the previous fiscal
year. Net sales decreased 0.7% for fiscal 2016 and increased 1.9% for fiscal
2015 when compared to the previous fiscal year. For fiscal 2016, net sales
were negatively impacted by $17.1 billion as a result of fluctuations in
currency exchange rates and a decrease of $1.9 billion in fuel sales that
resulted primarily from lower selling prices for fuel at our Sam’s Club
Our gross profit rate increased 29 basis points for fiscal 2016 when
compared to fiscal 2015. Improved margins in food, general merchandise,
and consumables in the Walmart U.S. segment positively impacted our
gross profit rate. Changes in the merchandise mix in the Walmart
International segment and a reduction in low margin fuel sales in the
Sam’s Club segment also positively impacted our gross profit rate,
while continued pharmacy reimbursement pressure at the Walmart U.S.
segment negatively impacted our gross profit rate. Our gross profit rate
was relatively flat in fiscal 2015 when compared to fiscal 2014.
Operating expenses as a percentage of net sales increased 91 and 6 basis
points for fiscal 2016 and 2015, respectively, when compared to the
previous fiscal year. For fiscal 2016, the increase in operating expenses
as a percentage of net sales was primarily due to an increase in wage
expense at the Walmart U.S. segment due to the new associate wage
structure and increased associate hours to improve the overall customer
experience, the approximately $0.9 billion charge for the store closures
announced in January 2016 and our continued investments in digital
retail and information technology. For fiscal 2015, the increase in operating
expenses as a percentage of net sales was due to our continued
investments in digital retail and higher health-care expenses in the
U.S. from increased enrollment in our associate health-care plans and
medical cost inflation, the $249 million impact of wage and hour litigation
in the U.S., as well as expenses of $148 million related to the closure of
approximately 30 underperforming stores in Japan. The impact of these
factors in the increase of operating expenses as a percentage of net sales
for fiscal 2015 was partially offset by nearly $1.0 billion of aggregated
expenses incurred in fiscal 2014.
Our effective income tax rate was 30.3%, 32.2% and 32.9% for fiscal 2016,
2015 and 2014, respectively. Our effective tax rate fluctuates from period
to period and may be impacted by a number of factors, including changes
in our assessment of certain tax contingencies, valuation allowances,
changes in laws, outcomes of administrative audits, the impacts of discrete
items and the mix of earnings among our U.S. and international operations.
The reconciliation from the U.S. statutory rate to the effective income tax
rates for fiscal 2016, 2015 and 2014 is presented in Note 9 in the “Notes to
Consolidated Financial Statements.”
As a result of the factors discussed above, we reported $15.1 billion,
$16.8 billion and $16.6 billion of consolidated income from continuing
operations for fiscal 2016, 2015 and 2014, respectively; a decrease of
$1.7 billion for fiscal 2016 and an increase of $263 million for fiscal 2015
when compared to the previous fiscal year. Diluted income from con-
tinuing operations per common share attributable to Walmart (“EPS”)
was $4.57, $4.99 and $4.85 for fiscal 2016, 2015 and 2014, respectively.
Only Walmart
23
Management’s Discussion and Analysis of
Financial Condition and Results of Operations
Walmart U.S. Segment
Walmart International Segment
Fiscal Years Ended January 31,
2016
2015
2014
(Amounts in millions,
except unit counts)
Fiscal Years Ended January 31,
2016
2015
2014
(Amounts in millions,
except unit counts)
Net sales
Percentage change from
comparable period
Calendar comparable
store sales increase
Operating income
Operating income as a
percentage of net sales
Unit counts at period end
Retail square feet at
period end
$298,378
$288,049
$279,406
3.6%
1.0%
3.1%
1.8%
0.6%
(0.6)%
$ 19,087
$ 21,336
$ 21,787
6.4%
4,574
7.4%
4,516
7.8%
4,203
690
680
659
Net sales for the Walmart U.S. segment increased 3.6% and 3.1% for fiscal
2016 and 2015, respectively, when compared to the previous fiscal year.
The increases in net sales were primarily due to year-over-year growth in
retail square feet of 1.4% and 3.2% for fiscal 2016 and 2015, respectively,
as well as increases in comparable store sales of 1.0% and 0.6% for
fiscal 2016 and 2015, respectively. Positive customer traffic and higher
e-commerce sales contributed to the increases in comparable store
sales in both periods.
The fiscal 2016 gross profit rate increased 12 basis points compared to the
previous fiscal year, primarily due to improved margin in food, general
merchandise, and consumables, partially offset by continued pharmacy
reimbursement pressure. The fiscal 2015 gross profit rate decreased 12 basis
points when compared to the previous fiscal year, primarily due to the
result of the segment’s strategic focus on price investment, pharmacy
cost inflation, reductions in third-party reimbursement rates and changes
in merchandise mix.
Operating expenses as a percentage of segment net sales increased
113 and 24 basis points for fiscal 2016 and 2015, respectively, when
compared to the previous fiscal year. For fiscal 2016, the increase was
primarily driven by an increase in wage expense due to the new associate
wage structure and increased associate hours. Enhancements to the
customer-facing areas of the store to improve the overall customer
experience drove the increase in associate hours as well as increased
maintenance expenses. In addition, the approximately $700 million
charge for the closures of 150 stores announced in January 2016, an
increase in store associate incentive expense and our continued invest-
ments in digital retail and information technology contributed to the
fiscal 2016 increase in operating expenses as a percentage of segment
net sales. For fiscal 2015, the increase in operating expenses as a percentage
of segment net sales was primarily driven by higher health-care expenses
from increased enrollment in our associate health-care plans and medical
cost inflation. In addition, expenses from severe winter storms early
in fiscal 2015 contributed to the increase in operating expenses as a
percentage of segment net sales.
As a result of the factors discussed above, segment operating income
was $19.1 billion, $21.3 billion and $21.8 billion during fiscal 2016, 2015
and 2014, respectively.
24
2016 Annual Report
Net sales
Percentage change from
comparable period
Operating income
Operating income as a
$123,408
$136,160
$136,513
(9.4)%
(0.3)%
1.3%
$ 5,346
$ 6,171
$ 5,153
percentage of net sales
Unit counts at period end
Retail square feet at period end
4.3%
4.5%
6,299
372
6,290
368
3.8%
6,107
358
Net sales for the Walmart International segment decreased 9.4% and
0.3% for fiscal 2016 and 2015, respectively, when compared to the previous
fiscal year. For fiscal 2016, the decrease in net sales was primarily due to
the $17.1 billion of negative impact from fluctuations in currency
exchange rates and negative comparable sales in the U.K. and China,
partially offset by year-over-year growth in retail square feet of 1.2% and
positive comparable sales in Mexico and Canada. For fiscal 2015, the
decrease in net sales was primarily due to $5.3 billion of negative impact
from fluctuations in currency exchange rates, partially offset by year-
over-year growth in retail square feet of 2.6% and higher e-commerce
sales in each country with e-commerce operations, particularly in the
United Kingdom, China and Brazil.
Gross profit rate increased 23 and 12 basis points for fiscal 2016 and 2015,
respectively, when compared to the same periods in the previous fiscal
year. The fiscal 2016 and 2015 increases in gross profit rate were primarily
due to changes in the merchandise mix in certain markets.
Operating expenses as a percentage of segment net sales increased
44 basis points for fiscal 2016, when compared to the previous fiscal
year. The increase in operating expenses as a percentage of segment net
sales for fiscal 2016 was primarily driven by the approximately $150 million
charge for the announced closure of 115 underperforming stores in Brazil
and other Latin American markets in January 2016, increased employment
claim contingencies and higher utility rates in Brazil and continued
investments in digital retail and information technology.
Operating expenses as a percentage of segment net sales decreased
51 basis points for fiscal 2015 when compared to the previous fiscal year
due to the nearly $1.0 billion of aggregated expenses incurred in fiscal
2014, including charges for contingencies in Brazil, store closure costs in
China and Brazil, store lease expenses in China and Mexico and expenses
for the termination of the joint venture in India, partially offset by fiscal
2015 expenses of $148 million related to the closure of approximately
30 underperforming stores in Japan.
As a result of the factors discussed above, segment operating income
was $5.3 billion, $6.2 billion and $5.2 billion for fiscal 2016, 2015 and 2014,
respectively. Fluctuations in currency exchange rates negatively impacted
operating income $765 million, $225 million and $26 million in fiscal 2016,
2015 and 2014, respectively.
Management’s Discussion and Analysis of
Financial Condition and Results of Operations
Sam’s Club Segment
We believe the information in the following table under the caption
“Excluding Fuel” is useful to investors because it permits investors to
understand the effect of the Sam’s Club segment’s fuel sales on its
results of operations, which are impacted by the volatility of fuel prices.
Volatility in fuel prices may continue to impact the operating results of
the Sam’s Club segment in the future.
(Amounts in millions,
except unit counts)
Including Fuel
Net sales
Percentage change from
comparable period
Calendar comparable club
sales increase (decrease)
Operating income
Operating income as a
percentage of net sales
Unit counts at period end
Retail square feet at period end
Excluding Fuel
Net sales
Percentage change from
comparable period
Operating income
Operating income as a
percentage of net sales
Fiscal Years Ended January 31,
2016
2015
2014
$56,828
$58,020
$57,157
(2.1)%
(3.2)%
1.5%
0.0%
1.3%
0.3%
$ 1,820
$ 1,976
$ 1,843
3.2%
655
88
3.4%
647
87
3.2%
632
84
$52,330
$51,630
$50,574
1.4%
2.1%
1.6%
$ 1,746
$ 1,854
$ 1,817
3.3%
3.6%
3.6%
Net sales for the Sam’s Club segment decreased 2.1% for fiscal 2016 and
increased 1.5% for fiscal 2015 when compared to the previous fiscal year.
The fiscal 2016 decrease in net sales was primarily due to declines in
comparable club sales, which were driven by a decrease of $1.9 billion
in fuel sales that resulted primarily from lower selling prices for fuel.
The decrease in net sales was partially offset by year-over-year growth in
retail square feet of 1.2% and higher e-commerce sales at samsclub.com.
The fiscal 2015 increase in net sales was primarily due to year-over-year
growth in retail square feet of 2.5%, driven by the addition of 15 new
clubs, partially offset by a decrease in fuel sales from lower fuel prices.
Comparable club sales were flat for fiscal 2015.
Gross profit rate increased 30 basis points for fiscal 2016 and decreased
12 basis points for fiscal 2015, when compared to the previous fiscal
year. For fiscal 2016, the increase was primarily due to the reduction in
low margin fuel sales and lower merchandise acquisition costs, partially
offset by the segment’s continued investment in the Cash Rewards
program. For fiscal 2015, the gross profit rate decreased primarily due
to the segment’s investment in the Cash Rewards program, changes in
merchandise mix, and commodity cost inflation, partially offset by an
increased gross profit rate on fuel sales.
Membership and other income increased 5.3% and 7.7% for fiscal 2016
and 2015, respectively, when compared to the previous fiscal year. For
fiscal 2016, the increase was primarily the result of increased member-
ship upgrades and Plus Member renewals. For fiscal 2015, the increase
was primarily the result of increased membership upgrades, Plus Member
renewals and an increase in members from the opening of 15 new clubs.
Operating expenses as a percentage of segment net sales increased
67 basis points for fiscal 2016 and decreased 16 basis points for fiscal 2015,
when compared to the previous fiscal year. For fiscal 2016, the increase in
operating expenses as a percentage of segment net sales was primarily
due to lower fuel sales, an increase in wage expense due to the new
associate wage structure, our continued investments in new clubs,
digital retail and information technology, and the approximately $60 mil-
lion charge for club closures announced in January 2016. For fiscal 2015,
the decrease in operating expenses as a percentage of segment net
sales was primarily due to better expense management in a number of
areas, including the optimization of the new in-club staffing structure
announced in fiscal 2014, which resulted in decreases in wage expense
and payroll taxes.
As a result of the factors discussed above, segment operating income
was $1.8 billion, $2.0 billion and $1.8 billion for fiscal 2016, 2015 and
2014, respectively.
Liquidity and Capital Resources
Liquidity
The strength and stability of our operations have historically supplied us
with a significant source of liquidity. Our cash flows provided by operating
activities, supplemented with our long-term debt and short-term
borrowings, have been sufficient to fund our operations while allowing us
to invest in activities that support the long-term growth of our operations.
Generally, some or all of the remaining available cash flow has been
used to fund the dividends on our common stock and share repurchases.
We believe our sources of liquidity will continue to be adequate to fund
operations, finance our global expansion activities, pay dividends and
fund our share repurchases for the foreseeable future.
Net Cash Provided by Operating Activities
Fiscal Years Ended January 31,
(Amounts in millions)
2016
2015
2014
Net cash provided by
operating activities
$27,389
$28,564
$23,257
Net cash provided by operating activities was $27.4 billion, $28.6 billion
and $23.3 billion for fiscal 2016, 2015 and 2014, respectively. The decrease in
net cash provided by operating activities for fiscal 2016, when compared
to the previous fiscal year, was primarily due to lower income from
continuing operations, partially offset by improved working capital
management. The increase in net cash provided by operating activities
for fiscal 2015, when compared to the previous fiscal year, was primarily
due to the timing of payments for accounts payable and accrued liabilities,
as well as the timing of income tax payments.
In fiscal 2017, the Company will move forward with the second year of our
new associate wage structure combined with comprehensive associate
training and educational programs which was announced in fiscal 2016.
We anticipate cash flows provided by operating activities will be sufficient
to fund these programs in fiscal 2017 and future years.
Only Walmart
25
Management’s Discussion and Analysis of
Financial Condition and Results of Operations
Cash Equivalents and Working Capital
Cash and cash equivalents were $8.7 billion and $9.1 billion at January 31,
2016 and 2015, respectively. Our working capital deficit was $4.4 billion
and $2.0 billion at January 31, 2016 and 2015, respectively. The increase in
our working capital deficit reflects the Company’s efficient leverage
achieved through improved working capital management, in addition
to the timing of payments. We generally operate with a working capital
deficit due to our efficient use of cash in funding operations, consistent
access to the capital markets and in providing returns to our shareholders
in the form of payments of cash dividends and share repurchases.
We use intercompany financing arrangements in an effort to ensure
cash can be made available in the country in which it is needed with
the minimum cost possible. We do not believe it will be necessary to
repatriate earnings held outside of the U.S. and anticipate our domestic
liquidity needs will be met through cash flows provided by operating
activities, supplemented with long-term debt and short-term borrowings.
Accordingly, we intend, with only certain exceptions, to continue to
indefinitely reinvest our earnings held outside of the U.S. in our foreign
operations. When the income earned, either from operations or through
intercompany financing arrangements, and indefinitely reinvested outside
of the U.S. is taxed at local country tax rates, which are generally lower
than the U.S. statutory rate, we realize an effective tax rate benefit. If our
intentions with respect to reinvestment were to change, most of the
amounts held within our foreign operations could be repatriated to the
U.S., although any repatriation under current U.S. tax laws would be
subject to U.S. federal income taxes, less applicable foreign tax credits.
We do not expect local laws, other limitations or potential taxes on
anticipated future repatriations of earnings held outside of the U.S. to
have a material effect on our overall liquidity, financial condition or
results of operations.
As of January 31, 2016 and January 31, 2015, cash and cash equivalents of
approximately $1.1 billion and $1.7 billion, respectively, may not be freely
transferable to the U.S. due to local laws or other restrictions.
Net Cash Used in Investing Activities
As of January 31,
(Amounts in millions)
2016
2015
2014
Net cash used in
investing activities
$(10,675) $(11,125) $(12,526)
Net cash used in investing activities was $10.7 billion, $11.1 billion and
$12.5 billion for fiscal 2016, 2015 and 2014, respectively, and generally
consisted of payments to add stores and clubs, remodel existing stores
and clubs, expand our digital retail capabilities and invest in other tech-
nologies. For fiscal 2016, we opened 423 new stores and clubs. Net cash
used in investing activities decreased $450 million and $1.4 billion for
fiscal 2016 and 2015, respectively, when compared to the previous fiscal
year, primarily due to lower capital expenditures. The following table
provides additional capital expenditure detail:
(Amounts in millions)
Capital Expenditures
New stores and clubs, including
expansions and relocations
Information systems, distribution,
digital retail and other
Remodels
Total U.S.
Walmart International
Allocation of Capital Expenditures
Fiscal Years Ending January 31,
2016
2015
$ 3,194
$ 4,128
3,963
1,390
8,547
2,930
3,288
822
8,238
3,936
Total capital expenditures
$11,477
$12,174
Cash proceeds of $671 million received from the sale of the Vips restaurant
business in Mexico (“Vips”) on May 12, 2014, which is further described in
Note 13 to our Consolidated Financial Statements, also reduced net cash
used in investing activities in fiscal 2015.
We continued to focus on seamlessly integrating the digital and physical
shopping experience for our customers and expanding in digital retail in
each of our segments during fiscal 2016. Some of our fiscal 2016 accom-
plishments in this area were to successfully launch “Walmart Pay,” grow
integrated mobile applications and services including “Online Grocery”
and “Pickup Today,” continue to roll out our new web platform in the U.S.
and open new e-commerce dedicated fulfillment centers.
Growth Activities
In fiscal 2017, we plan to add between 342 and 405 new stores and clubs,
which will include a continued investment in Neighborhood Markets
and a moderation of Supercenter growth in the U.S. compared to recent
fiscal years. In addition, we plan to continue the growth of our digital
retail capabilities by investing approximately $1.1 billion in e-commerce
websites and mobile commerce applications that will include technology,
infrastructure and other elements of our e-commerce operations to
better serve our customers and support our stores and clubs. We antici-
pate financing these growth activities through cash flows provided by
operating activities and future debt financings.
26
2016 Annual Report
Management’s Discussion and Analysis of
Financial Condition and Results of Operations
The following table provides our projected fiscal 2017 capital expenditures.
Our anticipated digital retail expenditures are included in our projected
fiscal 2017 capital expenditures. The amounts in the table do not include
capital expenditures or growth in retail square feet from any pending or
future acquisitions.
Long-term Debt
The following table provides the changes in our long-term debt for
fiscal 2016:
(Amounts in billions)
Walmart U.S.
Walmart International
Sam’s Club
Corporate and support
Total
Approximate Fiscal 2017
Projected Capital Expenditures
(Amounts in millions)
$ 6.2
3.0
0.8
1.0
$11.0
Balances as of February 1, 2015
Proceeds from issuance of
long-term debt
Payments of long-term debt
Reclassifications of
long-term debt
Other
Long-term debt
due within
one year
Long-term
debt
Total
$ 4,791
$ 40,889
$ 45,680
—
(4,432)
2,000
386
39
—
39
(4,432)
(2,000)
(714)
—
(328)
Net Cash Used in Financing Activities
Balances as of January 31, 2016 $ 2,745
$38,214
$40,959
Fiscal Years Ended January 31,
(Amounts in millions)
2016
2015
2014
Net cash used in
financing activities
$(16,122) $(15,071)
$(10,789)
Our total outstanding long-term debt balance decreased $4.7 billion for
the twelve months ended January 31, 2016, primarily due to no significant
new long-term debt issuances in the current year offset by maturities of
existing long-term debt.
Dividends
Our total dividend payments were $6.3 billion, $6.2 billion and $6.1 billion
for fiscal 2016, 2015 and 2014, respectively. On February 18, 2016, the
Board of Directors approved the fiscal 2017 annual dividend of $2.00 per
share, an increase over the fiscal 2016 annual dividend of $1.96 per share.
For fiscal 2017, the annual dividend will be paid in four quarterly installments
of $0.50 per share, according to the following record and payable dates:
Record Date
March 11, 2016
May 13, 2016
August 12, 2016
December 9, 2016
Payable Date
April 4, 2016
June 6, 2016
September 6, 2016
January 3, 2017
Net cash flows used in financing activities generally consist of transactions
related to our short-term and long-term debt, financing obligations,
dividends paid and the repurchase of Company stock. Transactions with
noncontrolling interest shareholders are also classified as cash flows
from financing activities. Net cash used in financing activities increased
$1.1 billion and $4.3 billion for fiscal 2016 and fiscal 2015, respectively,
when compared to the same period in the previous fiscal year.
Short-term Borrowings
Net cash flows provided by short-term borrowings increased $1.2 billion
in fiscal 2016 and decreased $6.3 billion in fiscal 2015, when compared to
the balance at the end of the previous fiscal year. We generally utilize the
liquidity provided by short-term borrowings to provide funding for our
operations, dividend payments, share repurchases, capital expenditures
and other cash requirements. For fiscal 2016, the increase in net cash flows
provided by short-term borrowings partially offset a larger $2.0 billion
decrease in long-term debt due within one year. For fiscal 2015, more cash
provided from operating activities combined with less cash used for share
repurchases and capital expenditures during fiscal 2015 allowed us to
minimize our short-term borrowings as of January 31, 2015. In addition to
our short-term borrowings, we also have various undrawn committed
lines of credit that provide $15.0 billion of additional liquidity, if needed.
Only Walmart
27
Management’s Discussion and Analysis of
Financial Condition and Results of Operations
Capital Resources
We believe cash flows from continuing operations, our current cash
position and access to capital markets will continue to be sufficient to
meet our anticipated operating cash needs, which include funding
seasonal buildups in merchandise inventories and funding our capital
expenditures, dividend payments and share repurchases.
We have strong commercial paper and long-term debt ratings that have
enabled and should continue to enable us to refinance our debt as it
becomes due at favorable rates in capital markets. At January 31, 2016,
the ratings assigned to our commercial paper and rated series of our
outstanding long-term debt were as follows:
Rating agency
Commercial paper
Long-term debt
Standard & Poor’s
Moody’s Investors Service
Fitch Ratings
A-1+
P-1
F1+
AA
Aa2
AA
Credit rating agencies review their ratings periodically and, therefore, the
credit ratings assigned to us by each agency may be subject to revision
at any time. Accordingly, we are not able to predict whether our current
credit ratings will remain consistent over time. Factors that could affect
our credit ratings include changes in our operating performance, the
general economic environment, conditions in the retail industry, our
financial position, including our total debt and capitalization, and
changes in our business strategy. Any downgrade of our credit ratings
by a credit rating agency could increase our future borrowing costs or
impair our ability to access capital and credit markets on terms
commercially acceptable to us. In addition, any downgrade of our
current short-term credit ratings could impair our ability to access the
commercial paper markets with the same flexibility that we have
experienced historically, potentially requiring us to rely more heavily
on more expensive types of debt financing. The credit rating agency
ratings are not recommendations to buy, sell or hold our commercial
paper or debt securities. Each rating may be subject to revision or
withdrawal at any time by the assigning rating organization and should
be evaluated independently of any other rating. Moreover, each credit
rating is specific to the security to which it applies.
Company Share Repurchase Program
From time to time, we repurchase shares of our common stock under
share repurchase programs authorized by the Company’s Board of
Directors. On October 13, 2015, the Board of Directors replaced the
previous $15.0 billion share repurchase program, which had $8.6 billion
of remaining authorization for share repurchases as of that date, with a
new $20.0 billion share repurchase program. As was the case with the
replaced share repurchase program, the new share repurchase program
has no expiration date or other restrictions limiting the period over
which we can make share repurchases. At January 31, 2016, authorization
for $17.5 billion of share repurchases remained under the current share
repurchase program. Any repurchased shares are constructively retired
and returned to an unissued status. The Company intends to utilize the
current share repurchase authorization through the fiscal year ending
January 31, 2018.
We regularly review share repurchase activity and consider several factors
in determining when to execute share repurchases, including, among
other things, current cash needs, capacity for leverage, cost of borrowings,
our results of operations and the market price of our common stock. We
anticipate that a significant majority of the ongoing share repurchase
program will be funded through the Company’s free cash flows. The
following table provides, on a settlement date basis, the number of
shares repurchased, average price paid per share and total amount paid
for share repurchases for fiscal 2016, 2015 and 2014:
(Amounts in millions,
except per share data)
Fiscal Years Ended January 31,
2016
2015
2014
Total number of shares repurchased
62.4
$65.90
Average price paid per share
Total amount paid for share repurchases $4,112
13.4
$75.82
$1,015
89.1
$74.99
$6,683
Share repurchases increased $3.1 billion for fiscal 2016 and decreased
$5.7 billion for fiscal 2015, respectively, when compared to the previous
fiscal year. For fiscal 2016, the increase in share repurchases resulted from
our intention to utilize the current share repurchase authorization over
the next two years. For fiscal 2015, the decrease was a result of cash
needs, reduced leverage and increased cash used in transactions with
noncontrolling interests described further below.
Significant Transactions with Noncontrolling Interests
As described in Note 13 to our Consolidated Financial Statements, in July
2015, we completed the purchase of all of the remaining noncontrolling
interest in Yihaodian, our e-commerce operations in China, for approxi-
mately $760 million, using existing cash to complete this transaction and
during fiscal 2015, we completed the purchase of substantially all of the
remaining noncontrolling interest in Walmart Chile for approximately
$1.5 billion, using existing cash to complete this transaction.
28
2016 Annual Report
Management’s Discussion and Analysis of
Financial Condition and Results of Operations
Contractual Obligations and Other Commercial Commitments
The following table sets forth certain information concerning our obligations and commitments to make contractual future payments, such as debt
and lease agreements, and certain contingent commitments:
(Amounts in millions)
Total
2017
2018-2019
2020-2021
Thereafter
Payments Due During Fiscal Years Ending January 31,
Recorded contractual obligations:
Long-term debt(1)
Short-term borrowings
Capital lease and financing obligations(2)
Unrecorded contractual obligations:
Non-cancelable operating leases
Estimated interest on long-term debt
Trade letters of credit
Stand-by letters of credit
Purchase obligations
Total commercial commitments
$ 40,959
2,708
8,655
$ 2,745
2,708
815
$ 5,016
—
1,468
$ 3,850
—
1,279
$29,348
—
5,093
21,505
30,391
2,709
1,813
14,099
2,057
1,806
2,709
1,813
6,830
3,783
3,445
—
5,527
3,227
3,129
—
1,549
12,438
22,011
—
193
$122,839
$21,483
$19,239
$13,034
$69,083
(1) “Long-term debt” includes the fair value of our derivatives classified as fair value hedges.
(2) “Capital lease and financing obligations” includes executory costs and imputed interest related to capital lease and financing obligations that are not yet recorded.
Refer to Note 11 in the “Notes to the Consolidated Financial Statements” for more information.
Additionally, the Company has $15.0 billion in undrawn committed lines
of credit which, if drawn upon, would be included in the current liabilities
section of the Company’s Consolidated Balance Sheets.
associated with these liabilities is uncertain. Refer to Note 9 in the
“Notes to Consolidated Financial Statements” for additional discussion
of unrecognized tax benefits.
Estimated interest payments are based on our principal amounts and
expected maturities of all debt outstanding at January 31, 2016, and
management’s forecasted market rates for our variable rate debt.
Purchase obligations include legally binding contracts, such as firm
commitments for inventory and utility purchases, as well as commitments
to make capital expenditures, software acquisition and license commit-
ments and legally binding service contracts. Purchase orders for inventory
and other services are not included in the table above. Purchase orders
represent authorizations to purchase rather than binding agreements.
For the purposes of this table, contractual obligations for the purchase
of goods or services are defined as agreements that are enforceable and
legally binding and that specify all significant terms, including: fixed or
minimum quantities to be purchased; fixed, minimum or variable price
provisions; and the approximate timing of the transaction. Our purchase
orders are based on our current inventory needs and are fulfilled by our
suppliers within short time periods. We also enter into contracts for
outsourced services; however, the obligations under these contracts
are not significant and the contracts generally contain clauses allowing
for cancellation without significant penalty.
The expected timing for payment of the obligations discussed above is
estimated based on current information. Timing of payments and actual
amounts paid with respect to some unrecorded contractual commitments
may be different depending on the timing of receipt of goods or services
or changes to agreed-upon amounts for some obligations.
In addition to the amounts shown in the table above, $607 million of
unrecognized tax benefits are considered uncertain tax positions and
have been recorded as liabilities. The timing of the payment, if any,
Off Balance Sheet Arrangements
In addition to the unrecorded contractual obligations presented above,
we have entered into certain arrangements, as discussed below, for which
the timing of payment, if any, is unknown.
The Company has future lease commitments for land and buildings for
approximately 215 future locations. These lease commitments have
lease terms ranging from 10 to 30 years and provide for certain mini-
mum rentals. If leases for all of those future locations had been executed
as of February 1, 2016, payments under operating leases would increase
by $34 million for fiscal 2017, based on current estimates.
In connection with certain long-term debt issuances, we could be liable
for early termination payments if certain unlikely events were to occur.
At January 31, 2016, the aggregate termination payment would have
been $44 million. The arrangement pursuant to which this payment
could be made will expire in fiscal 2019.
Market Risk
In addition to the risks inherent in our operations, we are exposed to
certain market risks, including changes in interest rates and fluctuations
in currency exchange rates.
The analysis presented below for each of our market risk sensitive
instruments is based on a hypothetical scenario used to calibrate
potential risk and does not represent our view of future market changes.
The effect of a change in a particular assumption is calculated without
adjusting any other assumption. In reality, however, a change in one
factor could cause a change in another, which may magnify or negate
other sensitivities.
Only Walmart
29
Management’s Discussion and Analysis of
Financial Condition and Results of Operations
Interest Rate Risk
We are exposed to changes in interest rates as a result of our short-term borrowings and long-term debt issuances. We hedge a portion of our interest
rate risk by managing the mix of fixed and variable rate debt and by entering into interest rate swaps. For fiscal 2016, the net fair value of our interest
rate swaps increased approximately $162 million primarily due to additional interest rate swaps acquired in fiscal 2016 and fluctuations in market
interest rates.
The table below provides information about our financial instruments that are sensitive to changes in interest rates. For debt obligations, the table
represents the principal cash flows and related weighted-average interest rates by expected maturity dates. For interest rate swaps, the table repre-
sents the contractual cash flows and weighted-average interest rates by the contractual maturity date, unless otherwise noted. The notional amounts
are used to calculate contractual cash flows to be exchanged under the contracts. The weighted-average variable rates are based upon prevailing
market rates at January 31, 2016.
(Amounts in millions)
Liabilities
Short-term borrowings:
Variable rate
Weighted-average interest rate
Long-term debt(1):
Fixed rate
Weighted-average interest rate
Variable rate
Weighted-average interest rate
Interest rate derivatives
Interest rate swaps:
Fixed to variable
Weighted-average pay rate
Weighted-average receive rate
Fiscal 2017
Fiscal 2018
Fiscal 2019
Fiscal 2020
Fiscal 2021
Thereafter
Total
Expected Maturity Date
$2,708
1.5%
$
—
—%
$
—
—%
$ —
—%
$
—
—%
$
—
$ 2,708
—%
1.5%
$2,032
$1,518
$3,502
$484
$3,351
$29,353
$40,240
1.9%
719
5.2%
4.1%
—
—%
3.1%
—
—%
4.3%
—
—%
3.4%
—
—%
5.0%
—
—%
4.5%
$ 719
5.2%
$
—
—%
—%
$
—
—%
—%
$
—
—%
—%
$ —
$1,500
$ 3,500
$ 5,000
—%
—%
2.0%
3.3%
1.5%
3.0%
1.6%
3.1%
(1) The long-term debt amounts in the table exclude the Company’s derivatives classified as fair value hedges.
As of January 31, 2016, our variable rate borrowings, including the effect
of our commercial paper and interest rate swaps, represented 19% of our
total short-term and long-term debt. Based on January 31, 2016 debt
levels, a 100 basis point change in prevailing market rates would cause
our annual interest costs to change by approximately $79 million.
Foreign Currency Risk
We are exposed to fluctuations in foreign currency exchange rates as a
result of our net investments and operations in countries other than the
U.S. For fiscal 2016, movements in currency exchange rates and the related
impact on the translation of the balance sheets of the Company’s subsid-
iaries in Canada, the United Kingdom, Japan, Mexico and Chile were the
primary cause of the $4.7 billion net loss in the currency translation and
other category of accumulated other comprehensive income (loss). We
hedge a portion of our foreign currency risk by entering into currency
swaps and designating certain foreign-currency-denominated long-term
debt as net investment hedges.
We hold currency swaps to hedge the currency exchange component
of our net investments and also to hedge the currency exchange rate
fluctuation exposure associated with the forecasted payments of principal
and interest of non-U.S. denominated debt. The aggregate fair value of
these swaps was in a liability position of $290 million at January 31, 2016
and in a liability position of $110 million at January 31, 2015. The change
in the fair value of these swaps was due to fluctuations in currency
exchange rates, primarily the strengthening of the U.S. dollar relative to
other currencies in fiscal 2016. A hypothetical 10% increase or decrease in
the currency exchange rates underlying these swaps from the market
rate at January 31, 2016 would have resulted in a loss or gain in the value
of the swaps of $445 million. A hypothetical 10% change in interest rates
underlying these swaps from the market rates in effect at January 31, 2016
would have resulted in a loss or gain in value of the swaps of $14 million.
30
2016 Annual Report
Management’s Discussion and Analysis of
Financial Condition and Results of Operations
Inventories
We value inventories at the lower of cost or market as determined primarily
by the retail method of accounting, using the last-in, first-out (“LIFO”)
method for substantially all of the Walmart U.S. segment’s inventories.
The inventory at the Walmart International segment is valued primarily
by the retail inventory method of accounting, using the first-in, first-out
(“FIFO”) method. The retail method of accounting results in inventory
being valued at the lower of cost or market since permanent markdowns
are immediately recorded as a reduction of the retail value of inventory.
The inventory at the Sam’s Club segment is valued based on the weighted-
average cost using the LIFO method.
Under the retail method of accounting, inventory is valued at the lower
of cost or market, which is determined by applying a cost-to-retail ratio
to each merchandise grouping’s retail value. The FIFO cost-to-retail ratio
is generally based on the fiscal year purchase activity. The cost-to-retail
ratio for measuring any LIFO provision is based on the initial margin of
the fiscal year purchase activity less the impact of any permanent mark-
downs. The retail method of accounting requires management to make
certain judgments and estimates that may significantly impact the ending
inventory valuation at cost, as well as the amount of gross profit recognized.
Judgments made include recording markdowns used to sell inventory and
shrinkage. When management determines the ability to sell inventory has
diminished, markdowns for clearance activity and the related cost impact
are recorded. Factors considered in the determination of markdowns
include current and anticipated demand, customer preferences and age
of merchandise, as well as seasonal and fashion trends. Changes in
weather and customer preferences could cause material changes in the
amount and timing of markdowns from year to year.
When necessary, we record a LIFO provision for the estimated annual
effect of inflation, and these estimates are adjusted to actual results
determined at year-end. Our LIFO provision is calculated based on
inventory levels, markup rates and internally generated retail price
indices. At January 31, 2016 and 2015, our inventories valued at LIFO
approximated those inventories as if they were valued at FIFO.
We provide for estimated inventory losses, or shrinkage, between
physical inventory counts on the basis of a historical percentage of sales.
Following annual inventory counts, the provision is adjusted to reflect
updated historical results.
In addition to currency swaps, we have designated foreign-currency-
denominated long-term debt as nonderivative hedges of net investments
of certain of our foreign operations. At January 31, 2016 and 2015, we had
£2.5 billion of outstanding long-term debt designated as a hedge of our
net investment in the United Kingdom. At January 31, 2016, a hypothetical
10% increase or decrease in the value of the U.S. dollar relative to the
British pound would have resulted in a gain or loss in the value of the
debt of $324 million. In addition, we had outstanding long-term debt of
¥10 billion at January 31, 2016 and ¥100 billion at January 31, 2015, that
was designated as a hedge of our net investment in Japan. At January 31,
2016, a hypothetical 10% increase or decrease in value of the U.S. dollar
relative to the Japanese yen would have resulted in a gain or loss in the
value of the debt of $8 million.
In certain countries, we also enter into immaterial foreign currency forward
contracts to hedge the purchase and payment of purchase commitments
denominated in non-functional currencies.
Other Matters
We discuss our existing FCPA investigation and related matters in the
Annual Report on Form 10-K for fiscal 2016, including certain risks arising
therefrom, in Part I, Item 1A of the Form 10-K under the caption “Risk
Factors” and under the sub-caption “FCPA Investigation and Related
Matters” in Note 10 to our Consolidated Financial Statements, which is
captioned “Contingencies,” and appears elsewhere herein. We also discuss
various legal proceedings related to the FCPA investigation in Item 3 of
the Form 10-K under the caption “Part I, Item 3. Legal Proceedings,”
under the sub-caption “II. Certain Other Proceedings.” We discuss the
“equal value” claims against our United Kingdom subsidiary, ASDA Stores,
Ltd., in the Annual Report on Form 10-K for fiscal 2016, including certain
risks arising therefrom, in Part I, Item 1A of the Form 10-K under the
caption “Risk Factors” and under the sub-caption “Legal Proceedings”
in Note 10 to our Consolidated Financial Statements, which is captioned
“Contingencies,” and appears elsewhere herein.
Summary of Critical Accounting Estimates
Management strives to report our financial results in a clear and
understandable manner, although in some cases accounting and disclo-
sure rules are complex and require us to use technical terminology.
In preparing the Company’s Consolidated Financial Statements, we follow
accounting principles generally accepted in the U.S. These principles
require us to make certain estimates and apply judgments that affect
our financial position and results of operations as reflected in our financial
statements. These judgments and estimates are based on past events
and expectations of future outcomes. Actual results may differ from
our estimates.
Management continually reviews our accounting policies, how they
are applied and how they are reported and disclosed in our financial
statements. Following is a summary of our critical accounting estimates
and how they are applied in preparation of the financial statements.
Only Walmart
31
Management’s Discussion and Analysis of
Financial Condition and Results of Operations
Impairment of Assets
We evaluate long-lived assets other than goodwill and assets with
indefinite lives for indicators of impairment whenever events or changes
in circumstances indicate their carrying amounts may not be recoverable.
Management’s judgments regarding the existence of impairment indicators
are based on market conditions and operational performance, such as
operating income and cash flows. The evaluation for long-lived assets is
performed at the lowest level of identifiable cash flows, which is generally
at the individual store level or, in certain markets, at the market group
level. The variability of these factors depends on a number of conditions,
including uncertainty about future events and changes in demographics.
Thus, our accounting estimates may change from period to period.
These factors could cause management to conclude that indicators of
impairment exist and require impairment tests be performed, which
could result in management determining the value of long-lived assets
is impaired, resulting in a write-down of the related long-lived assets.
Goodwill and other indefinite-lived acquired intangible assets are not
amortized, but are evaluated for impairment annually or whenever events
or changes in circumstances indicate that the value of a certain asset
may be impaired. Generally, this evaluation begins with a qualitative
assessment to determine whether a quantitative impairment test is
necessary. If we determine, after performing an assessment based on
the qualitative factors, that the fair value of the reporting unit is more
likely than not less than the carrying amount, or that a fair value of the
reporting unit substantially in excess of the carrying amount cannot be
assured, then a quantitative impairment test would be performed. The
quantitative test for impairment requires management to make judgments
relating to future cash flows, growth rates and economic and market
conditions. These evaluations are based on determining the fair value
of a reporting unit or asset using a valuation method such as discounted
cash flow or a relative, market-based approach. Historically, our reporting
units have generated sufficient returns to recover the cost of goodwill
and other indefinite-lived acquired intangible assets. Because of the
nature of the factors used in these tests, if different conditions occur in
future periods, future operating results could be materially impacted.
As of January 31, 2016, the fair value of certain indefinite-lived intangible
assets held in our International segment exceeded its carrying value of
$398 million by approximately 5%. Management will continue to monitor
the fair value of these assets in future periods.
Income Taxes
Income taxes have a significant effect on our net earnings. We are subject
to income taxes in the U.S. and numerous foreign jurisdictions. Accordingly,
the determination of our provision for income taxes requires significant
judgment, the use of estimates and the interpretation and application
of complex tax laws. Our effective income tax rate is affected by many
factors, including changes in our assessment of certain tax contingencies,
increases and decreases in valuation allowances, changes in tax law,
outcomes of administrative audits, the impact of discrete items and the
mix of earnings among our U.S. and international operations where the
statutory rates are generally lower than the U.S. statutory rate, and may
fluctuate as a result.
Our tax returns are routinely audited and settlements of issues raised in
these audits sometimes affect our tax provisions. The benefits of uncertain
tax positions are recorded in our financial statements only after determining
a more likely than not probability that the uncertain tax positions will
withstand challenge, if any, from taxing authorities. When facts and
circumstances change, we reassess these probabilities and record any
changes in the financial statements as appropriate. We account for
uncertain tax positions by determining the minimum recognition threshold
that a tax position is required to meet before being recognized in the
financial statements. This determination requires the use of significant
judgment in evaluating our tax positions and assessing the timing and
amounts of deductible and taxable items.
Deferred tax assets represent amounts available to reduce income taxes
payable on taxable income in future years. Such assets arise because of
temporary differences between the financial reporting and tax bases of
assets and liabilities, as well as from net operating loss and tax credit
carryforwards. Deferred tax assets are evaluated for future realization
and reduced by a valuation allowance to the extent that a portion is not
more likely than not to be realized. Many factors are considered when
assessing whether it is more likely than not that the deferred tax assets will
be realized, including recent cumulative earnings, expectations of future
taxable income, carryforward periods and other relevant quantitative
and qualitative factors. The recoverability of the deferred tax assets is
evaluated by assessing the adequacy of future expected taxable income
from all sources, including reversal of taxable temporary differences,
forecasted operating earnings and available tax planning strategies.
This evaluation relies heavily on estimates.
32
2016 Annual Report
Management’s Discussion and Analysis of
Financial Condition and Results of Operations
Cautionary Statement Regarding Forward-Looking Statements
This Annual Report to Shareholders contains statements that we believe
are “forward-looking statements” entitled to the protection of the safe
harbor for forward-looking statements provided by the Private Securities
Litigation Reform Act of 1995, as amended.
The forward-looking statements made in this Annual Report to Shareholders
are not statements of historical facts, but instead express our estimates or
expectations for our consolidated, or one of our segment’s, economic
performance or results of operations for future periods or as of future
dates or events or developments that may occur in the future or discuss
our plans, objectives or goals. These forward-looking statements relate to:
• the growth of our business or change in our competitive position in the
future or in or over particular periods;
• the amount, number, growth or increase, in or over certain periods, of or
in certain financial items or measures or operating measures, including
net sales, comparable store and club sales, liabilities, expenses of certain
categories, returns, capital and operating investments or expenditures of
particular types, new store openings, or investments in particular formats;
• investments we will make and how certain of those investments are
expected to be financed;
• 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 domestic operations without repatriating earnings we hold outside
of the U.S.;
• our intention to reinvest the earnings we hold outside of the U.S. in our
foreign operations and certain laws, other limitations and potential
taxes on anticipated future repatriations of such earnings not materially
affecting our liquidity, financial condition or results of operations;
• the insignificance of ineffective hedges and reclassification of amounts
related to our derivatives;
• the realization of certain net deferred tax assets and the effects of reso-
lutions of tax-related matters;
• the effect of adverse decisions in, or settlement of, litigation to which we
are subject and the effect of an FCPA-investigation on our business; or
• 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.
Statement of our plans, objectives and goals in this Annual Report to
Shareholders, including our priority of the growth of the Company being
balanced by the long-term health of the Company, including returns, are
also forward-looking statements.
The forward-looking statements described above are identified by the
use in such statements of words or phrases such as “aim,” “anticipate,”
“could be,” “could increase,” “estimated,” “expansion,” “expect,” “expected
to be,” “focus,” “goal,” “grow,” “intend,” “invest,” “is expected,” “may continue,”
“may fluctuate,” “may grow,” “may impact,” “may result,” “objective,” “plan,”
“priority,” “project,” “strategy,” “to be,” “to win,” “we’ll,” “we will,” “will add,”
“will allow,” “will be,” “will benefit,” “will continue,” “will decrease,” “will
have,” “will impact,” “will include,” “will increase,” “will open,” “will result,”
“will strengthen,” “will win,” “would be,” “would decrease” and “would
increase,” variations of such words and phrases and other words or
phrases of similar import.
Risks, Factors and Uncertainties Affecting Our Business
Our business operations are subject to numerous risks, factors and
uncertainties, domestically and internationally, outside of our control. One,
or a combination, of these risks, factors and uncertainties could materially
affect any of those matters as to which we have made forward-looking
statements in this Annual Report to Shareholders and cause our actual
results or an actual event or occurrence to differ materially from those
results or an event or occurrence described in any such forward- looking
statement. These factors include, but are not limited to:
• economic, geo-political, financial markets and business conditions,
trends, changes, and events, economic crises, including sovereign
debt crises, and disruptions in the financial markets;
• monetary policies of the various governments, governmental entities,
and central banks;
• currency exchange rate fluctuations and volatility and changes in market
rates of interest;
• inflation and deflation, generally and in certain product categories,
including gasoline and diesel fuel;
• consumer confidence, disposable income, credit availability, spending
levels, shopping patterns, debt levels, demand for certain merchandise
and receipt of income tax refunds and public assistance payments;
• consumer acceptance of our stores and clubs, e-commerce websites,
mobile commerce applications, initiatives, programs and merchandise
offerings and customer traffic and average ticket in our stores and clubs
and on our retail websites and mobile commerce applications;
• commodity and energy prices and selling prices of commodity items,
such as gasoline and diesel fuel;
• our historical results of operations, cash flows, financial condition
and liquidity;
• the amounts of sales and earnings from our United States and foreign
operations and our cost of goods sold;
• competitive initiatives, and changes in the operations, of other retailers,
and warehouse club operators and e-commerce retailers, arrival of new
competitors and other competitive pressures;
• the seasonality of business, seasonal buying patterns and the disruption
of such patterns;
• unanticipated store or club closures, unanticipated restructurings and
the related expenses;
• the size of and turnover in our hourly workforce and our labor costs,
including health-care and other benefit costs;
Only Walmart
33
Management’s Discussion and Analysis of
Financial Condition and Results of Operations
Other Risk Factors; No Duty to Update
We discuss certain of these factors more fully, as well as certain other
risk factors that may affect the results and other matters discussed in
the forward-looking statements identified above, in our filings with
the Securities and Exchange Commission (the “SEC”), including in our
Annual Report on Form 10-K under the heading “Item 1A. Risk Factors.”
We filed our Annual Report on Form 10-K for the fiscal year ended
January 31, 2016, with the SEC on March 30, 2016. The forward-looking
statements described above are made based on knowledge of our
business and our operating environment and assumptions we believed
to be reasonable when such forward-looking statements were made.
As a consequence of the risks, factors and uncertainties we discuss
above, and in the Annual Report on Form 10-K and other reports we
may file with the SEC, other risks not known to us at this time, changes
in facts, assumptions not being realized or other circumstances, our
actual results may differ materially from those results discussed in or
implied or contemplated by such forward-looking statements.
This cautionary statement qualifies all of the forward-looking statements
made in this Annual Report to Shareholders. We cannot assure you that
the results, events or developments expected or anticipated by us will
be realized or, even if substantially realized, that those results, events or
developments will result in the expected consequences for us or affect
us, our business or our operations in the way or to the extent we expect.
You are urged to consider all of these risks, factors and uncertainties
carefully in evaluating the forward-looking statements made in this
Annual Report to Shareholders and not to place undue reliance on such
forward-looking statements. The forward-looking statements included
in this Annual Report speak only as of the date of this Annual Report to
Shareholders, and we undertake no obligation to update any of these
forward-looking statements to reflect subsequent events or circumstances,
except to the extent required by applicable law.
• costs of transportation and other essential services, such as medical
care;
• casualty- and accident-related costs and our casualty and other
insurance costs;
• cyberattacks on and incidents relating to our information systems,
related costs and liabilities and information security costs;
• availability and cost of acceptable building sites and necessary utilities
for new and relocated units;
• availability and cost of skilled construction labor and materials and
other construction costs;
• availability of qualified labor pools for existing, new or expanded units
and to meet seasonal hiring needs;
• real estate, zoning, land use and other laws, ordinances, legal restrictions
and initiatives affecting our ability to build new units in certain locations
or relocate or expand existing units;
• weather conditions, patterns and events, climate change, catastrophic
events and disasters, public health emergencies, civil disturbances and
terrorist attacks, resulting damage to our units and store and club closings
and limitations on our customers’ access to our stores and clubs resulting
from such events;
• disruptions in the availability of our e-commerce websites and mobile
commerce applications;
• trade restrictions, changes in tariff and freight rates and disruptions in
our supply chain;
• costs of compliance with laws and regulations and effects of new or
changed tax, labor and other laws and regulations, including those
changing tax rates and imposing new taxes and surcharges;
• changes in our assessment of certain tax contingencies, changes in
valuation allowances, outcome of administrative audits, impact of
discrete items on our effective tax rate and resolution of tax matters;
• developments in and the outcome of our legal and regulatory proceedings
and our FCPA-related matters, and associated costs and expenses;
• changes in the rating of any of our indebtedness and our access to the
capital markets; and
• unanticipated changes in generally accepted accounting principles
or their interpretations or applicability and in accounting estimates
and judgments.
We typically earn a disproportionate part of our annual operating income
in the fourth quarter as a result of seasonal buying patterns, which patterns
are difficult to forecast with certainty and can be affected by many factors.
34
2016 Annual Report
Consolidated Statements of Income
(Amounts in millions, except per share data)
Revenues:
Net sales
Membership and other income
Total revenues
Costs and expenses:
Cost of sales
Operating, selling, general and administrative expenses
Operating income
Interest:
Debt
Capital lease and financing obligations
Interest income
Interest, net
Income from continuing operations before income taxes
Provision for income taxes:
Current
Deferred
Total provision for income taxes
Income from continuing operations
Income from discontinued operations, net of income taxes
Consolidated net income
Consolidated net income attributable to noncontrolling interest
Fiscal Years Ended January 31,
2016
2015
2014
$478,614
3,516
$482,229
3,422
482,130
485,651
360,984
97,041
24,105
365,086
93,418
27,147
2,027
521
(81)
2,467
2,161
300
(113)
2,348
$473,076
3,218
476,294
358,069
91,353
26,872
2,072
263
(119)
2,216
21,638
24,799
24,656
7,584
(1,026)
6,558
15,080
—
15,080
(386)
8,504
(519)
7,985
16,814
285
17,099
(736)
8,619
(514)
8,105
16,551
144
16,695
(673)
Consolidated net income attributable to Walmart
$ 14,694
$ 16,363
$ 16,022
Basic net income per common share:
Basic income per common share from continuing operations attributable to Walmart
Basic income per common share from discontinued operations attributable to Walmart
$ 4.58
—
$ 5.01
0.06
$ 4.87
0.03
Basic net income per common share attributable to Walmart
$ 4.58
$ 5.07
$ 4.90
Diluted net income per common share:
Diluted income per common share from continuing operations attributable to Walmart
Diluted income per common share from discontinued operations attributable to Walmart
Diluted net income per common share attributable to Walmart
Weighted-average common shares outstanding:
Basic
Diluted
Dividends declared per common share
See accompanying notes.
$ 4.57
—
$ 4.99
0.06
$ 4.85
0.03
$ 4.57
$ 5.05
$ 4.88
3,207
3,217
3,230
3,243
3,269
3,283
$ 1.96
$ 1.92
$ 1.88
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35
Consolidated Statements of Comprehensive Income
(Amounts in millions)
Consolidated net income
Less consolidated net income attributable to nonredeemable noncontrolling interest
Less consolidated net income attributable to redeemable noncontrolling interest
Consolidated net income attributable to Walmart
Other comprehensive income (loss), net of income taxes
Currency translation and other
Net investment hedges
Cash flow hedges
Minimum pension liability
Other comprehensive income (loss), net of income taxes
Less other comprehensive income (loss) attributable to nonredeemable noncontrolling interest
Less other comprehensive income (loss) attributable to redeemable noncontrolling interest
Other comprehensive income (loss) attributable to Walmart
Comprehensive income, net of income taxes
Less comprehensive income (loss) attributable to nonredeemable noncontrolling interest
Less comprehensive income (loss) attributable to redeemable noncontrolling interest
Fiscal Years Ended January 31,
2016
$15,080
(386)
—
2015
$17,099
(736)
—
2014
$16,695
(606)
(67)
14,694
16,363
16,022
(5,220)
366
(202)
86
(4,970)
541
—
(4,429)
10,110
155
—
(4,558)
379
(470)
(69)
(4,718)
546
—
(4,172)
12,381
(190)
—
(3,221)
75
207
153
(2,786)
311
66
(2,409)
13,909
(295)
(1)
Comprehensive income attributable to Walmart
$10,265
$12,191
$13,613
See accompanying notes.
36
2016 Annual Report
(Amounts in millions)
ASSETS
Current assets:
Cash and cash equivalents
Receivables, net
Inventories
Prepaid expenses and other
Total current assets
Property and equipment:
Property and equipment
Less accumulated depreciation
Property and equipment, net
Property under capital lease and financing obligations:
Property under capital lease and financing obligations
Less accumulated amortization
Property under capital lease and financing obligations, net
Goodwill
Other assets and deferred charges
Total assets
LIABILITIES AND EQUITY
Current liabilities:
Short-term borrowings
Accounts payable
Accrued liabilities
Accrued income taxes
Long-term debt due within one year
Capital lease and financing obligations due within one year
Total current liabilities
Long-term debt
Long-term capital lease and financing obligations
Deferred income taxes and other
Commitments and contingencies
Equity:
Common stock
Capital in excess of par value
Retained earnings
Accumulated other comprehensive income (loss)
Total Walmart shareholders’ equity
Nonredeemable noncontrolling interest
Total equity
Total liabilities and equity
See accompanying notes.
Consolidated Balance Sheets
Fiscal Years Ended January 31,
2016
2015
$ 8,705
5,624
44,469
1,441
$ 9,135
6,778
45,141
2,224
60,239
63,278
176,958
(66,787)
177,395
(63,115)
110,171
114,280
11,096
(4,751)
6,345
16,695
6,131
5,239
(2,864)
2,375
18,102
5,455
$199,581
$203,490
$ 2,708
38,487
19,607
521
2,745
551
$ 1,592
38,410
19,152
1,021
4,791
287
64,619
65,253
38,214
5,816
7,321
40,889
2,606
8,805
317
1,805
90,021
(11,597)
80,546
3,065
83,611
323
2,462
85,777
(7,168)
81,394
4,543
85,937
$199,581
$203,490
Only Walmart
37
Consolidated Statements of Shareholders’ Equity
and Redeemable Noncontrolling Interest
(Amounts in millions)
Balances as of February 1, 2013
Consolidated net income
Other comprehensive income,
net of income taxes
Cash dividends declared
($1.88 per share)
Purchase of Company stock
Redemption value adjustment of
—
—
(87)
redeemable noncontrolling interest —
6
Other
Balances as of January 31, 2014
Consolidated net income
Other comprehensive loss,
net of income taxes
Cash dividends declared
($1.92 per share)
Purchase of Company stock
Purchase of redeemable
noncontrolling interest
Other
3,233
—
—
—
(13)
—
8
Balances as of January 31, 2015
Consolidated net income
Other comprehensive income,
3,228
—
net of income taxes
Cash dividends declared
($1.96 per share)
Purchase of Company stock
Cash dividend declared to
noncontrolling interest
Other
—
—
(65)
—
(1)
Common Stock
Shares
Amount
Capital in
Excess of
Par Value
Accumulated
Other
Total
Walmart
Retained
Earnings
Comprehensive Shareholders’
Income (Loss)
Equity
Nonredeemable
Noncontrolling
Interest
Redeemable
Noncontrolling
Interest
Total
Equity
3,314
—
$332 $ 3,620
—
—
$ 72,978
16,022
$ (587)
—
$ 76,343
16,022
$ 5,395
595
$ 81,738
16,617
$ 519
78
—
—
(2,409)
(2,409)
(311)
(2,720)
(66)
(1,019)
55
2,362
—
—
—
(29)
—
129
2,462
—
—
—
(9)
—
—
323
—
—
—
(1)
—
1
323
—
—
—
(6)
—
—
—
(294)
(6,139)
(6,254)
—
(41)
76,566
16,363
—
—
—
—
(2,996)
—
(6,139)
(6,557)
(1,019)
14
76,255
16,363
—
—
—
(595)
5,084
736
(6,139)
(6,557)
(1,019)
(581)
81,339
17,099
—
(4,172)
(4,172)
(546)
(4,718)
(6,185)
(950)
—
(17)
—
—
—
—
(6,185)
(980)
—
113
85,777
14,694
(7,168)
—
81,394
14,694
—
—
(6,185)
(980)
—
(731)
4,543
386
—
(618)
(1,491)
—
85,937
15,080
—
—
(4,429)
(4,429)
(541)
(4,970)
—
(102)
—
(555)
(6,294)
(4,148)
—
(8)
—
—
—
—
(6,294)
(4,256)
—
(563)
—
—
(691)
(632)
(6,294)
(4,256)
(691)
(1,195)
—
—
1,019
(59)
1,491
—
—
—
—
—
—
—
—
—
—
Balances as of January 31, 2016
3,162
$317 $1,805
$90,021
$(11,597)
$80,546
$3,065
$83,611
$ —
See accompanying notes.
38
2016 Annual Report
Consolidated Statements of Cash Flows
(Amounts in millions)
Cash flows from operating activities:
Consolidated net income
Income from discontinued operations, net of income taxes
Income from continuing operations
Adjustments to reconcile income from continuing operations to net cash
provided by operating activities:
Depreciation and amortization
Deferred income taxes
Other operating activities
Changes in certain assets and liabilities, net of effects of acquisitions:
Receivables, net
Inventories
Accounts payable
Accrued liabilities
Accrued income taxes
Fiscal Years Ended January 31,
2016
2015
2014
$ 15,080
—
$ 17,099
(285)
$ 16,695
(144)
15,080
16,814
16,551
9,454
(672)
1,410
(19)
(703)
2,008
1,303
(472)
9,173
(503)
785
(569)
(1,229)
2,678
1,249
166
8,870
(279)
938
(566)
(1,667)
531
103
(1,224)
Net cash provided by operating activities
27,389
28,564
23,257
Cash flows from investing activities:
Payments for property and equipment
Proceeds from disposal of property and equipment
Proceeds from disposal of certain operations
Other investing activities
Net cash used in investing activities
Cash flows from financing activities:
Net change in short-term borrowings
Proceeds from issuance of long-term debt
Payments of long-term debt
Dividends paid
Purchase of Company stock
Dividends paid to noncontrolling interest
Purchase of noncontrolling interest
Other financing activities
Net cash used in financing activities
Effect of exchange rates on cash and cash equivalents
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of period
Supplemental disclosure of cash flow information:
Income taxes paid
Interest paid
See accompanying notes.
(11,477)
635
246
(79)
(10,675)
1,235
39
(4,432)
(6,294)
(4,112)
(719)
(1,326)
(513)
(12,174)
570
671
(192)
(11,125)
(6,288)
5,174
(3,904)
(6,185)
(1,015)
(600)
(1,844)
(409)
(13,115)
727
—
(138)
(12,526)
911
7,072
(4,968)
(6,139)
(6,683)
(426)
(296)
(260)
(16,122)
(15,071)
(10,789)
(1,022)
(430)
9,135
(514)
1,854
7,281
(442)
(500)
7,781
$ 8,705
$ 9,135
$ 7,281
8,111
2,540
8,169
2,433
8,641
2,362
Only Walmart
39
Notes to Consolidated Financial Statements
1. Summary of Significant Accounting Policies
General
Wal-Mart Stores, Inc. (“Walmart” or the “Company”) helps people around
the world save money and live better – anytime and anywhere – in retail
stores or through the Company’s e-commerce and mobile capabilities.
Through innovation, the Company is striving to create a customer-centric
experience that seamlessly integrates digital and physical shopping.
Each week, the Company serves nearly 260 million customers who visit
its over 11,500 stores under 63 banners in 28 countries and e-commerce
websites in 11 countries. The Company’s strategy is to lead on price,
invest to differentiate on access, be competitive on assortment and
deliver a great experience.
The Company’s operations comprise three reportable segments:
Walmart U.S., Walmart International and Sam’s Club.
Principles of Consolidation
The Consolidated Financial Statements include the accounts of Walmart
and its subsidiaries as of and for the fiscal years ended January 31, 2016
(“fiscal 2016”), January 31, 2015 (“fiscal 2015”) and January 31, 2014 (“fiscal
2014”). All material intercompany accounts and transactions have been
eliminated in consolidation. Investments in unconsolidated affiliates,
which are 50% or less owned and do not otherwise meet consolidation
requirements, are accounted for primarily using the equity method.
These investments are immaterial to the Company’s Consolidated
Financial Statements.
The Company’s Consolidated Financial Statements are based on a fiscal
year ending on January 31, for the United States (“U.S.”) and Canadian
operations. The Company consolidates all other operations generally
using a one-month lag and based on a calendar year. There were no
significant intervening events during January 2016 that materially
affected the Consolidated Financial Statements.
Use of Estimates
The Consolidated Financial Statements have been prepared in conformity
with U.S. generally accepted accounting principles. Those principles
require management to make estimates and assumptions that affect the
reported amounts of assets and liabilities. Management’s estimates and
assumptions also affect the disclosure of contingent assets and liabilities
at the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period. Actual results may
differ from those estimates.
Cash and Cash Equivalents
The Company considers investments with a maturity when purchased
of three months or less to be cash equivalents. All credit card, debit card
and electronic benefits transfer transactions that process in less than
seven days are classified as cash and cash equivalents. The amounts due
from banks for these transactions classified as cash and cash equivalents
totaled $3.4 billion and $2.9 billion at January 31, 2016 and 2015, respec-
tively. In addition, cash and cash equivalents included restricted cash of
$362 million and $345 million at January 31, 2016 and 2015, respectively,
which was primarily related to cash collateral holdings from various
counterparties, as required by certain derivative and trust agreements.
The Company’s cash balances are held in various locations around the
world. Of the Company’s $8.7 billion and $9.1 billion of cash and cash
equivalents at January 31, 2016 and 2015, respectively, $4.5 billion and
$6.3 billion, respectively, were held outside of the U.S. and were generally
utilized to support liquidity needs in the Company’s non-U.S. operations.
The Company uses intercompany financing arrangements in an effort to
ensure cash can be made available in the country in which it is needed
with the minimum cost possible. Management does not believe it will be
necessary to repatriate earnings held outside of the U.S. and anticipates
the Company’s domestic liquidity needs will be met through cash flows
provided by operating activities, supplemented with long-term debt
and short-term borrowings. Accordingly, the Company intends, with only
certain exceptions, to continue to indefinitely reinvest the Company’s
earnings held outside of the U.S. in our foreign operations. When the
income earned, either from operations or through intercompany financing
arrangements, and indefinitely reinvested outside of the U.S. is taxed at
local country tax rates, which are generally lower than the U.S. statutory
rate, the Company realizes an effective tax rate benefit. If the Company’s
intentions with respect to reinvestment were to change, most of the
amounts held within the Company’s foreign operations could be
repatriated to the U.S., although any repatriation under current U.S. tax
laws would be subject to U.S. federal income taxes, less applicable
foreign tax credits. The Company does not expect local laws, other
limitations or potential taxes on anticipated future repatriations of earnings
held outside of the U.S. to have a material effect on the Company’s overall
liquidity, financial condition or results of operations.
As of January 31, 2016 and 2015, cash and cash equivalents of approximately
$1.1 billion and $1.7 billion, respectively, may not be freely transferable to
the U.S. due to local laws or other restrictions.
Receivables
Receivables are stated at their carrying values, net of a reserve for
doubtful accounts. Receivables consist primarily of amounts due from:
• insurance companies resulting from pharmacy sales;
• banks for customer credit and debit cards and electronic bank transfers
that take in excess of seven days to process;
• consumer financing programs in certain international operations;
• suppliers for marketing or incentive programs; and
• real estate transactions.
The Walmart International segment offers a limited number of consumer
credit products, primarily through its financial institutions in select
countries. The receivable balance from consumer credit products was
$1.0 billion, net of a reserve for doubtful accounts of $70 million at
January 31, 2016, compared to a receivable balance of $1.2 billion, net
of a reserve for doubtful accounts of $114 million at January 31, 2015.
These balances are included in receivables, net, in the Company’s
Consolidated Balance Sheets.
Inventories
The Company values inventories at the lower of cost or market as
determined primarily by the retail inventory method of accounting,
using the last-in, first-out (“LIFO”) method for substantially all of the
Walmart U.S. segment’s inventories. The inventory at the Walmart
International segment is valued primarily by the retail inventory method
of accounting, using the first-in, first-out (“FIFO”) method. The retail
inventory method of accounting results in inventory being valued at the
lower of cost or market since permanent markdowns are immediately
recorded as a reduction of the retail value of inventory. The inventory
40
2016 Annual Report
Notes to Consolidated Financial Statements
at the Sam’s Club segment is valued based on the weighted-average
cost using the LIFO method. At January 31, 2016 and January 31, 2015,
the Company’s inventories valued at LIFO approximated those inventories
as if they were valued at FIFO.
Property and Equipment
Property and equipment are stated at cost. Gains or losses on disposition
are recognized as earned or incurred. Costs of major improvements are
capitalized, while costs of normal repairs and maintenance are charged
to expense as incurred. The following table summarizes the Company’s
property and equipment balances and includes the estimated useful lives
that are generally used to depreciate the assets on a straight-line basis:
(Amounts in millions)
Land
Buildings and improvements
Fixtures and equipment
Transportation equipment
Construction in progress
Property and equipment
Accumulated depreciation
Estimated
Useful Lives
Fiscal Years Ended
January 31,
2016
2015
N/A
3-40 years
1-30 years
3-15 years
N/A
$ 25,624 $ 26,261
97,496
45,044
2,807
5,787
96,845
47,033
2,917
4,539
$176,958 $177,395
(63,115)
(66,787)
Property and equipment, net
$110,171 $114,280
Leasehold improvements are depreciated or amortized over the shorter
of the estimated useful life of the asset or the remaining expected lease
term. Total depreciation and amortization expense for property and
equipment, property under financing obligations and property under
capital leases for fiscal 2016, 2015 and 2014 was $9.4 billion, $9.1 billion
and $8.8 billion, respectively. Interest costs capitalized on construction
projects were $39 million, $59 million and $78 million in fiscal 2016, 2015
and 2014, respectively.
Leases
The Company estimates the expected term of a lease by assuming the
exercise of renewal options where an economic penalty exists that
would preclude the abandonment of the lease at the end of the initial
non-cancelable term and the exercise of such renewal is at the sole
discretion of the Company. The expected term is used in the determination
of whether a store or club lease is a capital or operating lease and in the
calculation of straight-line rent expense. Additionally, the useful life of
leasehold improvements is limited by the expected lease term or the
economic life of the asset, whichever is shorter. If significant expenditures
are made for leasehold improvements late in the expected term of a
lease and renewal is reasonably assured, the useful life of the leasehold
improvement is limited to the end of the renewal period or economic
life of the asset, whichever is shorter. Rent abatements and escalations
are considered in the calculation of minimum lease payments in the
Company’s capital lease tests and in determining straight-line rent
expense for operating leases.
The Company is often involved in the construction of its leased stores.
In certain cases, payments made for certain structural components
included in the lessor’s construction of the leased assets result in the
Company being deemed the owner of the leased assets for accounting
purposes. As a result, regardless of the significance of the payments,
Accounting Standards Codification 840, Leases, (“ASC 840”) defines those
payments as automatic indicators of ownership and requires the Company
to capitalize the lessor’s total project cost with a corresponding financing
obligation. Upon completion of the lessor’s project, the Company performs
a sale-leaseback analysis pursuant to ASC 840 to determine if these assets
and the related financing obligation can be derecognized from the
Company’s Consolidated Balance Sheets. If the Company is deemed to
have “continuing involvement,” the leased assets and the related financing
obligation remain on the Company’s Consolidated Balance Sheets and
are generally amortized over the lease term.
Long-Lived Assets
Long-lived assets are stated at cost. Management reviews long-lived assets
for indicators of impairment whenever events or changes in circumstances
indicate that the carrying amount may not be recoverable. The evaluation
is performed at the lowest level of identifiable cash flows, which is at the
individual store or club level or, in certain circumstances, a market group of
stores. Undiscounted cash flows expected to be generated by the related
assets are estimated over the assets’ useful lives based on updated projections.
If the evaluation indicates that the carrying amount of the assets may not
be recoverable, any potential impairment is measured based upon the fair
value of the related asset or asset group as determined by an appropriate
market appraisal or other valuation technique. Impairment charges of
long-lived assets for fiscal 2016, 2015 and 2014 were not material.
Goodwill and Other Acquired Intangible Assets
Goodwill represents the excess of the purchase price over the fair value
of net assets acquired in business combinations and is allocated to the
appropriate reporting unit when acquired. Other acquired intangible
assets are stated at the fair value acquired as determined by a valuation
technique commensurate with the intended use of the related asset.
Goodwill and indefinite-lived intangible assets are not amortized; rather,
they are evaluated for impairment annually and whenever events or
changes in circumstances indicate that the value of the asset may be
impaired. Definite-lived intangible assets are considered long-lived
assets and are amortized on a straight-line basis over the periods that
expected economic benefits will be provided.
Goodwill is evaluated for impairment using either a qualitative or
quantitative approach for each of the Company’s reporting units. Generally,
a qualitative assessment is first performed to determine whether a
quantitative goodwill impairment test is necessary. If management
determines, after performing an assessment based on the qualitative
factors, that the fair value of the reporting unit is more likely than not
less than the carrying amount, or that a fair value of the reporting unit
substantially in excess of the carrying amount cannot be assured, then
a quantitative goodwill impairment test would be required. The quantitative
test for goodwill impairment is performed by determining the fair
value of the related reporting units. Fair value is measured based on the
discounted cash flow method and relative market-based approaches.
The Company’s reporting units were evaluated using a quantitative
impairment test. Management determined the fair value of each reporting
unit is greater than the carrying amount and, accordingly, the Company
has not recorded any impairment charges related to goodwill.
Only Walmart
41
Notes to Consolidated Financial Statements
The following table reflects goodwill activity, by reportable segment, for
fiscal 2016 and 2015:
(Amounts in millions)
Walmart U.S.
International Sam’s Club
Total
Walmart
Balances as of
February 1, 2014
Changes in currency
$451
$18,746
$313
$19,510
translation and other —
10
Acquisitions(1)
(1,418)
—
—
—
(1,418)
10
Balances as of
January 31, 2015
Changes in currency
461
17,328
313
18,102
translation and other —
—
Acquisitions(1)
(1,412)
5
—
—
(1,412)
5
Balances as of
January 31, 2016
$461
$15,921
$313
$16,695
(1) Goodwill recorded for fiscal 2016 and 2015 acquisitions relates to acquisitions that
are not significant, individually or in the aggregate, to the Company’s Consolidated
Financial Statements.
Indefinite-lived intangible assets are included in other assets and
deferred charges in the Company’s Consolidated Balance Sheets. These
assets are evaluated for impairment based on their fair values using valu-
ation techniques which are updated annually based on the most recent
variables and assumptions. There were no impairment charges related to
indefinite-lived intangible assets recorded for fiscal 2016, 2015 and 2014.
Self Insurance Reserves
The Company self-insures a number of risks, including, but not limited
to, workers’ compensation, general liability, auto liability, product liability
and certain employee-related healthcare benefits. Standard actuarial
procedures and data analysis are used to estimate the liabilities associated
with these risks as of the balance sheet date on an undiscounted basis.
The recorded liabilities reflect the ultimate cost for claims incurred but
not paid and any estimable administrative run-out expenses related to
the processing of these outstanding claim payments. On a regular basis,
claims reserve valuations are provided by independent third-party
actuaries to ensure liability estimates are appropriate. To limit exposure
to some risks, the Company maintains insurance coverage with varying
limits and retentions, including stop-loss insurance coverage for workers’
compensation, general liability and auto liability.
Income Taxes
Income taxes are accounted for under the balance sheet method. Deferred
tax assets and liabilities are recognized for the estimated future tax
consequences attributable to differences between the financial statement
carrying amounts of existing assets and liabilities and their respective
tax bases (“temporary differences”). Deferred tax assets and liabilities are
measured using enacted tax rates in effect for the year in which those
temporary differences are expected to be recovered or settled. The effect
on deferred tax assets and liabilities of a change in tax rate is recognized
in income in the period that includes the enactment date.
Deferred tax assets are evaluated for future realization and reduced by
a valuation allowance to the extent that a portion is not more likely than
not to be realized. Many factors are considered when assessing whether
it is more likely than not that the deferred tax assets will be realized,
including recent cumulative earnings, expectations of future taxable
42
2016 Annual Report
income, carryforward periods, and other relevant quantitative and
qualitative factors. The recoverability of the deferred tax assets is evaluated
by assessing the adequacy of future expected taxable income from all
sources, including reversal of taxable temporary differences, forecasted
operating earnings and available tax planning strategies. These sources
of income rely heavily on estimates.
In determining the provision for income taxes, an annual effective income
tax rate is used based on annual income, permanent differences between
book and tax income, and statutory income tax rates. Discrete events
such as audit settlements or changes in tax laws are recognized in the
period in which they occur.
The Company records a liability for unrecognized tax benefits resulting
from uncertain tax positions taken or expected to be taken in a tax return.
The Company records interest and penalties related to unrecognized tax
benefits in interest expense and operating, selling, general and adminis-
trative expenses, respectively, in the Company’s Consolidated Statements
of Income. Refer to Note 9 for additional income tax disclosures.
Revenue Recognition
Sales
The Company recognizes sales revenue, net of sales taxes and estimated sales
returns, at the time it sells merchandise to the customer. Digital retail sales
include shipping revenue and are recorded upon delivery to the customer.
Membership Fee Revenue
The Company recognizes membership fee revenue both in the U.S.
and internationally over the term of the membership, which is typically
12 months. The following table summarizes membership fee activity
for fiscal 2016, 2015 and 2014:
(Amounts in millions)
2016
2015
2014
Fiscal Years Ended January 31,
Deferred membership fee revenue,
beginning of year
Cash received from members
Membership fee revenue recognized
$ 759 $ 641 $ 575
1,249
(1,183)
1,333
(1,348)
1,410
(1,292)
Deferred membership fee revenue,
end of year
$ 744 $ 759 $ 641
Membership fee revenue is included in membership and other income
in the Company’s Consolidated Statements of Income. The deferred
membership fee is included in accrued liabilities in the Company’s
Consolidated Balance Sheets.
Shopping Cards
Customer purchases of shopping cards are not recognized as revenue
until the card is redeemed and the customer purchases merchandise
using the shopping card. Shopping cards in the U.S. do not carry an
expiration date; therefore, customers and members can redeem their
shopping cards for merchandise indefinitely. Shopping cards in certain
foreign countries where the Company does business may have expiration
dates. A certain number of shopping cards, both with and without
expiration dates, will not be fully redeemed. Management estimates
unredeemed shopping cards and recognizes revenue for these
amounts over shopping card historical usage periods based on historical
redemption rates. Management periodically reviews and updates its
estimates of usage periods and redemption rates.
Notes to Consolidated Financial Statements
Financial and Other Services
The Company recognizes revenue from service transactions at the time
the service is performed. Generally, revenue from services is classified
as a component of net sales in the Company’s Consolidated Statements
of Income.
Cost of Sales
Cost of sales includes actual product cost, the cost of transportation to
the Company’s distribution facilities, stores and clubs from suppliers, the
cost of transportation from the Company’s distribution facilities to the
stores, clubs and customers and the cost of warehousing for the Sam’s
Club segment and import distribution centers. Cost of sales is reduced by
supplier payments that are not a reimbursement of specific, incremental
and identifiable costs.
Payments from Suppliers
The Company receives consideration from suppliers for various programs,
primarily volume incentives, warehouse allowances and reimbursements
for specific programs such as markdowns, margin protection, advertising
and supplier-specific fixtures. Payments from suppliers are accounted
for as a reduction of cost of sales and are recognized in the Company’s
Consolidated Statements of Income when the related inventory is sold,
except when the payment is a reimbursement of specific, incremental
and identifiable costs.
Operating, Selling, General and Administrative Expenses
Operating, selling, general and administrative expenses include all operating
costs of the Company, except cost of sales, as described above. As a result,
the majority of the cost of warehousing and occupancy for the Walmart
U.S. and Walmart International segments’ distribution facilities is included
in operating, selling, general and administrative expenses. Because the
Company does not include most of the cost of its Walmart U.S. and Walmart
International segments’ distribution facilities in cost of sales, its gross
profit and gross profit as a percentage of net sales may not be comparable
to those of other retailers that may include all costs related to their
distribution facilities in cost of sales and in the calculation of gross profit.
Advertising Costs
Advertising costs are expensed as incurred, consist primarily of print,
television and digital advertisements and are recorded in operating,
selling, general and administrative expenses in the Company’s
Consolidated Statements of Income. Reimbursements from suppliers
that are for specific, incremental and identifiable advertising costs are
recognized as a reduction of advertising costs in operating, selling,
general and administrative expenses. Advertising costs were $2.5 billion
for fiscal 2016 and $2.4 billion for both fiscal 2015 and fiscal 2014.
Pre-Opening Costs
The cost of start-up activities, including organization costs, related to new
store openings, store remodels, relocations, expansions and conversions
are expensed as incurred and included in operating, selling, general and
administrative expenses in the Company’s Consolidated Statements
of Income. Pre-opening costs totaled $271 million, $317 million and
$338 million for fiscal 2016, 2015 and 2014, respectively.
Currency Translation
The assets and liabilities of all international subsidiaries are translated
from the respective local currency to the U.S. dollar using exchange rates
at the balance sheet date. Related translation adjustments are recorded
as a component of accumulated other comprehensive income (loss).
The income statements of all international subsidiaries are translated
from the respective local currencies to the U.S. dollar using average
exchange rates for the period covered by the income statements.
Reclassifications
Certain reclassifications have been made to previous fiscal year amounts
and balances to conform to the presentation in the current fiscal year.
These reclassifications did not impact consolidated operating income
or net income.
Recent Accounting Pronouncements
In May 2014, the Financial Accounting Standards Board (“FASB”) issued
Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts
with Customers (Topic 606). This ASU is a comprehensive new revenue
recognition model that requires a company to recognize revenue to depict
the transfer of goods or services to a customer at an amount that reflects
the consideration it expects to receive in exchange for those goods or
services. In August 2015, FASB issued ASU 2015-14, Revenue from Contracts
with Customers (Topic 606): Deferral of the Effective Date, which deferred
the effective date of ASU 2014-09 to reporting periods beginning after
December 15, 2017. Early adoption is permitted for reporting periods
beginning after December 15, 2016. The Company will adopt this ASU
on February 1, 2018. Companies may use either a full retrospective or a
modified retrospective approach to adopt this ASU. Management is
currently evaluating this standard, including which transition approach
to use, and does not expect this ASU to materially impact the Company’s
consolidated net income, financial position or cash flows.
In April 2015, FASB issued ASU 2015-03, Interest-Imputation of Interest
(Subtopic 835-30): Simplifying the Presentation of Debt Issuance Cost.
FASB issued ASU 2015-03 to simplify the presentation of debt issuance
costs related to a recognized debt liability to present the debt issuance
costs as a direct deduction from the carrying value of the debt liability
rather than showing the debt issuance costs as a deferred charge on
the balance sheet. The new guidance is effective for fiscal years and
interim periods within those years beginning after December 15, 2015,
with early adoption permitted. Management elected to early adopt this
new guidance effective for the first quarter of fiscal year 2016, and has
applied the changes retrospectively to all periods presented. Adoption
of this ASU did not materially impact the Company’s consolidated net
income, financial position or cash flows.
In November 2015, FASB issued ASU 2015-17, Income Taxes (Topic 740): Balance
Sheet Classification of Deferred Taxes. This ASU requires the presentation
of all deferred tax assets and liabilities as non-current in the consolidated
balance sheet. The new guidance is effective for fiscal years and interim
periods within those years beginning after December 15, 2016, with early
adoption permitted. Management elected to early adopt this new guidance
effective for the fourth quarter of fiscal year 2016 in order to simplify the
global close processes. The Company will apply the changes prospectively.
Prior periods were not retrospectively adjusted to reflect the adoption of
this ASU. Adoption of this ASU did not materially impact the Company’s
consolidated financial position, and had no impact on the Company’s
net income or cash flows.
In February 2016, FASB issued ASU 2016-02, Leases (Topic 842). FASB
issued ASU 2016-02 to increase transparency and comparability among
organizations by recognizing lease assets and lease liabilities on the
balance sheet and disclosing key information about leasing arrangements.
Certain qualitative and quantitative disclosures are required, as well as
a retrospective recognition and measurement of impacted leases. The new
Only Walmart
43
Notes to Consolidated Financial Statements
guidance is effective for fiscal years and interim periods within those years
beginning after December 15, 2018, with early adoption permitted.
Management is currently evaluating this standard.
In March 2016, FASB issued ASU 2016-08, Revenue from Contracts with
Customers (Topic 606): Principal versus Agent Considerations (Reporting
Revenue Gross versus Net). The amendments are intended to improve the
operability and understandability of the implementation guidance on
principal versus agent considerations. The effective date for this ASU is
the same as the effective date for ASU 2014-09. Management is currently
evaluating this standard.
2. Net Income Per Common Share
Basic income per common share from continuing operations attributable to
Walmart is based on the weighted-average common shares outstanding
during the relevant period. Diluted income per common share from
continuing operations attributable to Walmart is based on the weighted-
average common shares outstanding during the relevant period adjusted
for the dilutive effect of share-based awards. The Company did not have
significant share-based awards outstanding that were antidilutive and not
included in the calculation of diluted income per common share from
continuing operations attributable to Walmart for fiscal 2016, 2015 and 2014.
The following table provides a reconciliation of the numerators and
denominators used to determine basic and diluted income per common
share from continuing operations attributable to Walmart:
expense is included in operating, selling, general and administrative
expenses in the Company’s Consolidated Statements of Income. The
total income tax benefit recognized for share-based compensation was
$151 million, $173 million and $145 million for fiscal 2016, 2015 and 2014,
respectively. The following table summarizes the Company’s share-based
compensation expense by award type:
(Amounts in millions)
Restricted stock and performance
share units
Restricted stock units
Other
Share-based compensation
Fiscal Years Ended January 31,
2016
2015
2014
$134
292
22
$157
277
28
$141
224
23
expense
$448
$462
$388
The Company’s shareholder-approved Stock Incentive Plan of 2015
(the “Plan”) became effective June 5, 2015 and amended and restated
the Company’s Stock Incentive Plan of 2010. The Plan was established to
grant stock options, restricted (non-vested) stock, performance shares
units and other equity compensation awards for which 210 million
shares of common stock issued or to be issued under the Plan have been
registered under the Securities Act of 1933, as amended. The Company
believes that such awards serve to align the interests of its associates
with those of its shareholders.
Fiscal Years Ended January 31,
The Plan’s award types are summarized as follows:
(Amounts in millions, except per share data)
2016
2015
2014
Numerator
Income from continuing operations
Income from continuing operations
attributable to noncontrolling
interest
Income from continuing operations
$15,080 $16,814 $16,551
(386)
(632)
(633)
attributable to Walmart
$14,694 $16,182 $15,918
Denominator
Weighted-average common shares
outstanding, basic
3,207
3,230
3,269
Dilutive impact of stock options
and other share-based awards
10
13
14
Weighted-average common shares
outstanding, diluted
3,217
3,243
3,283
Income per common share from
continuing operations
attributable to Walmart
Basic
Diluted
$ 4.58 $ 5.01 $ 4.87
4.85
4.57
4.99
3. Shareholders’ Equity
Share-Based Compensation
The Company has awarded share-based compensation to associates and
nonemployee directors of the Company. The compensation expense
recognized for all plans was $448 million, $462 million and $388 million
for fiscal 2016, 2015 and 2014, respectively. Share-based compensation
44
2016 Annual Report
• 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 2016, 2015
and 2014 was 7.4%, 7.1% and 6.7%, 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 2016, 2015 and 2014 was 8.7%, 9.5% and 10.3%, respectively.
In addition to the Plan, the Company’s subsidiary in the United Kingdom
has stock option plans for certain colleagues which generally vest over
three years. The stock option share-based compensation expense is
included in the other line in the table above.
Notes to Consolidated Financial Statements
The following table shows the activity for restricted stock and performance share units and restricted stock units during fiscal 2016:
(Shares in thousands)
Outstanding at February 1, 2015
Granted
Vested/exercised
Forfeited or expired
Outstanding at January 31, 2016
(1) Assumes payout rate at 100% for Performance Share Units.
The following table includes additional information related to restricted
stock and performance share units and restricted stock units:
(Amounts in millions)
Fair value of restricted stock and
performance share units vested
Fair value of restricted stock units vested
Unrecognized compensation cost
for restricted stock and
performance share units
Unrecognized compensation cost
Fiscal Years Ended January 31,
2016
2015
2014
$142
237
$156
218
$116
189
133
154
200
for restricted stock units
628
570
497
Weighted average remaining period
to expense for restricted stock and
performance share units (years)
Weighted average remaining period
to expense for restricted stock
units (years)
1.3
1.3
2.0
1.7
1.7
2.1
Restricted Stock and
Performance Share Units (1)
Restricted Stock Units
Weighted-Average
Grant-Date
Fair Value
Per Share
$68.89
71.64
61.37
67.90
$72.23
Weighted-Average
Grant-Date
Fair Value
Per Share
$61.00
71.38
53.71
66.37
Shares
17,568
6,392
(4,444)
(1,925)
17,591
$65.67
Shares
8,723
3,295
(2,313)
(1,446)
8,259
Share Repurchase Program
From time to time, the Company repurchases shares of its common stock
under share repurchase programs authorized by the Board of Directors.
On October 13, 2015, the Board of Directors replaced the previous
$15.0 billion share repurchase program, which had approximately $8.6 billion
of remaining authorization for share repurchases as of that date, with a new
$20.0 billion share repurchase program. As was the case with the replaced
share repurchase program, the new share repurchase program has no
expiration date or other restrictions limiting the period over which the
Company can make share repurchases. The share repurchases the Company
made during fiscal 2016 were made under both the old and new authori-
zations. At January 31, 2016, authorization for $17.5 billion of share repurchases
remained under the current share repurchase program. Any repurchased
shares are constructively retired and returned to an unissued status.
The Company considers several factors in determining when to execute
share repurchases, including, among other things, current cash needs,
capacity for leverage, cost of borrowings, its results of operations and
the market price of its common stock. The following table provides, on
a settlement date basis, the number of shares repurchased, average
price paid per share and total cash paid for share repurchases for fiscal
2016, 2015 and 2014:
Fiscal Years Ended January 31,
(Amounts in millions, except per share data)
2016
2015
2014
Total number of shares repurchased
Average price paid per share
Total cash paid for share repurchases
62.4
$65.90
$4,112
13.4
$75.82
$1,015
89.1
$74.99
$6,683
Only Walmart
45
Notes to Consolidated Financial Statements
4. Accumulated Other Comprehensive Income (Loss)
The following table provides changes in the composition of total accumulated other comprehensive income (loss) for fiscal 2016, 2015 and 2014:
(Amounts in millions and net of income taxes)
Balances as of January 31, 2013
Other comprehensive income (loss) before reclassifications
Amounts reclassified from accumulated other
comprehensive income (loss)
Balances as of January 31, 2014
Other comprehensive income (loss) before reclassifications
Amounts reclassified from accumulated other
comprehensive income (loss)
Balances as of January 31, 2015
Other comprehensive income (loss) before reclassifications
Amounts reclassified from accumulated other
comprehensive income (loss)
Currency Translation
and Other
Net Investment
Hedges
Cash Flow
Hedges
Minimum
Pension Liability
Total
$ (155)
(2,844)
$ 202
75
$ 129
194
$ (763)
149
$ (587)
(2,426)
—
(2,999)
(4,012)
—
(7,011)
(4,679)
—
—
277
379
—
656
366
—
13
336
(496)
26
(134)
(217)
15
$(336)
4
(610)
(58)
(11)
(679)
96
(10)
17
(2,996)
(4,187)
15
(7,168)
(4,434)
5
$(593)
$(11,597)
Balances as of January 31, 2016
$(11,690)
$1,022
Amounts reclassified from accumulated other comprehensive income (loss) for derivative instruments are recorded in interest, net, in the Company’s
Consolidated Statements of Income, and the amounts for the minimum pension liability are recorded in operating, selling, general and administrative
expenses in the Company’s Consolidated Statements of Income.
5. Accrued Liabilities
The Company’s accrued liabilities consist of the following:
(Amounts in millions)
Accrued wages and benefits(1)
Self-insurance(2)
Accrued non-income taxes(3)
Other(4)
Total accrued liabilities
As of January 31,
2016
$ 5,814
3,414
2,544
7,835
$19,607
2015
$ 4,954
3,306
2,592
8,300
$19,152
(1) Accrued wages and benefits include accrued wages, salaries, vacation, bonuses and other incentive plans.
(2) Self-insurance consists of all 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 and interest.
46
2016 Annual Report
Notes to Consolidated Financial Statements
6. Short-term Borrowings and Long-term Debt
Short-term borrowings consist of commercial paper and lines of credit. Short-term borrowings outstanding at January 31, 2016 and 2015 were
$2.7 billion and $1.6 billion, respectively. The following table includes additional information related to the Company’s short-term borrowings
for fiscal 2016, 2015 and 2014:
(Amounts in millions)
Maximum amount outstanding at any month-end
Average daily short-term borrowings
Weighted-average interest rate
Fiscal Years Ended January 31,
2016
$10,551
4,536
2015
$11,581
7,009
2014
$13,318
8,971
1.5%
0.5%
0.1%
The Company has various committed lines of credit, committed with 23 financial institutions, totaling $15.0 billion as of January 31, 2016 and 2015.
The committed lines of credit are summarized in the following table:
(Amounts in millions)
Five-year credit facility(1)
364-day revolving credit facility(1)
Total
Fiscal Years Ended January 31,
2016
Drawn
Undrawn
$
$
—
—
—
$ 6,000
9,000
$15,000
Available
$ 6,000
9,000
$15,000
Available
$ 6,000
9,000
$15,000
2015
Drawn
$
—
—
$
—
Undrawn
$ 6,000
9,000
$15,000
(1) In June 2015, 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.
The committed lines of credit mature at various times between June 2016 and June 2020, carry interest rates generally ranging between LIBOR plus
10 basis points and LIBOR plus 75 basis points, and incur commitment fees ranging between 1.5 and 4.0 basis points. In conjunction with the lines of
credit listed in the table above, the Company has agreed to observe certain covenants, the most restrictive of which relates to the maximum amount
of secured debt.
Apart from the committed lines of credit, the Company has trade and stand-by letters of credit totaling $4.5 billion and $4.6 billion at January 31, 2016
and 2015, respectively. These letters of credit are utilized in normal business activities.
Only Walmart
47
Notes to Consolidated Financial Statements
The Company’s long-term debt, which includes the fair value instruments further discussed in Note 8, consists of the following:
January 31, 2016
January 31, 2015
(Amounts in millions)
Unsecured debt
Fixed
Variable
Total U.S. dollar denominated
Fixed
Variable
Total Euro denominated
Fixed
Variable
Total Sterling denominated
Fixed
Variable
Total Yen denominated
Total unsecured debt
Total other debt (in USD)(2)
Total debt
Less amounts due within one year
Long-term debt
Maturity Dates
By Fiscal Year
2017-2045
2019
2023-2030
2031-2039
2021
Amount
$32,500
500
33,000
2,708
—
2,708
4,985
—
4,985
83
—
83
40,776
183
40,959
(2,745)
$38,214
Average
Rate (1)
4.5%
5.3%
3.3%
5.3%
1.6%
Average
Rate (1)
4.3%
5.4%
3.3%
5.3%
1.0%
0.6%
Amount
$36,000
500
36,500
2,821
—
2,821
5,271
—
5,271
596
255
851
45,443
237
45,680
(4,791)
$40,889
(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 derivative financial instruments described in Note 8.
(2) A portion of other debt at January 31, 2016 and 2015 includes secured debt in the amount of $131 million and $139 million, respectively, which was collateralized by property
that had an aggregate carrying amount of approximately $13 million and $19 million, respectively.
At January 31, 2016 and 2015, the Company had $500 million in debt with embedded put options. The issuance of money market puttable reset
securities in the amount of $500 million is structured to be remarketed in connection with the annual reset of the interest rate. If, for any reason, the
remarketing of the notes does not occur at the time of any interest rate reset, the holders of the notes must sell and the Company must repurchase
the notes at par. Accordingly, this issuance has been classified as long-term debt due within one year in the Company’s Consolidated Balance Sheets.
Annual maturities of long-term debt during the next five years and thereafter are as follows:
(Amounts in millions)
Fiscal Year
2017
2018
2019
2020
2021
Thereafter
Total
48
2016 Annual Report
Annual
Maturities
$ 2,745
1,519
3,497
498
3,352
29,348
$40,959
Notes to Consolidated Financial Statements
Debt Issuances
The Company did not have any material long-term debt issuances during fiscal 2016, but received proceeds from a number of small, immaterial
long-term debt issuances by several of its non-U.S. operations.
Information on significant long-term debt issued during fiscal 2015 is as follows:
(Amounts in millions)
Issue Date
April 8, 2014
April 8, 2014
April 22, 2014
April 22, 2014
April 22, 2014
October 22, 2014
Total
Principal Amount
Maturity Date
Fixed vs. Floating
Interest Rate
Proceeds
850 Euro
650 Euro
500 USD
1,000 USD
1,000 USD
500 USD
April 8, 2022
April 8, 2026
April 21, 2017
April 22, 2024
April 22, 2044
April 22, 2024
Fixed
Fixed
Fixed
Fixed
Fixed
Fixed
1.900%
2.550%
1.000%
3.300%
4.300%
3.300%
$ 1,161
885
499
992
985
508
$5,030
During fiscal 2015, the Company also received additional proceeds from other, smaller long-term debt issuances by several of its non-U.S. operations.
The proceeds in fiscal 2015 were used to pay down and refinance existing debt and for other general corporate purposes.
Maturities
During fiscal 2016, the following long-term debt matured and was repaid:
(Amounts in millions)
Maturity Date
April 1, 2015
July 1, 2015
July 8, 2015
July 28, 2015
July 28, 2015
October 25, 2015
Principal Amount
Fixed vs. Floating
Interest Rate
Repayment
750 USD
750 USD
750 USD
30,000 JPY
60,000 JPY
1,250 USD
Fixed
Fixed
Fixed
Floating
Fixed
Fixed
2.875%
4.500%
2.250%
Floating
0.940%
1.500%
$ 750
750
750
243
487
1,250
$4,230
During fiscal 2015, the following long-term debt matured and was repaid:
(Amounts in millions)
Maturity Date
February 3, 2014
April 15, 2014
May 15, 2014
August 6, 2014
August 6, 2014
Principal Amount
Fixed vs. Floating
Interest Rate
Repayment
500 USD
1,000 USD
1,000 USD
83,100 JPY
16,900 JPY
Fixed
Fixed
Fixed
Fixed
Floating
3.000%
1.625%
3.200%
1.490%
Floating
$ 500
1,000
1,000
810
165
$3,475
During fiscal 2016 and 2015, the Company also repaid other, smaller long-term debt as it matured in several of its non-U.S. operations.
7. Fair Value Measurements
The Company records and discloses certain financial and non-financial assets and liabilities at fair value. The fair value of an asset is the price at which
the asset could be sold in an ordinary transaction between unrelated, knowledgeable and willing parties able to engage in the transaction. The fair
value of a liability is the amount that would be paid to transfer the liability to a new obligor in a transaction between such parties, not the amount
that would be paid to settle the liability with the creditor. Assets and liabilities recorded at fair value are measured using the fair value hierarchy,
which prioritizes the inputs used in measuring fair value. The levels of the fair value hierarchy are:
• 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.
Only Walmart
49
Notes to Consolidated Financial Statements
Recurring Fair Value Measurements
The Company holds derivative instruments that are required to be measured at fair value on a recurring basis. The fair values are the estimated
amounts the Company would receive or pay upon termination of the related derivative agreements as of the reporting dates. The fair values have
been measured using the income approach and Level 2 inputs, which include the relevant interest rate and foreign currency forward curves. As of
January 31, 2016 and 2015, the notional amounts and fair values of these derivatives were as follows:
(Amounts in millions)
Receive fixed-rate, pay variable-rate interest rate swaps
designated as fair value hedges
Receive fixed-rate, pay fixed-rate cross-currency swaps
designated as net investment hedges
Receive fixed-rate, pay fixed-rate cross-currency swaps
designated as cash flow hedges
Receive variable-rate, pay fixed-rate interest rate swaps
designated as cash flow hedges
Total
January 31, 2016
January 31, 2015
Notional Amount Fair Value Notional Amount
Fair Value
$ 5,000
$ 173
$ 500
$ 12
1,250
319
1,250
4,132
(609)
4,329
—
—
255
$10,382
$(117)
$6,334
207
(317)
(1)
$ (99)
Nonrecurring Fair Value Measurements
In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company’s assets and liabilities are also subject to
nonrecurring fair value measurements. Generally, assets are recorded at fair value on a nonrecurring basis as a result of impairment charges.
The Company did not record any significant impairment charges to assets measured at fair value on a nonrecurring basis during the fiscal years
ended January 31, 2016 or 2015.
Other Fair Value Disclosures
The Company records cash and cash equivalents and short-term borrowings at cost. The carrying values of these instruments approximate their
fair value due to their short-term maturities.
The Company’s long-term debt is also recorded at cost. The fair value is estimated using Level 2 inputs based on the Company’s current incremental
borrowing rate for similar types of borrowing arrangements. The carrying value and fair value of the Company’s long-term debt as of January 31, 2016
and 2015, are as follows:
(Amounts in millions)
January 31, 2016
January 31, 2015
Carrying Value
Fair Value
Carrying Value
Fair Value
Long-term debt, including amounts due within one year
$40,959
$46,965
$45,896
$56,237
8. Derivative Financial Instruments
The Company uses derivative financial instruments for hedging and
non-trading purposes to manage its exposure to changes in interest
and currency exchange rates, as well as to maintain an appropriate mix
of fixed- and variable-rate debt. Use of derivative financial instruments in
hedging programs subjects the Company to certain risks, such as market
and credit risks. Market risk represents the possibility that the value of the
derivative financial instrument will change. In a hedging relationship, the
change in the value of the derivative financial instrument is offset to a great
extent by the change in the value of the underlying hedged item. Credit
risk related to a derivative financial instrument represents the possibility
that the counterparty will not fulfill the terms of the contract. The notional,
or contractual, amount of the Company’s derivative financial instruments
is used to measure interest to be paid or received and does not represent
the Company’s exposure due to credit risk. Credit risk is monitored through
established approval procedures, including setting concentration limits
by counterparty, reviewing credit ratings and requiring collateral (gener-
ally cash) from the counterparty when appropriate.
The Company only enters into derivative transactions with counterparties
rated “A-” or better by nationally recognized credit rating agencies.
Subsequent to entering into derivative transactions, the Company regularly
monitors the credit ratings of its counterparties. In connection with various
derivative agreements, including master netting arrangements, the
Company held cash collateral from counterparties of $345 million and
$323 million at January 31, 2016 and January 31, 2015, respectively. The
Company records cash collateral received as amounts due to the counter-
parties exclusive of any derivative asset. Furthermore, as part of the master
netting arrangements with each of these counterparties, the Company
is also required to post collateral with a counterparty if the Company’s net
derivative liability position exceeds $150 million with such counterparties.
The Company had an insignificant amount of cash collateral posted with
counterparties at January 31, 2016 and did not have any cash collateral
posted with counterparties at January 31, 2015. The Company records
cash collateral it posts with counterparties as amounts receivable from
those counterparties exclusive of any derivative liability.
50
2016 Annual Report
Notes to Consolidated Financial Statements
The Company uses derivative financial instruments for the purpose of
hedging its exposure to interest and currency exchange rate risks and,
accordingly, the contractual terms of a hedged instrument closely mirror
those of the hedged item, providing a high degree of risk reduction and
correlation. Contracts that are effective at meeting the risk reduction and
correlation criteria are recorded using hedge accounting. If a derivative
financial instrument is recorded using hedge accounting, depending
on the nature of the hedge, changes in the fair value of the instrument
will either be offset against the change in fair value of the hedged assets,
liabilities or firm commitments through earnings or be recognized in
accumulated other comprehensive income (loss) until the hedged item
is recognized in earnings. Any hedge ineffectiveness is immediately
recognized in earnings. The Company’s net investment and cash flow
instruments are highly effective hedges and the ineffective portion has
not been, and is not expected to be, significant. Instruments that do
not meet the criteria for hedge accounting, or contracts for which the
Company has not elected hedge accounting, are recorded at fair value
with unrealized gains or losses reported in earnings during the period
of the change.
Fair Value Instruments
The Company is a party to receive fixed-rate, pay variable-rate interest
rate swaps that the Company uses to hedge the fair value of fixed-rate
debt. The notional amounts are used to measure interest to be paid or
received and do not represent the Company’s exposure due to credit
loss. The Company’s interest rate swaps that receive fixed-interest rate
payments and pay variable-interest rate payments are designated as
fair value hedges. As the specific terms and notional amounts of the
derivative instruments match those of the fixed-rate debt being hedged,
the derivative instruments are assumed to be perfectly effective hedges.
Changes in the fair values of these derivative instruments are recorded
in earnings, but are offset by corresponding changes in the fair values
of the hedged items, also recorded in earnings, and, accordingly, do not
impact the Company’s Consolidated Statements of Income. These fair
value instruments will mature on dates ranging from October 2020 to
April 2024.
Net Investment Instruments
The Company is a party to cross-currency interest rate swaps that the
Company uses to hedge its net investments. The agreements are contracts
to exchange fixed-rate payments in one currency for fixed-rate payments
in another currency. All changes in the fair value of these instruments are
recorded in accumulated other comprehensive income (loss), offsetting
the currency translation adjustment of the related investment that is
also recorded in accumulated other comprehensive income (loss).
These instruments will mature on dates ranging from October 2023 to
February 2030.
The Company has issued foreign-currency-denominated long-term debt
as hedges of net investments of certain of its foreign operations. These
foreign-currency-denominated long-term debt issuances are designated
and qualify as nonderivative hedging instruments. Accordingly, the foreign
currency translation of these debt instruments is recorded in accumulated
other comprehensive income (loss), offsetting the foreign currency
translation adjustment of the related net investments that is also recorded
in accumulated other comprehensive income (loss). At January 31, 2016
and January 31, 2015, the Company had ¥10 billion and ¥100 billion,
respectively, of outstanding long-term debt designated as a hedge
of its net investment in Japan, as well as outstanding long-term debt of
£2.5 billion at January 31, 2016 and January 31, 2015 that was designated as
a hedge of its net investment in the United Kingdom. These nonderivative
net investment hedges will mature on dates ranging from July 2020 to
January 2039.
Cash Flow Instruments
The Company was a party to receive variable-rate, pay fixed-rate interest
rate swaps that matured in July 2015. The Company used these interest
rate swaps to hedge the interest rate risk of certain non-U.S. denominated
debt. The swaps were designated as cash flow hedges of interest expense
risk. Amounts reported in accumulated other comprehensive income
(loss) related to these derivatives were reclassified from accumulated
other comprehensive income (loss) to earnings as interest was expensed
for the Company’s variable-rate debt, converting the variable-rate
interest expense into fixed-rate interest expense.
The Company is also a party to receive fixed-rate, pay fixed-rate
cross-currency interest rate swaps to hedge the currency exposure
associated with the forecasted payments of principal and interest of
certain non-U.S. denominated debt. The swaps are designated as cash
flow hedges of the currency risk related to payments on the non-U.S.
denominated debt. The effective portion of changes in the fair value of
derivatives designated as cash flow hedges of foreign exchange risk is
recorded in accumulated other comprehensive income (loss) and is
subsequently reclassified into earnings in the period that the hedged
forecasted transaction affects earnings. The hedged items are recognized
foreign currency-denominated liabilities that are re-measured at spot
exchange rates each period, and the assessment of effectiveness (and
measurement of any ineffectiveness) is based on total changes in the
related derivative’s cash flows. As a result, the amount reclassified into
earnings each period includes an amount that offsets the related
transaction gain or loss arising from that re-measurement and the
adjustment to earnings for the period’s allocable portion of the initial
spot-forward difference associated with the hedging instrument. These
cash flow instruments will mature on dates ranging from April 2022 to
March 2034.
Only Walmart
51
Notes to Consolidated Financial Statements
Financial Statement Presentation
Although subject to master netting arrangements, the Company does not offset derivative assets and derivative liabilities in its Consolidated Balance
Sheets. Derivative instruments with an unrealized gain are recorded in the Company’s Consolidated Balance Sheets as either current or non-current
assets, based on maturity date, and those hedging instruments with an unrealized loss are recorded as either current or non-current liabilities, based
on maturity date. Refer to Note 7 for the net presentation of the Company’s derivative instruments.
The Company’s derivative instruments, as well as its nonderivative debt instruments designated and qualifying as net investment hedges, were classified
as follows in the Company’s Consolidated Balance Sheets:
(Amounts in millions)
Derivative instruments
Prepaid expenses and other
Other assets and deferred charges
Derivative asset subtotals
Accrued liabilities
Deferred income taxes and other
Derivative liability subtotals
Nonderivative hedging instruments
Long-term debt due within one year
Long-term debt
Nonderivative hedge
liability subtotals
January 31, 2016
January 31, 2015
Fair Value
Instruments
Net Investment
Instruments
Cash Flow
Instruments
Fair Value
Instruments
Net Investment
Instruments
Cash Flow
Instruments
$ —
173
$173
$ —
—
$ —
$ —
—
$
—
319
$ 319
$
—
—
$
—
$
—
3,644
$ —
129
$129
$ —
738
$738
$ —
—
$ —
$3,644
$ —
$—
12
$12
$—
—
$—
$—
—
$—
$
—
207
$ 207
$
—
—
$
—
$ 766
3,850
$4,616
$ —
293
$293
$ 1
610
$611
$ —
—
$ —
Gains and losses related to the Company’s derivatives primarily relate to interest rate hedges, which are recorded in interest, net, in the Company’s
Consolidated Statements of Income. Amounts related to the Company’s derivatives expected to be reclassified from accumulated other
comprehensive income (loss) to net income during the next 12 months are not significant.
9. Taxes
Income from Continuing Operations
The components of income from continuing operations before income
taxes are as follows:
(Amounts in millions)
U.S.
Non-U.S.
Fiscal Years Ended January 31,
2016
2015
2014
$16,685 $18,610 $19,412
5,244
4,953
6,189
Total income from continuing
operations before income taxes $21,638 $24,799 $24,656
52
2016 Annual Report
A summary of the provision for income taxes is as follows:
(Amounts in millions)
Current:
U.S. federal
U.S. state and local
International
Fiscal Years Ended January 31,
2016
2015
2014
$ 5,562
622
1,400
$6,165
810
1,529
$6,377
719
1,523
Total current tax provision
7,584
8,504
8,619
Deferred:
U.S. federal
U.S. state and local
International
(704)
(106)
(216)
Total deferred tax expense (benefit)
(1,026)
(387)
(55)
(77)
(519)
(72)
37
(479)
(514)
Total provision for income taxes
$ 6,558
$7,985
$8,105
Notes to Consolidated Financial Statements
Effective Income Tax Rate Reconciliation
The Company’s effective income tax rate is typically lower than the U.S.
statutory tax rate primarily because of benefits from lower-taxed global
operations, including the use of global funding structures and certain
U.S. tax credits as further discussed in the “Cash and Cash Equivalents”
section of the Company’s significant accounting policies in Note 1. The
Company’s non-U.S. income is generally subject to local country tax rates
that are below the 35% U.S. statutory tax rate. Certain non-U.S. earnings
have been indefinitely reinvested outside the U.S. and are not subject
to current U.S. income tax. A reconciliation of the significant differences
between the U.S. statutory tax rate and the effective income tax rate on
pretax income from continuing operations is as follows:
U.S. statutory tax rate
U.S. state income taxes, net of
federal income tax benefit
Income taxed outside the U.S.
Net impact of repatriated
international earnings
Other, net
Fiscal Years Ended January 31,
2016
2015
2014
35.0%
35.0%
35.0%
1.8%
(4.0)%
1.8%
(2.7)%
2.0%
(2.8)%
0.1%
(2.6)%
(1.5)%
(0.4)%
(1.4)%
0.1%
Effective income tax rate
30.3%
32.2%
32.9%
Deferred Taxes
The significant components of the Company’s deferred tax account
balances are as follows:
(Amounts in millions)
Deferred tax assets:
Loss and tax credit carryforwards
Accrued liabilities
Share-based compensation
Other
Total deferred tax assets
Valuation allowances
Deferred tax assets, net of
valuation allowance
Deferred tax liabilities:
Property and equipment
Inventories
Other
Total deferred tax liabilities
January 31,
2016
2015
$ 3,313
3,763
192
1,390
$ 3,255
3,395
184
1,119
8,658
(1,456)
7,953
(1,504)
7,202
6,449
5,813
1,790
1,452
9,055
5,972
1,825
1,618
9,415
Net deferred tax liabilities
$ 1,853
$ 2,966
The deferred taxes are classified as follows in the Company’s
Consolidated Balance Sheets:
(Amounts in millions)
Balance Sheet classification:
Assets:
Prepaid expenses and other
Other assets and deferred charges
Asset subtotals
Liabilities:
Accrued liabilities
Deferred income taxes and other
Liability subtotals
January 31,
2016
2015
$ —
1,504
$ 728
1,033
1,504
1,761
—
3,357
3,357
56
4,671
4,727
Net deferred tax liabilities
$1,853
$2,966
Unremitted Earnings
U.S. income taxes have not been provided on accumulated but
undistributed earnings of the Company’s international subsidiaries of
approximately $26.1 billion and $23.3 billion as of January 31, 2016 and
2015, respectively, as the Company intends to permanently reinvest
these amounts outside of the U.S. However, if any portion were to be
distributed, the related U.S. tax liability may be reduced by foreign
income taxes paid on those earnings. Determination of the unrecognized
deferred tax liability related to these undistributed earnings is not
practicable because of the complexities with its hypothetical calculation.
The Company provides deferred or current income taxes on earnings of
international subsidiaries in the period that the Company determines it
will remit those earnings.
Net Operating Losses, Tax Credit Carryforwards
and Valuation Allowances
At January 31, 2016, the Company had net operating loss and capital loss
carryforwards totaling approximately $5.3 billion. Of these carryforwards,
approximately $3.0 billion will expire, if not utilized, in various years through
2036. The remaining carryforwards have no expiration. At January 31, 2016,
the Company had foreign tax credit carryforwards of $1.8 billion, which
will expire in various years through 2026, if not utilized.
The recoverability of these future tax deductions and credits is evaluated
by assessing the adequacy of future expected taxable income from all
sources, including taxable income in prior carryback years, reversal of
taxable temporary differences, forecasted operating earnings and available
tax planning strategies. To the extent management does not consider it
more likely than not that a deferred tax asset will be realized, a valuation
allowance is established. If a valuation allowance has been established
and management subsequently determines that it is more likely than
not that the deferred tax assets will be realized, the valuation allowance
is released.
Only Walmart
53
Notes to Consolidated Financial Statements
The Company had valuation allowances recorded of approximately
$1.5 billion as of January 31, 2016 and 2015, respectively, on deferred tax
assets associated primarily with net operating loss carryforwards for
which management has determined it is more likely than not that the
deferred tax asset will not be realized. The net activity in the valuation
allowance during fiscal 2016 related to releases arising from the use of
deferred tax assets, changes in judgment regarding the future realization
of deferred tax assets, increases from certain net operating losses and
deductible temporary differences arising in fiscal 2016, decreases due to
operating loss expirations and fluctuations in currency exchange rates.
Management believes that it is more likely than not that the remaining
net deferred tax assets will be fully realized.
Uncertain Tax Positions
The benefits of uncertain tax positions are recorded in the Company’s
Consolidated Financial Statements only after determining a more likely
than not probability that the uncertain tax positions will withstand
challenge, if any, from taxing authorities.
As of January 31, 2016 and 2015, the amount of unrecognized tax benefits
related to continuing operations was $607 million and $838 million,
respectively. The amount of unrecognized tax benefits that would
affect the Company’s effective income tax rate was $522 million and
$763 million for January 31, 2016 and 2015, respectively.
A reconciliation of unrecognized tax benefits from continuing operations
was as follows:
(Amounts in millions)
Unrecognized tax benefits,
beginning of year
Increases related to prior year
tax positions
Decreases related to prior year
tax positions
Increases related to current year
tax positions
Settlements during the period
Lapse in statutes of limitations
Unrecognized tax benefits,
Fiscal Years Ended January 31,
2016
2015
2014
$ 838
$763
$ 818
164
7
41
(446)
(17)
(112)
119
(25)
(43)
174
(89)
—
133
(117)
—
end of year
$ 607
$838
$ 763
The Company classifies interest and penalties related to uncertain tax
benefits as interest expense and as operating, selling, general and
administrative expenses, respectively. During fiscal 2016, 2015 and 2014,
the Company recognized interest and penalty expense (benefit) related
to uncertain tax positions of $5 million, $18 million and $(7) million,
respectively. As of January 31, 2016 and 2015, accrued interest related to
uncertain tax positions of $60 million and $57 million, respectively, was
recorded in the Company’s Consolidated Balance Sheets. The Company
did not have any accrued penalties recorded for income taxes as of
January 31, 2016 or 2015.
During the next twelve months, it is reasonably possible that tax
audit resolutions could reduce unrecognized tax benefits by between
$50 million and $150 million, either because the tax positions are
sustained on audit or because the Company agrees to their disallowance.
The Company is focused on resolving tax audits as expeditiously as
possible. As a result of these efforts, unrecognized tax benefits could
potentially be reduced beyond the provided range during the next
twelve months. The Company does not expect any change to have a
significant impact to its Consolidated Financial Statements.
The Company remains subject to income tax examinations for its U.S.
federal income taxes generally for fiscal 2013 through 2016. The Company
also remains subject to income tax examinations for international
income taxes for fiscal 2000 through 2016, and for U.S. state and local
income taxes generally for the fiscal years ended 2008 through 2016.
10. Contingencies
Legal Proceedings
The Company is involved in a number of legal proceedings. The Company
has made accruals with respect to these matters, where appropriate,
which are reflected in the Company’s Consolidated Financial Statements.
For some matters, a liability is not probable or the amount cannot be
reasonably estimated and therefore an accrual has not been made.
However, where a liability is reasonably possible and may be material, such
matters have been disclosed. The Company may enter into discussions
regarding settlement of these matters, and may enter into settlement
agreements, if it believes settlement is in the best interest of the
Company’s shareholders.
Unless stated otherwise, the matters, or groups of related matters,
discussed below, if decided adversely to or settled by the Company,
individually or in the aggregate, may result in a liability material to the
Company’s financial condition or results of operations.
Wage-and-Hour Class Action: The Company is a defendant in Braun/Hummel
v. Wal-Mart Stores, Inc., a class-action lawsuit commenced in March 2002
in the Court of Common Pleas in Philadelphia, Pennsylvania. The plaintiffs
allege that the Company failed to pay class members for all hours
worked and prevented class members from taking their full meal and
rest breaks. On October 13, 2006, a jury awarded back-pay damages to the
plaintiffs of approximately $78 million on their claims for off-the-clock
work and missed rest breaks. The jury found in favor of the Company on
the plaintiffs’ meal-period claims. On November 14, 2007, the trial judge
entered a final judgment in the approximate amount of $188 million, which
included the jury’s back-pay award plus statutory penalties, prejudgment
interest and attorneys’ fees. By operation of law, post-judgment interest
accrues on the judgment amount at the rate of six percent per annum
from the date of entry of the judgment, which was November 14, 2007,
until the judgment is paid, unless the judgment is set aside on appeal.
On December 7, 2007, the Company filed its Notice of Appeal. On June
10, 2011, the Pennsylvania Superior Court of Appeals issued an opinion
upholding the trial court’s certification of the class, the jury’s back pay
award, and the awards of statutory penalties and prejudgment interest,
but reversing the award of attorneys’ fees. On September 9, 2011, the
Company filed a Petition for Allowance of Appeal with the Pennsylvania
Supreme Court. On July 2, 2012, the Pennsylvania Supreme Court granted
the Company’s Petition. On December 15, 2014, the Pennsylvania Supreme
Court issued its opinion affirming the Superior Court of Appeals’ decision.
54
2016 Annual Report
Notes to Consolidated Financial Statements
At that time, the Company recorded expenses of $249 million for the
judgment amount and post-judgment interest incurred to date. The
Company will continue to accrue for the post-judgment interest until final
resolution. However, the Company continues to believe it has substantial
factual and legal defenses to the claims at issue, and, on March 13, 2015,
the Company filed a petition for writ of certiorari with the U.S. Supreme
Court. On April 20, 2015, the plaintiffs filed their response in opposition
and on May 4, 2015, the Company filed its reply brief.
ASDA Equal Value Claims: ASDA Stores, Ltd. (“ASDA”), a wholly-owned
subsidiary of the Company, is a defendant in over 7,000 “equal value”
claims that are proceeding before an Employment Tribunal in Manchester
(the “Employment Tribunal”) in the United Kingdom (“UK”) on behalf of
current and former ASDA store employees, who allege that the work
performed by female employees in ASDA’s retail stores is of equal value
in terms of, among other things, the demands of their jobs to that of
male employees working in ASDA’s warehouse and distribution facilities,
and that the disparity in pay between these different job positions is not
objectively justified. Claimants are requesting differential back pay based
on higher wage rates in the warehouse and distribution facilities and
those higher wage rates on a prospective basis as part of these equal
value proceedings. ASDA believes that further claims may be asserted in
the near future. On March 23, 2015, ASDA asked the Employment Tribunal
to stay all proceedings, contending that the High Court, which is the
superior first instance civil court in the UK that is headquartered in the
Royal Courts of Justice in the City of London, is the more convenient and
appropriate forum to hear these claims. On March 23, 2015, ASDA also
asked the Employment Tribunal to “strike out” substantially all of the claims
for failing to comply with Employment Tribunal rules. On July 23, 2015,
the Employment Tribunal denied ASDA’s requests to stay all proceedings
and to “strike out” substantially all of the claims. On September 2, 2015,
ASDA filed a Notice of Appeal with the Employment Appeal Tribunal
seeking to appeal both rulings. On October 14, 2015, the Employment
Appeal Tribunal denied ASDA’s requests for an appeal. Following additional
argument and proceedings, the issue of “strike out” and the scope of
Employment Tribunal Rules are subject of further appellate review by
the Employment Appeal Tribunal but the request to appeal the stay
issue was denied by the Employment Appeal Tribunal. On March 8, 2016,
ASDA filed a notice of appeal with the Court of Appeals seeking to appeal
the Employment Appeal Tribunal’s decision to disallow an appeal of the
stay issue. At present, the Company cannot predict the number of such
claims that may be filed, and cannot reasonably estimate any loss or range
of loss that may arise from these proceedings. The Company believes it
has substantial factual and legal defenses to these claims, and intends to
defend the claims vigorously.
FCPA Investigation and Related Matters
The Audit Committee (the “Audit Committee”) of the Board of Directors
of the Company, which is composed solely of independent directors, is
conducting an internal investigation into, among other things, alleged
violations of the U.S. Foreign Corrupt Practices Act (“FCPA”) and other
alleged crimes or misconduct in connection with foreign subsidiaries,
including Wal-Mart de México, S.A.B. de C.V. (“Walmex”), and whether prior
allegations of such violations and/or misconduct were appropriately
handled by the Company. The Audit Committee and the Company have
engaged outside counsel from a number of law firms and other advisors
who are assisting in the on-going investigation of these matters.
The Company is also conducting a voluntary global review of its policies,
practices and internal controls for anti-corruption compliance. The Company
is engaged in strengthening its global anti-corruption compliance program
through appropriate remedial anti-corruption measures. In November
2011, the Company voluntarily disclosed that investigative activity to the
U.S. Department of Justice (the “DOJ”) and the Securities and Exchange
Commission (the “SEC”). Since the implementation of the global review
and the enhanced anti-corruption compliance program, the Audit
Committee and the Company have identified or been made aware of
additional allegations regarding potential violations of the FCPA. When
such allegations are reported or identified, the Audit Committee and the
Company, together with their third party advisors, conduct inquiries and
when warranted based on those inquiries, open investigations. Inquiries
or investigations regarding allegations of potential FCPA violations have
been commenced in a number of foreign markets where the Company
operates, including, but not limited to, Brazil, China and India.
The Company has been informed by the DOJ and the SEC that it is also
the subject of their respective investigations into possible violations of
the FCPA. The Company is cooperating with the investigations by the
DOJ and the SEC. A number of federal and local government agencies
in Mexico have also initiated investigations of these matters. Walmex is
cooperating with the Mexican governmental agencies conducting
these investigations. Furthermore, lawsuits relating to the matters under
investigation have been filed by several of the Company’s shareholders
against it, certain of its current directors, certain of its former directors,
certain of its current and former officers and certain of Walmex’s current
and former officers.
The Company could be exposed to a variety of negative consequences
as a result of the matters noted above. There could be one or more
enforcement actions in respect of the matters that are the subject of
some or all of the on-going government investigations, and such
actions, if brought, may result in judgments, settlements, fines, penalties,
injunctions, cease and desist orders, debarment or other relief, criminal
convictions and/or penalties. The shareholder lawsuits may result in
judgments against the Company and its current and former directors
and officers named in those proceedings. The Company cannot predict
at this time the outcome or impact of the government investigations,
the shareholder lawsuits, or its own internal investigations and review. In
addition, the Company has incurred and expects to continue to incur
costs in responding to requests for information or subpoenas seeking
documents, testimony and other information in connection with the
government investigations, in defending the shareholder lawsuits, and in
conducting the review and investigations. These costs will be expensed
as incurred. For the fiscal years ended January 31, 2016, 2015 and 2014,
the Company incurred the following third-party expenses in connection
with the FCPA investigation and related matters:
(Amounts in millions)
Ongoing inquiries and investigations
Global compliance program and
organizational enhancements
Total
Fiscal Years Ended January 31,
2016
2015
2014
$ 95
$121
$173
31
52
$126
$173
109
$282
Only Walmart
55
Notes to Consolidated Financial Statements
These matters may require the involvement of certain members of the
Company’s senior management that could impinge on the time they
have available to devote to other matters relating to the business. The
Company expects that there will be on-going media and governmental
interest, including additional news articles from media publications on
these matters, which could impact the perception among certain
audiences of the Company’s role as a corporate citizen.
The Company’s process of assessing and responding to the governmen-
tal investigations and the shareholder lawsuits continues. While the
Company believes that it is probable that it will incur a loss from these
matters, given the on-going nature and complexity of the review, inqui-
ries and investigations, the Company cannot reasonably estimate any
loss or range of loss that may arise from these matters. Although the
Company does not presently believe that these matters will have a mate-
rial adverse effect on its business, given the inherent uncertainties in
such situations, the Company can provide no assurance that these mat-
ters will not be material to its business in the future.
11. Commitments
The Company has long-term leases for stores and equipment. Rentals
(including amounts applicable to taxes, insurance, maintenance, other
operating expenses and contingent rentals) under operating leases and
other short-term rental arrangements were $2.5 billion in fiscal 2016 and
$2.8 billion in both fiscal 2015 and 2014.
Aggregate minimum annual rentals at January 31, 2016, under
non-cancelable leases are as follows:
(Amounts in millions)
Fiscal Year
Operating
Leases
Capital Lease
and Financial Obligations
2017
2018
2019
2020
2021
Thereafter
Total minimum rentals
Less estimated executory costs
$ 2,057
1,989
1,794
1,697
1,530
12,438
$21,505
Net minimum lease payments
Noncash gain on future termination
of financing obligation
Less imputed interest
$ 815
758
710
655
624
5,093
$ 8,655
39
8,616
1,070
(3,319)
Present value of minimum lease payments
$ 6,367
Certain of the Company’s leases provide for the payment of contingent
rentals based on a percentage of sales. Such contingent rentals were not
material for fiscal 2016, 2015 and 2014. Substantially all of the Company’s
store leases have renewal options, some of which may trigger an escalation
in rentals.
The Company has future lease commitments for land and buildings for
approximately 215 future locations. These lease commitments have
lease terms ranging from 10 to 30 years and provide for certain minimum
rentals. If executed, payments under operating leases would increase
by $34 million for fiscal 2017, based on current cost estimates.
In connection with certain long-term debt issuances, the Company
could be liable for early termination payments if certain unlikely events
were to occur. At January 31, 2016, the aggregate termination payment
would have been $44 million. The arrangement pursuant to which this
payment could be made will expire in fiscal 2019.
12. Retirement-Related Benefits
The Company offers a 401(k) plan for associates in the U.S. under which
eligible associates can begin contributing to the plan immediately upon
hire. The Company also offers a 401(k) type plan for associates in Puerto
Rico under which associates can begin to contribute generally after one
year of employment. Under these plans, after one year of employment,
the Company matches 100% of participant contributions up to 6% of
annual eligible earnings. The matching contributions immediately vest
at 100% for each associate. Participants can contribute up to 50% of their
pretax earnings, but not more than the statutory limits. Participants age
50 or older may defer additional earnings in catch-up contributions up
to the maximum statutory limits.
Associates in international countries who are not U.S. citizens are covered
by various defined contribution post-employment benefit arrangements.
These plans are administered based upon the legislative and tax require-
ments in the countries in which they are established.
Additionally, the Company’s subsidiaries in the United Kingdom and
Japan have sponsored defined benefit pension plans. The plan in the
United Kingdom was overfunded by $106 million and underfunded by
$85 million at January 31, 2016 and 2015, respectively. The plan in Japan
was underfunded by $205 million and $223 million at January 31, 2016
and 2015, respectively. Overfunded amounts are recorded as assets in
the Company’s Consolidated Balance Sheets in other assets and deferred
charges. Underfunded amounts are recorded as liabilities in the Company’s
Consolidated Balance Sheets in deferred income taxes and other. Certain
other international operations also have defined benefit arrangements
that are not significant.
The following table summarizes the contribution expense related to the
Company’s retirement-related benefits for fiscal 2016, 2015 and 2014:
Fiscal Years Ended January 31,
(Amounts in millions)
2016
2015
2014
Defined contribution plans:
U.S.
International
Defined benefit plans:
International
Total contribution expense for
retirement-related benefits
$ 967
179
$ 898
167
$ 877
165
6
5
20
$1,152
$1,070
$1,062
56
2016 Annual Report
Notes to Consolidated Financial Statements
13. Acquisitions, Disposals and Related Items
14. Segments
In fiscal 2016, the Company completed the following transaction that
impacts the operations of Walmart International:
Yihaodian
In July 2015, the Company completed the purchase of all of the remaining
noncontrolling interest in Yihaodian, our e-commerce operations in
China, for approximately $760 million, using existing cash to complete
this transaction.
In fiscal 2015, the Company completed the following transactions that
impact the operations of Walmart International:
Walmart Chile
In fiscal 2014, the redeemable noncontrolling interest shareholders exercised
put options that required the Company to purchase their shares in
Walmart Chile. In February 2014, the Company completed this transaction
for approximately $1.5 billion using existing cash of the Company,
increasing its ownership interest in Walmart Chile to 99.7 percent. In
March 2014, the Company completed a tender offer for most of the
remaining noncontrolling interest shares at the same value per share
as was paid to the redeemable noncontrolling interest shareholders. As a
result of completing these transactions, the Company owns substantially
all of Walmart Chile.
Vips Restaurant Business in Mexico
In fiscal 2014, Walmex, a majority-owned subsidiary of the Company,
entered into a definitive agreement with Alsea S.A.B. de C.V. to sell the
Vips restaurant business (“Vips”) in Mexico. The sale of Vips was com-
pleted on May 12, 2014. The Company received $671 million of cash and
recognized a net gain of $262 million in discontinued operations at the
time of the sale.
The Company is engaged in the operation of retail, wholesale and other
units located in the U.S., Africa, Argentina, Brazil, Canada, Central America,
Chile, China, India, Japan, Mexico and the United Kingdom. The Company’s
operations are conducted in three business segments: Walmart U.S.,
Walmart International and Sam’s Club. The Company defines its segments
as those operations whose results its chief operating decision maker
(“CODM”) regularly reviews to analyze performance and allocate resources.
The Company sells similar individual products and services in each of its
segments. It is impractical to segregate and identify revenues for each of
these individual products and services.
The Walmart U.S. segment includes the Company’s mass merchant
concept in the U.S. operating under the “Walmart” or “Wal-Mart” brands,
as well as walmart.com. The Walmart International segment consists of
the Company’s operations outside of the U.S., including various retail
websites. The Sam’s Club segment includes the warehouse membership
clubs in the U.S., as well as samsclub.com. Corporate and support consists
of corporate overhead and other items not allocated to any of the
Company’s segments.
The Company measures the results of its segments using, among other
measures, each segment’s net sales and operating income, which includes
certain corporate overhead allocations. From time to time, the Company
revises the measurement of each segment’s operating income, including
any corporate overhead allocations, as determined by the information
regularly reviewed by its CODM. When the measurement of a segment
changes, previous period amounts and balances are reclassified to be
comparable to the current period’s presentation.
Only Walmart
57
Notes to Consolidated Financial Statements
Information for the Company’s segments, as well as for Corporate and support, including the reconciliation to income from continuing operations
before income taxes, is provided in the following table:
Walmart U.S.
Walmart
International
Sam’s Club
Corporate
and support
Consolidated
(Amounts in millions)
Fiscal Year Ended January 31, 2016
Net sales
Operating income (loss)
Interest expense, net
Income from continuing operations before income taxes
Total assets
Depreciation and amortization
Capital expenditures
Fiscal Year Ended January 31, 2015
Net sales
Operating income (loss)
Interest expense, net
Income from continuing operations before income taxes
Total assets
Depreciation and amortization
Capital expenditures
Fiscal Year Ended January 31, 2014
Net sales
Operating income (loss)
Interest expense, net
$298,378
19,087
$123,408
5,346
$56,828
1,820
$ —
(2,148)
$103,109
2,800
6,728
$ 73,720
2,549
2,930
$13,998
472
695
$ 8,754
3,633
1,124
$ 288,049
21,336
$ 136,160
6,171
$ 58,020
1,976
$ —
(2,336)
$ 101,381
2,665
6,286
$ 80,505
2,665
3,936
$ 13,995
473
753
$ 7,609
3,370
1,199
$ 279,406
21,787
$ 136,513
5,153
$ 57,157
1,843
$ —
(1,911)
$478,614
24,105
(2,467)
$ 21,638
$199,581
9,454
11,477
$ 482,229
27,147
(2,348)
$ 24,799
$ 203,490
9,173
12,174
$ 473,076
26,872
(2,216)
$ 24,656
$ 204,541
8,870
13,115
Income from continuing operations before income taxes
Total assets
Depreciation and amortization
Capital expenditures
$ 98,745
2,640
6,378
$ 85,370
2,658
4,463
$ 14,053
437
1,071
$ 6,373
3,135
1,203
15. Subsequent Event
Dividends Declared
On February 18, 2016, the Board of Directors approved the fiscal 2017
annual dividend at $2.00 per share, an increase over the fiscal 2016
dividend of $1.96 per share. For fiscal 2017, the annual dividend will be
paid in four quarterly installments of $0.50 per share, according to the
following record and payable dates:
Record Date
March 11, 2016
May 13, 2016
August 12, 2016
December 9, 2016
Payable Date
April 4, 2016
June 6, 2016
September 6, 2016
January 3, 2017
Total revenues, consisting of net sales and membership and other income,
and long-lived assets, consisting primarily of property and equipment,
net, aggregated by the Company’s U.S. and non-U.S. operations for
fiscal 2016, 2015 and 2014, are as follows:
(Amounts in millions)
2016
2015
2014
Fiscal Years Ended January 31,
Total revenues
U.S. operations
Non-U.S. operations
$357,559
124,571
$348,227
137,424
$338,681
137,613
Total revenues
$482,130
$485,651
$476,294
Long-lived assets
U.S. operations
Non-U.S. operations
$ 82,475
34,041
$ 80,879
35,776
$ 79,644
38,263
Total long-lived assets
$116,516
$116,655
$117,907
No individual country outside of the U.S. had total revenues or long-lived
assets that were material to the consolidated totals. Additionally, the
Company did not generate material total revenues from any single customer.
58
2016 Annual Report
Notes to Consolidated Financial Statements
16. Quarterly Financial Data (Unaudited)
Fiscal Year Ended January 31, 2016
(Amounts in millions, except per share data)
Q1
Q2
Q3
Q4
Total
Total revenues
Net sales
Cost of sales
Income from continuing operations
Consolidated net income
Consolidated net income attributable to Walmart
Basic net income per common share attributable to Walmart
Diluted net income per common share attributable to Walmart
$114,826
114,002
86,483
3,283
3,283
3,341
1.03
1.03
$120,229
119,330
90,056
3,635
3,635
3,475
1.08
1.08
$117,408
116,598
87,446
3,414
3,414
3,304
1.03
1.03
$129,667
128,684
96,999
4,748
4,748
4,574
1.44
1.43
$482,130
478,614
360,984
15,080
15,080
14,694
4.58
4.57
Total revenues
Net sales
Cost of sales
Income from continuing operations
Consolidated net income
Consolidated net income attributable to Walmart
Basic net income per common share:
Basic income per common share from continuing
operations attributable to Walmart
Basic income (loss) per common share from discontinued
operations attributable to Walmart
Basic net income per common share attributable to Walmart
Diluted net income per common share:
Diluted income per common share from continuing
operations attributable to Walmart
Diluted income (loss) per common share from discontinued
operations attributable to Walmart
Diluted net income per common share attributable to Walmart
Fiscal Year Ended January 31, 2015
Q1
Q2
Q3
Q4
Total
$114,960
114,167
86,714
3,711
3,726
3,593
$120,125
119,336
90,010
4,089
4,359
4,093
$119,001
118,076
89,247
3,826
3,826
3,711
$131,565
130,650
99,115
5,188
5,188
4,966
$485,651
482,229
365,086
16,814
17,099
16,363
1.10
0.01
1.11
1.10
0.01
1.11
1.22
0.05
1.27
1.21
0.05
1.26
1.15
—
1.15
1.15
—
1.15
1.54
—
1.54
1.53
—
1.53
5.01
0.06
5.07
4.99
0.06
5.05
Only Walmart
59
Report of Independent Registered Public Accounting Firm
The Board of Directors and Shareholders
of Wal-Mart Stores, Inc.
We have audited the accompanying consolidated balance sheets of
Wal-Mart Stores, Inc. as of January 31, 2016 and 2015, and the related
consolidated statements of income, comprehensive income, shareholders’
equity and redeemable noncontrolling interest, and cash flows for each
of the three years in the period ended January 31, 2016. These financial
statements are the responsibility of the Company’s management. Our
responsibility is to express an opinion on these financial statements
based on our audits.
We conducted our audits in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the consolidated financial position of Wal-Mart
Stores, Inc. at January 31, 2016 and 2015, and the consolidated results of
its operations and its cash flows for each of the three years in the period
ended January 31, 2016, in conformity with U.S. generally accepted
accounting principles.
We also have audited, in accordance with the standards of the Public
Company Accounting Oversight Board (United States), Wal-Mart Stores,
Inc.’s internal control over financial reporting as of January 31, 2016,
based on criteria established in Internal Control-Integrated Framework
issued by the Committee of Sponsoring Organizations of the Treadway
Commission (2013 framework) and our report dated March 30, 2016
expressed an unqualified opinion thereon.
Rogers, Arkansas
March 30, 2016
60
2016 Annual Report
Report of Independent Registered Public Accounting Firm
on Internal Control over Financial Reporting
The Board of Directors and Shareholders of Wal-Mart Stores, Inc.
We have audited Wal-Mart Stores, Inc.’s internal control over financial
reporting as of January 31, 2016, based on criteria established in Internal
Control-Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (2013 framework) (the COSO
criteria). Wal-Mart Stores, Inc.’s management is responsible for maintaining
effective internal control over financial reporting, and for its assessment
of the effectiveness of internal control over financial reporting included
in the accompanying “Management’s Report to Our Shareholders.” Our
responsibility is to express an opinion on the Company’s internal control
over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether effective internal control over financial reporting
was maintained in all material respects. Our audit included obtaining an
understanding of internal control over financial reporting, assessing the
risk that a material weakness exists, testing and evaluating the design
and operating effectiveness of internal control based on the assessed
risk, and performing such other procedures as we considered necessary
in the circumstances. We believe that our audit provides a reasonable
basis for our opinion.
A company’s internal control over financial reporting is a process
designed 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. A company’s internal control over financial reporting includes
those policies and procedures that (1) pertain to the maintenance of
records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company; (2) provide
reasonable assurance that transactions are recorded as necessary to
permit preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures of
the company are being made only in accordance with authorizations of
management and directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorized
acquisition, use or disposition of the company’s assets that could have
a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting
may not prevent or detect misstatements. Also, projections of any
evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions,
or that the degree of compliance with the policies or procedures may
deteriorate.
In our opinion, Wal-Mart Stores, Inc. maintained, in all material respects,
effective internal control over financial reporting as of January 31, 2016,
based on the COSO criteria.
We also have audited, in accordance with the standards of the Public
Company Accounting Oversight Board (United States), the consolidated
balance sheets of Wal-Mart Stores, Inc. as of January 31, 2016 and 2015,
and related consolidated statements of income, comprehensive income,
shareholders’ equity and redeemable noncontrolling interest, and cash
flows for each of the three years in the period ended January 31, 2016 and
our report dated March 30, 2016 expressed an unqualified opinion thereon.
Rogers, Arkansas
March 30, 2016
Only Walmart
61
Management’s Report to Our Shareholders
Wal-Mart Stores, Inc.
Management of Wal-Mart Stores, Inc. (“Walmart,” the “company” or “we”)
is responsible for the preparation, integrity and objectivity of Walmart’s
Consolidated Financial Statements and other financial information
contained in this Annual Report to Shareholders. Those Consolidated
Financial Statements were prepared in conformity with accounting
principles generally accepted in the United States. In preparing those
Consolidated Financial Statements, management is required to make
certain estimates and judgments, which are based upon currently
available information and management’s view of current conditions
and circumstances.
The Audit Committee of the Board of Directors, which consists solely
of independent directors, oversees our process of reporting financial
information and the audit of our Consolidated Financial Statements.
The Audit Committee stays informed of the financial condition of
Walmart and regularly reviews management’s financial policies and
procedures, the independence of our independent auditors, our internal
control over financial reporting and the objectivity of our financial reporting.
Both the independent auditors and the internal auditors have free access
to the Audit Committee and meet with the Audit Committee regularly,
both with and without management present.
Acting through our Audit Committee, we have retained Ernst & Young LLP,
an independent registered public accounting firm, to audit our
Consolidated Financial Statements found in this Annual Report to
Shareholders. We have made available to Ernst & Young LLP all of our
financial records and related data in connection with their audit of our
Consolidated Financial Statements. We have filed with the Securities and
Exchange Commission (“SEC”) the required certifications related to our
Consolidated Financial Statements as of and for the year ended January 31,
2016. These certifications are attached as exhibits to our Annual Report
on Form 10-K for the year ended January 31, 2016. Additionally, we have
also provided to the New York Stock Exchange the required annual
certification of our Chief Executive Officer regarding our compliance with
the New York Stock Exchange’s corporate governance listing standards.
Report on Internal Control Over Financial Reporting
Management has responsibility for establishing and maintaining
adequate internal control over financial reporting. Internal control over
financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of
financial statements for external reporting purposes in accordance with
accounting principles generally accepted in the United States. Because
of its inherent limitations, internal control over financial reporting may
not prevent or detect misstatements. Management has assessed the
effectiveness of the Company’s internal control over financial reporting
as of January 31, 2016. In making its assessment, management has utilized
the criteria set forth by the Committee of Sponsoring Organizations
(“COSO”) of the Treadway Commission in Internal Control-Integrated
Framework (2013). Management concluded that based on its assessment,
Walmart’s internal control over financial reporting was effective as of
January 31, 2016. The Company’s internal control over financial reporting
as of January 31, 2016, has been audited by Ernst & Young LLP as stated
in their report which appears in this Annual Report to Shareholders.
Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures designed to provide
reasonable assurance that information required to be timely disclosed
is accumulated and communicated to management in a timely fashion.
Management has assessed the effectiveness of these disclosure controls
and procedures as of January 31, 2016, and determined they were
effective as of that date to provide reasonable assurance that information
required to be disclosed by us in the reports we file or submit under the
Securities Exchange Act of 1934, as amended, was accumulated and
communicated to management, as appropriate, to allow timely decisions
regarding required disclosure and were effective to provide reasonable
assurance that such information is recorded, processed, summarized and
reported within the time periods specified by the SEC’s rules and forms.
Report on Ethical Standards
Our Company was founded on the belief that open communications
and the highest standards of ethics are necessary to be successful. Our
long-standing “Open Door” communication policy helps management
be aware of and address issues in a timely and effective manner. Through
the open door policy all associates are encouraged to inform management
at the appropriate level when they are concerned about any matter
pertaining to Walmart.
Walmart has adopted a Statement of Ethics to guide our associates in
the continued observance of high ethical standards such as honesty,
integrity and compliance with the law in the conduct of Walmart’s
business. Familiarity and compliance with the Statement of Ethics is
required of all associates who are part of management. The Company
also maintains a separate Code of Ethics for our senior financial officers.
Walmart also has in place a Related-Party Transaction Policy. This policy
applies to Walmart’s senior officers and directors and requires material
related-party transactions to be reviewed by the Audit Committee. The
senior officers and directors are required to report material related-party
transactions to Walmart. We maintain a global ethics and compliance
office which oversees and administers several reporting mechanisms,
including an ethics helpline. The ethics helpline provides a channel for
associates to make confidential and anonymous complaints regarding
potential violations of our statements of ethics, including violations
related to financial or accounting matters.
/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
62
2016 Annual Report
Unit Counts as of January 31, 2016
Wal-Mart Stores, Inc.
United States
The Walmart U.S. and Sam’s Club segments comprise the Company’s operations in the U.S. As of January 31, 2016, unit counts for Walmart U.S. and
Sam’s Club are summarized by format for each state and territory as follows:
Walmart U.S.
Sam’s Club
Walmart U.S.
Sam’s Club
State or Territory
Supercenters
Neighborhood
Markets and
other small
formats
Discount
Stores
Grand
Total
Clubs
Alabama
Alaska
Arizona
Arkansas
California
Colorado
Connecticut
Delaware
Florida
Georgia
Hawaii
Idaho
Illinois
Indiana
Iowa
Kansas
Kentucky
Louisiana
Maine
Maryland
Massachusetts
Michigan
Minnesota
Mississippi
Missouri
Montana
Nebraska
Nevada
New Hampshire
New Jersey
New Mexico
New York
North Carolina
North Dakota
Ohio
Oklahoma
Oregon
Pennsylvania
Rhode Island
South Carolina
South Dakota
Tennessee
Texas
100
8
80
76
127
69
12
6
221
151
—
23
134
95
57
57
77
88
19
28
27
89
65
64
111
13
35
29
18
26
35
78
140
14
138
79
28
115
5
81
14
115
372
1
2
3
7
83
5
22
3
12
3
10
—
22
8
3
3
8
2
3
19
22
4
5
4
11
—
—
2
9
34
2
20
6
—
7
9
7
22
4
—
—
2
22
25
—
28
33
67
18
1
—
75
36
—
2
7
11
—
15
9
29
—
—
—
—
—
5
16
—
7
11
—
—
7
2
43
—
—
31
9
—
—
18
—
17
88
14
3
16
7
33
15
3
1
47
24
2
1
33
16
9
9
9
15
3
12
3
26
14
7
19
2
5
7
4
10
7
16
23
3
29
12
—
24
1
12
2
16
83
140
13
127
123
310
107
38
10
355
214
12
26
196
130
69
84
103
134
25
59
52
119
84
80
157
15
47
49
31
70
51
116
212
17
174
131
44
161
10
111
16
150
565
State or Territory
Supercenters
Utah
Vermont
Virginia
Washington
Washington D.C.
West Virginia
Wisconsin
Wyoming
Puerto Rico
41
1
105
52
3
38
81
12
13
Neighborhood
Markets and
other small
formats
Discount
Stores
Grand
Total
Clubs
—
4
6
10
—
—
6
—
5
10
—
20
5
—
1
2
—
19
8
—
17
3
—
5
12
2
11
59
5
148
70
3
44
101
14
48
U.S. total
3,465
442
667
655 5,229
International
The Walmart International segment comprises the Company’s operations
outside of the U.S. and is represented in three major brand categories.
Unit counts(1) as of January 31, 2016 for Walmart International are
summarized by brand category for each geographic market as follows:
Geographic Market
Retail
Wholesale
Other (2)
Total
Africa(3)
Argentina
Brazil
Canada
Central America(4)
Chile
China
India
Japan
Mexico
United Kingdom
International total
318
108
414
400
709
392
420
—
346
2,189
603
5,899
90
—
71
—
—
3
12
21
—
161
—
358
—
—
14
—
—
—
—
—
—
10
18
42
408
108
499
400
709
395
432
21
346
2,360
621
6,299
(1) Walmart International unit counts, with the exception of Canada, are stated as
of December 31, 2015, to correspond with the balance sheet date of the related
geographic market. Canada unit counts are stated as of January 31, 2016.
(2) “Other” includes drug stores and convenience stores operating under
varying banners.
(3) Africa unit counts by country are Botswana (11), Ghana (1), Kenya (1), Lesotho (3),
Malawi (2), Mozambique (6), Namibia (4), Nigeria (8), South Africa (366),
Swaziland (1), Tanzania (1), Uganda (1) and Zambia (3).
(4) Central America unit counts by country are Costa Rica (225), El Salvador (91),
Guatemala (223), Honduras (82) and Nicaragua (88).
Only Walmart
63
Corporate and Stock Information
Listing
New York Stock Exchange
Stock Symbol: WMT
Corporate information
Stock Registrar and Transfer Agent:
Computershare Trust Company, N.A.
P.O. Box 43069
Providence, Rhode Island 02940-3069
1-800-438-6278
TDD for hearing-impaired inside the U.S. 1-800-952-9245
Internet: http://www.computershare.com
Annual meeting
Our Annual Meeting of Shareholders will be held on Friday, June 3, 2016,
at 8:00 a.m. (Central Time) in the Bud Walton Arena on the University of
Arkansas campus, Fayetteville, Arkansas.
Communication with shareholders
Wal-Mart Stores, Inc. periodically communicates with its shareholders
and other members of the investment community about our operations.
For further information regarding our policy on shareholder and investor
communications refer to our website, www.stock.walmart.com.
The following reports are available without charge upon request by
writing the Company c/o Investor Relations or by calling (479) 273-8446.
These reports are also available via the corporate website.
• Annual Report on Form 10-K
• Quarterly Reports on Form 10-Q
• Earnings Releases
• Current Reports on Form 8-K
• Annual Shareholders’ Meeting Proxy Statement
• Global Responsibility Report
• Diversity and Inclusion Report (Includes the content previously
reported in the “Workforce Diversity Report”)
Independent registered public accounting firm
Ernst & Young LLP
5417 Pinnacle Point Dr., Suite 501
Rogers, AR 72758
Market price of common stock
The high and low market price per share for the Company’s common
stock in fiscal 2016 and 2015 were as follows:
2016
2015
High
Low
High
Low
$88.00
79.94
73.69
66.53
$77.55
70.36
57.16
56.30
$79.99
79.76
79.37
90.97
$72.27
73.54
72.61
75.59
1st Quarter
2nd Quarter
3rd Quarter
4th Quarter
The high and low market price per share for the Company’s common
stock for the first quarter of fiscal 2017, were as follows:
2017
High
Low
$68.92
$62.35
1st Quarter (1)
(1) Through March 29, 2016.
64
2016 Annual Report
Dividends payable per share
For fiscal 2017, dividends will be paid based on the following schedule:
April 4, 2016
June 6, 2016
September 6, 2016
January 3, 2017
$0.50
$0.50
$0.50
$0.50
Dividends paid per share
For fiscal 2016, dividends were paid based on the following schedule:
$0.49
April 6, 2015
$0.49
June 1, 2015
$0.49
September 8, 2015
$0.49
January 4, 2016
For fiscal 2015, dividends were paid based on the following schedule:
$0.48
April 1, 2014
$0.48
June 2, 2014
$0.48
September 3, 2014
$0.48
January 5, 2015
Stock Performance Chart
This graph compares the cumulative total shareholder return on
Walmart’s common stock during the five fiscal years ending with fiscal
2016 to the cumulative total returns on the S&P 500 Retailing Index
and the S&P 500 Index. The comparison assumes $100 was invested
on February 1, 2011, in shares of our common stock and in each of the
indices shown and assumes that all of the dividends were reinvested.
Comparison of 5-Year Cumulative Total Return*
Among Wal-Mart Stores, Inc., the S&P 500 Index, and S&P 500 Retailing Index
Wal-Mart Stores, Inc.
S&P 500 Index
S&P 500 Retailing Index
$350
$300
$250
$200
$150
$100
$ 50
$ 0
2011
2012
2013
2014
2015
2016
Fiscal Years
*Assumes $100 Invested on February 1, 2011
Assumes Dividends Reinvested
Fiscal Year Ending January 31, 2016
Fiscal Years Ended January 31,
2011
2012
2013
2014
2015
2016
Wal-Mart Stores Inc.
$100.00 $112.46 $131.34 $143.67 $167.56 $134.48
100.00 104.22 121.71 147.89 168.93 167.81
S&P 500 Index
S&P 500 Retailing Index 100.00 115.66 149.35 189.57 227.53 266.59
Shareholders
As of March 28, 2016, there were 243,327 holders of record of Walmart’s
common stock.
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Retail is changing – and so is Walmart. Customers want to
save money and time while shopping. Our mobile apps
and innovative services like Online Grocery and Walmart
Pay deliver the convenience customers seek today. With
our global footprint, only Walmart can deliver a seamless
shopping experience at scale. We’re investing in people
and technology to connect customers to convenience
more than a quarter billion times a week.
Focused on a seamless experience
260 million times a week
3rd most-
visited
U.S. retail
website
+107%
growth in
global e-commerce
net sales over the
past 4 years
(on a constant currency basis)
Visit our digital annual report for
expanded content about our
strategy and progress
Our enhanced digital annual report offers more insight about our performance
and strategy. Visit www.stock.walmart.com to access video perspectives from our
leaders, and gain additional insight on how we’re changing to deliver a seamless
shopping experience at scale. On the site, you can also enroll to receive future
materials digitally for our Annual Shareholders’ Meetings.
BY THE
NUMBERS
MEDIA
CENTER
ENHANCED
CONTENT
Walmart’s investor relations
app: anytime, anywhere
access to financial and
company news
Our IR app offers shareholders an array of investor resources in
a user-friendly format. With the app, you can access quarterly
results, stock price, financial presentations and company news
at any time from your mobile device. It’s available for the iPad,
iPhone, Android or Microsoft device. Download the free app
from iTunes or Google Play.
Global
Global
Responsibility
Responsibility
The work we do to help people live better extends far beyond the
The work we do to help people live better extends far beyond the
walls of our stores. We’re committed to making a real difference by
walls of our stores. We’re committed to making a real difference by
working to create economic opportunity, enhance the sustainability
working to create economic opportunity, enhance the sustainability
of our operations as well as the systems we operate in, and
of our operations as well as the systems we operate in, and
strengthen local communities. From supporting the development
strengthen local communities. From supporting the development
of our associates, suppliers and women entrepreneurs to
of our associates, suppliers and women entrepreneurs to
pursuing a more affordable, secure food supply chain to building
pursuing a more affordable, secure food supply chain to building
resiliency in the face of disasters, Walmart is using its strengths to
resiliency in the face of disasters, Walmart is using its strengths to
promote the well-being of people and our planet. To learn more
promote the well-being of people and our planet. To learn more
about these initiatives and others, read our GRR by visiting
about these initiatives and others, read our GRR by visiting
corporate.walmart.com/2016GRR.
corporate.walmart.com/2016GRR.
The minimized environmental footprint of this report is the result of an extensive, collaborative effort of Walmart
and our supply chain partners. The environmental and social impact continues to be an important consideration.
The minimized environmental footprint of this report is the result of an extensive, collaborative effort of Walmart and our supply chain
The report is printed on paper from well-managed forests containing recycled PCW fiber that is Elementally
partners. The environmental and social impact continues to be an important consideration. The report is printed on paper from
Chlorine Free (ECF). It is printed using 100 percent renewable wind power (RECs), along with environmental
well-managed forests containing recycled PCW fiber that is Elementally Chlorine Free (ECF). It is printed using 100 percent renewable
manufacturing principles that were utilized in the printing process. These practices include environmentally
wind power (RECs), along with environmental manufacturing principles that were utilized in the printing process. These practices
responsible procurement, lean manufacturing, green chemistry principles, the recycling of residual materials
include environmentally responsible procurement, lean manufacturing, green chemistry principles, the recycling of residual materials
and reduced volatile organic compound inks and coatings.
and reduced volatile organic compound inks and coatings.
P R I N T ED USI
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0
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1
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WIND E N E
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WIND E N E
Supplied by Community Energy
Rainforest Alliance CertifiedTM
SmartWood Program Labeling Guidelines
Supplied by Community Energy
Rainforest Alliance CertifiedTM
SmartWood Program Labeling Guidelines
2
0
1
6
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Only Walmar t
2016
A N N UA L
R E P O R T
Wal-Mart Stores, Inc. (NYSE: WMT)
702 S.W. 8th Street
Bentonville, Arkansas 72716 USA
479-273-4000
walmart.com