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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
| | | | | |
☒ | Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. |
For the quarterly period ended July 31, 2024.
or
| | | | | |
☐ | Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. |
For the transition period from to .
Commission File Number 001-06991
WALMART INC.
(Exact name of registrant as specified in its charter)
| | | | | | | | | | | |
Delaware | | 71-0415188 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
| | |
702 S.W. 8th Street | | 72716 |
Bentonville | AR | |
(Address of principal executive offices) | | (Zip Code) |
Registrant's telephone number, including area code: (479) 273-4000
Former name, former address and former fiscal year, if changed since last report: N/A
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | | | | | | | |
Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common Stock, par value $0.10 per share | | WMT | | New York Stock Exchange |
2.550% Notes due 2026 | | WMT26 | | New York Stock Exchange |
1.050% Notes due 2026 | | WMT26A | | New York Stock Exchange |
1.500% Notes due 2028 | | WMT28C | | New York Stock Exchange |
4.875% Notes due 2029 | | WMT29B | | New York Stock Exchange |
5.750% Notes due 2030 | | WMT30B | | New York Stock Exchange |
1.800% Notes due 2031 | | WMT31A | | New York Stock Exchange |
5.625% Notes due 2034 | | WMT34 | | New York Stock Exchange |
5.250% Notes due 2035 | | WMT35A | | New York Stock Exchange |
4.875% Notes due 2039 | | WMT39 | | New York Stock Exchange |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or such shorter periods that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
| | | | | | | | | | | | | | | | | | | | |
Large Accelerated Filer | | ☒ | | Accelerated Filer | | ☐ |
Non-Accelerated Filer | | ☐ | | Smaller Reporting Company | | ☐ |
| | | | Emerging Growth Company | | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by a check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
The registrant had 8,038,251,174 shares of common stock outstanding as of August 28, 2024.
Walmart Inc.
Form 10-Q
For the Quarterly Period Ended July 31, 2024
Table of Contents
PART I. FINANCIAL INFORMATION
Item 1.Financial Statements
Walmart Inc.
Condensed Consolidated Statements of Income
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended July 31, | | Six Months Ended July 31, |
(Amounts in millions, except per share data) | | 2024 | | 2023 | | 2024 | | 2023 |
Revenues: | | | | | | | | |
Net sales | | $ | 167,767 | | | $ | 160,280 | | | $ | 327,705 | | | $ | 311,284 | |
Membership and other income | | 1,568 | | | 1,352 | | | 3,138 | | | 2,649 | |
Total revenues | | 169,335 | | | 161,632 | | | 330,843 | | | 313,933 | |
Costs and expenses: | | | | | | | | |
Cost of sales | | 126,810 | | | 121,850 | | | 248,241 | | | 237,134 | |
Operating, selling, general and administrative expenses | | 34,585 | | | 32,466 | | | 67,821 | | | 63,243 | |
Operating income | | 7,940 | | | 7,316 | | | 14,781 | | | 13,556 | |
Interest: | | | | | | | | |
Debt | | 557 | | | 543 | | | 1,154 | | | 1,111 | |
Finance lease | | 122 | | | 99 | | | 239 | | | 195 | |
Interest income | | (114) | | | (148) | | | (228) | | | (255) | |
Interest, net | | 565 | | | 494 | | | 1,165 | | | 1,051 | |
| | | | | | | | |
Other (gains) and losses | | 1,162 | | | (3,905) | | | 368 | | | (910) | |
Income before income taxes | | 6,213 | | | 10,727 | | | 13,248 | | | 13,415 | |
Provision for income taxes | | 1,502 | | | 2,674 | | | 3,230 | | | 3,466 | |
| | | | | | | | |
| | | | | | | | |
Consolidated net income | | 4,711 | | | 8,053 | | | 10,018 | | | 9,949 | |
Consolidated net income attributable to noncontrolling interest | | (210) | | | (162) | | | (413) | | | (385) | |
Consolidated net income attributable to Walmart | | $ | 4,501 | | | $ | 7,891 | | | $ | 9,605 | | | $ | 9,564 | |
| | | | | | | | |
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Net income per common share: | | | | | | | | |
Basic net income per common share attributable to Walmart | | $ | 0.56 | | | $ | 0.98 | | | $ | 1.19 | | | $ | 1.18 | |
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Diluted net income per common share attributable to Walmart | | 0.56 | | | 0.97 | | | 1.19 | | | 1.18 | |
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Weighted-average common shares outstanding: | | | | | | | | |
Basic | | 8,044 | | | 8,079 | | | 8,048 | | | 8,081 | |
Diluted | | 8,081 | | | 8,108 | | | 8,082 | | | 8,110 | |
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Dividends declared per common share | | $ | — | | | $ | — | | | $ | 0.83 | | | $ | 0.76 | |
See accompanying notes.
Walmart Inc.
Condensed Consolidated Statements of Comprehensive Income
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended July 31, | | Six Months Ended July 31, |
(Amounts in millions) | 2024 | | 2023 | | 2024 | | 2023 |
Consolidated net income | $ | 4,711 | | | $ | 8,053 | | | $ | 10,018 | | | $ | 9,949 | |
Consolidated net income attributable to noncontrolling interest | (210) | | | (162) | | | (413) | | | (385) | |
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Consolidated net income attributable to Walmart | 4,501 | | | 7,891 | | | 9,605 | | | 9,564 | |
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Other comprehensive income (loss), net of income taxes | | | | | | | |
Currency translation and other | (1,079) | | | 306 | | | (1,100) | | | 1,117 | |
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Cash flow hedges | 10 | | | 135 | | | 38 | | | 66 | |
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Other comprehensive income (loss), net of income taxes | (1,069) | | | 441 | | | (1,062) | | | 1,183 | |
Other comprehensive (income) loss attributable to noncontrolling interest | 258 | | | (112) | | | 186 | | | (321) | |
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Other comprehensive income (loss) attributable to Walmart | (811) | | | 329 | | | (876) | | | 862 | |
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Comprehensive income, net of income taxes | 3,642 | | | 8,494 | | | 8,956 | | | 11,132 | |
Comprehensive (income) loss attributable to noncontrolling interest | 48 | | | (274) | | | (227) | | | (706) | |
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Comprehensive income attributable to Walmart | $ | 3,690 | | | $ | 8,220 | | | $ | 8,729 | | | $ | 10,426 | |
See accompanying notes.
Walmart Inc.
Condensed Consolidated Balance Sheets
(Unaudited)
| | | | | | | | | | | | | | | | | | | | |
| | July 31, | | January 31, | | July 31, |
(Amounts in millions) | | 2024 | | 2024 | | 2023 |
ASSETS | | | | | | |
Current assets: | | | | | | |
Cash and cash equivalents | | $ | 8,811 | | | $ | 9,867 | | | $ | 13,888 | |
Receivables, net | | 8,650 | | | 8,796 | | | 7,891 | |
Inventories | | 55,611 | | | 54,892 | | | 56,722 | |
Prepaid expenses and other | | 3,438 | | | 3,322 | | | 3,531 | |
| | | | | | |
Total current assets | | 76,510 | | | 76,877 | | | 82,032 | |
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Property and equipment, net | | 113,818 | | | 110,810 | | | 104,733 | |
Operating lease right-of-use assets | | 13,579 | | | 13,673 | | | 13,710 | |
Finance lease right-of-use assets, net | | 6,341 | | | 5,855 | | | 5,552 | |
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Goodwill | | 27,930 | | | 28,113 | | | 28,268 | |
Other long-term assets | | 16,262 | | | 17,071 | | | 20,826 | |
Total assets | | $ | 254,440 | | | $ | 252,399 | | | $ | 255,121 | |
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LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST, AND EQUITY | | | | | | |
Current liabilities: | | | | | | |
Short-term borrowings | | $ | 3,195 | | | $ | 878 | | | $ | 4,546 | |
Accounts payable | | 56,716 | | | 56,812 | | | 56,576 | |
Dividends payable | | 3,343 | | | — | | | 3,067 | |
Accrued liabilities | | 27,656 | | | 28,759 | | | 29,239 | |
Accrued income taxes | | 576 | | | 307 | | | 770 | |
Long-term debt due within one year | | 1,495 | | | 3,447 | | | 2,897 | |
Operating lease obligations due within one year | | 1,493 | | | 1,487 | | | 1,472 | |
Finance lease obligations due within one year | | 786 | | | 725 | | | 653 | |
| | | | | | |
| | | | | | |
Total current liabilities | | 95,260 | | | 92,415 | | | 99,220 | |
| | | | | | |
Long-term debt | | 35,364 | | | 36,132 | | | 36,806 | |
Long-term operating lease obligations | | 12,811 | | | 12,943 | | | 12,978 | |
Long-term finance lease obligations | | 6,161 | | | 5,709 | | | 5,449 | |
| | | | | | |
Deferred income taxes and other | | 14,072 | | | 14,629 | | | 15,109 | |
| | | | | | |
Commitments and contingencies | | | | | | |
| | | | | | |
Redeemable noncontrolling interest | | 207 | | | 222 | | | 232 | |
| | | | | | |
Equity: | | | | | | |
Common stock | | 803 | | | 805 | | | 808 | |
Capital in excess of par value | | 5,010 | | | 4,544 | | | 4,096 | |
Retained earnings | | 90,788 | | | 89,814 | | | 85,470 | |
Accumulated other comprehensive loss | | (12,178) | | | (11,302) | | | (10,818) | |
Total Walmart shareholders' equity | | 84,423 | | | 83,861 | | | 79,556 | |
Nonredeemable noncontrolling interest | | 6,142 | | | 6,488 | | | 5,771 | |
Total equity | | 90,565 | | | 90,349 | | | 85,327 | |
Total liabilities, redeemable noncontrolling interest, and equity | | $ | 254,440 | | | $ | 252,399 | | | $ | 255,121 | |
See accompanying notes.
Walmart Inc.
Condensed Consolidated Statements of Shareholders' Equity
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | Accumulated | | Total | | | | |
| | | | | Capital in | | | | Other | | Walmart | | Nonredeemable | | |
(Amounts in millions) | Common Stock | | Excess of | | Retained | | Comprehensive | | Shareholders' | | Noncontrolling | | Total |
Shares | | Amount | | Par Value | | Earnings | | Loss | | Equity | | Interest | | Equity |
Balances as of February 1, 2024 | 8,054 | | | $ | 805 | | | $ | 4,544 | | | $ | 89,814 | | | $ | (11,302) | | | $ | 83,861 | | | $ | 6,488 | | | $ | 90,349 | |
Consolidated net income | — | | | — | | | — | | | 5,104 | | | — | | | 5,104 | | | 209 | | | 5,313 | |
Other comprehensive income (loss), net of income taxes | — | | | — | | | — | | | — | | | (65) | | | (65) | | | 72 | | | 7 | |
Dividends declared ($0.83 per share) | — | | | — | | | — | | | (6,683) | | | — | | | (6,683) | | | — | | | (6,683) | |
Purchase of Company stock | (18) | | | (2) | | | (50) | | | (999) | | | — | | | (1,051) | | | — | | | (1,051) | |
Dividends to noncontrolling interest | — | | | — | | | — | | | — | | | — | | | — | | | (5) | | | (5) | |
Sale of subsidiary stock | — | | | — | | | 10 | | | — | | | — | | | 10 | | | 5 | | | 15 | |
Other | 13 | | | 2 | | | 121 | | | (6) | | | — | | | 117 | | | 11 | | | 128 | |
Balances as of April 30, 2024 | 8,049 | | | $ | 805 | | | $ | 4,625 | | | $ | 87,230 | | | $ | (11,367) | | | $ | 81,293 | | | $ | 6,780 | | | $ | 88,073 | |
Consolidated net income | — | | | — | | | — | | | 4,501 | | | — | | | 4,501 | | | 219 | | | 4,720 | |
Other comprehensive loss, net of income taxes | — | | | — | | | — | | | — | | | (811) | | | (811) | | | (258) | | | (1,069) | |
| | | | | | | | | | | | | | | |
Purchase of Company stock | (15) | | | (1) | | | (50) | | | (942) | | | — | | | (993) | | | — | | | (993) | |
Dividends to noncontrolling interest | — | | | — | | | — | | | — | | | — | | | — | | | (634) | | | (634) | |
| | | | | | | | | | | | | | | |
Sale of subsidiary stock | — | | | — | | | 10 | | | — | | | — | | | 10 | | | 4 | | | 14 | |
Other | 1 | | | (1) | | | 425 | | | (1) | | | — | | | 423 | | | 31 | | | 454 | |
Balances as of July 31, 2024 | 8,035 | | | $ | 803 | | | $ | 5,010 | | | $ | 90,788 | | | $ | (12,178) | | | $ | 84,423 | | | $ | 6,142 | | | $ | 90,565 | |
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See accompanying notes.
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| | | | | | | | | Accumulated | | Total | | | | | | | |
| | | | | Capital in | | | | Other | | Walmart | | Nonredeemable | | | | | |
(Amounts in millions) | Common Stock | | Excess of | | Retained | | Comprehensive | | Shareholders' | | Noncontrolling | | Total | | | |
Shares | | Amount | | Par Value | | Earnings | | Loss | | Equity | | Interest | | Equity | | | |
Balances as of February 1, 2023 | 8,080 | | | $ | 808 | | | $ | 4,430 | | | $ | 83,135 | | | $ | (11,680) | | | $ | 76,693 | | | $ | 7,061 | | | $ | 83,754 | | | | |
Consolidated net income | — | | | — | | | — | | | 1,673 | | | — | | | 1,673 | | | 223 | | | 1,896 | | | | |
Other comprehensive income, net of income taxes | — | | | — | | | — | | | — | | | 533 | | | 533 | | | 209 | | | 742 | | | | |
Dividends declared ($0.76 per share) | — | | | — | | | — | | | (6,139) | | | — | | | (6,139) | | | — | | | (6,139) | | | | |
Purchase of Company stock | (14) | | | (1) | | | (38) | | | (632) | | | — | | | (671) | | | — | | | (671) | | | | |
Dividends to noncontrolling interest | — | | | — | | | — | | | — | | | — | | | — | | | (761) | | | (761) | | | | |
Sale of subsidiary stock | — | | | — | | | 389 | | | — | | | — | | | 389 | | | 94 | | | 483 | | | | |
Other | 15 | | | 1 | | | (72) | | | (2) | | | — | | | (73) | | | — | | | (73) | | | | |
Balances as of April 30, 2023 | 8,081 | | | $ | 808 | | | $ | 4,709 | | | $ | 78,035 | | | $ | (11,147) | | | $ | 72,405 | | | $ | 6,826 | | | $ | 79,231 | | | | |
Consolidated net income | — | | | — | | | — | | | 7,891 | | | — | | | 7,891 | | | 162 | | | 8,053 | | | | |
Other comprehensive income, net of income taxes | — | | | — | | | — | | | — | | | 329 | | | 329 | | | 112 | | | 441 | | | | |
| | | | | | | | | | | | | | | | | | |
Purchase of Company stock | (9) | | | (1) | | | (28) | | | (454) | | | — | | | (483) | | | — | | | (483) | | | | |
Dividends to noncontrolling interest | — | | | — | | | — | | | — | | | — | | | — | | | (6) | | | (6) | | | | |
Purchase of noncontrolling interest | — | | | — | | | (1,076) | | | — | | | — | | | (1,076) | | | (1,367) | | | (2,443) | | | | |
Sale of subsidiary stock | — | | | — | | | 160 | | | — | | | — | | | 160 | | | 54 | | | 214 | | | | |
Other | 4 | | | 1 | | | 331 | | | (2) | | | — | | | 330 | | | (10) | | | 320 | | | | |
Balances as of July 31, 2023 | 8,076 | | | $ | 808 | | | $ | 4,096 | | | $ | 85,470 | | | $ | (10,818) | | | $ | 79,556 | | | $ | 5,771 | | | $ | 85,327 | | | | |
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See accompanying notes.
Walmart Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
| | | | | | | | | | | | | | | | |
| | Six Months Ended July 31, | | |
(Amounts in millions) | | 2024 | | 2023 | | |
Cash flows from operating activities: | | | | | | |
Consolidated net income | | $ | 10,018 | | | $ | 9,949 | | | |
| | | | | | |
| | | | | | |
Adjustments to reconcile consolidated net income to net cash provided by operating activities: | | | | | | |
Depreciation and amortization | | 6,339 | | | 5,750 | | | |
Investment (gains) and losses, net | | 519 | | | (773) | | | |
| | | | | | |
Deferred income taxes | | (244) | | | 436 | | | |
| | | | | | |
Other operating activities | | 866 | | | 849 | | | |
Changes in certain assets and liabilities, net of effects of acquisitions and dispositions: | | | | | | |
Receivables, net | | 80 | | | 115 | | | |
Inventories | | (1,234) | | | 222 | | | |
Accounts payable | | 1,166 | | | 2,999 | | | |
Accrued liabilities | | (1,410) | | | (1,368) | | | |
Accrued income taxes | | 257 | | | 22 | | | |
Net cash provided by operating activities | | 16,357 | | | 18,201 | | | |
| | | | | | |
Cash flows from investing activities: | | | | | | |
Payments for property and equipment | | (10,507) | | | (9,216) | | | |
Proceeds from the disposal of property and equipment | | 292 | | | 133 | | | |
Proceeds from disposal of certain operations | | 3 | | | 135 | | | |
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| | | | | | |
Other investing activities | | 84 | | | (961) | | | |
Net cash used in investing activities | | (10,128) | | | (9,909) | | | |
| | | | | | |
Cash flows from financing activities: | | | | | | |
Net change in short-term borrowings | | 2,315 | | | 4,181 | | | |
Proceeds from issuance of long-term debt | | — | | | 4,967 | | | |
Repayments of long-term debt | | (2,817) | | | (4,063) | | | |
| | | | | | |
Dividends paid | | (3,336) | | | (3,072) | | | |
Purchase of Company stock | | (2,072) | | | (1,171) | | | |
Dividends paid to noncontrolling interest | | (12) | | | (214) | | | |
Sale of subsidiary stock | | 29 | | | 697 | | | |
Purchase of noncontrolling interest | | — | | | (3,462) | | | |
Other financing activities | | (1,052) | | | (1,172) | | | |
Net cash used in financing activities | | (6,945) | | | (3,309) | | | |
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Effect of exchange rates on cash, cash equivalents and restricted cash | | (340) | | | 147 | | | |
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Net increase (decrease) in cash, cash equivalents and restricted cash | | (1,056) | | | 5,130 | | | |
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Cash, cash equivalents and restricted cash at beginning of year | | 9,935 | | | 8,841 | | | |
Cash, cash equivalents and restricted cash at end of period | | $ | 8,879 | | | $ | 13,971 | | | |
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See accompanying notes.
Walmart Inc.
Notes to Condensed Consolidated Financial Statements
Note 1. Summary of Significant Accounting Policies
Basis of Presentation
The Condensed Consolidated Financial Statements of Walmart Inc. and its subsidiaries ("Walmart" or the "Company") and the accompanying notes included in this Quarterly Report on Form 10-Q are unaudited. In the opinion of management, all adjustments necessary for the fair presentation of the Condensed Consolidated Financial Statements have been included. Such adjustments are of a normal, recurring nature. The Condensed Consolidated Financial Statements, and the accompanying notes, are prepared in accordance with generally accepted accounting principles in the United States ("GAAP") and do not contain certain information included in the Company's Annual Report on Form 10-K for the fiscal year ended January 31, 2024 ("fiscal 2024"). Therefore, the interim Condensed Consolidated Financial Statements should be read in conjunction with that Annual Report on Form 10-K.
The Company's Condensed Consolidated Financial Statements are based on a fiscal year ending January 31 for the United States ("U.S.") and Canadian operations. The Company consolidates all other operations generally using a one-month lag based on a calendar year. There were no significant intervening events during the month of July 2024 related to the consolidated operations using a lag that materially affected the Condensed Consolidated Financial Statements.
The Company's business is seasonal to a certain extent due to calendar events and national and religious holidays, as well as weather patterns. Historically, the Company's highest sales volume has occurred in the fiscal quarter ending January 31.
Use of Estimates
The Condensed Consolidated Financial Statements have been prepared in conformity with GAAP. 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 materially from those estimates.
Common Stock Split
On February 23, 2024, the Company effected a 3-for-1 forward split of its common stock and a proportionate increase in the number of authorized shares. All share and per share information, including share based compensation, throughout this Quarterly Report on Form 10-Q has been retroactively adjusted to reflect the stock split. The shares of common stock retain a par value of $0.10 per share. Accordingly, an amount equal to the par value of the increased shares resulting from the stock split was reclassified from capital in excess of par value to common stock.
Supplier Financing Program Obligations
In September 2022, the FASB issued ASU 2022-04, Liabilities - Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations, which enhances the transparency about the use of supplier finance programs for investors and other allocators of capital. The Company adopted this ASU as of February 1, 2023, other than the annual roll-forward disclosure requirement in the Company's Annual Report on Form 10-K which the Company will adopt in fiscal 2025.
The Company has supplier financing programs with financial institutions, in which the Company agrees to pay the financial institution the stated amount of confirmed invoices on the invoice due date for participating suppliers. Participation in these programs is optional and solely up to the supplier, who negotiates the terms of the arrangement directly with the financial institution and may allow early payment. Supplier participation in these programs has no bearing on the Company's amounts due. The payment terms that the Company has with participating suppliers under these programs generally range between 30 and 90 days. The Company does not have an economic interest in a supplier's participation in the program or a direct financial relationship with the financial institution funding the program. The Company is responsible for ensuring that participating financial institutions are paid according to the terms negotiated with the supplier, regardless of whether the supplier elects to receive early payment from the financial institution. The outstanding payment obligations to financial institutions under these programs were $5.7 billion, $5.3 billion and $5.3 billion, as of July 31, 2024, January 31, 2024 and July 31, 2023, respectively. These obligations are generally classified as accounts payable within the Condensed Consolidated Balance Sheets. The activity related to these programs is classified as an operating activity within the Condensed Consolidated Statements of Cash Flows.
Recent Accounting Pronouncements
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which updates reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The amendments are effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The amendments will be applied retrospectively to all prior periods presented in the financial statements. Management is currently evaluating this ASU to determine its impact on the Company's disclosures.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which expands the requirements for income tax disclosures in order to provide greater transparency. The amendments are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The amendments should be applied prospectively. Management is currently evaluating this ASU to determine its impact on the Company's disclosures.
Note 2. Net Income Per Common Share
Basic net income per common share attributable to Walmart is based on the weighted-average common shares outstanding during the relevant period. Diluted net income per common share 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 net income per common share attributable to Walmart for the three and six months ended July 31, 2024 and 2023.
The following table provides a reconciliation of the numerators and denominators used to determine basic and diluted net income per common share attributable to Walmart:
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| | Three Months Ended July 31, | | Six Months Ended July 31, |
(Amounts in millions, except per share data) | | 2024 | | 2023 | | 2024 | | 2023 |
Numerator | | | | | | | | |
Consolidated net income | | $ | 4,711 | | | $ | 8,053 | | | $ | 10,018 | | | $ | 9,949 | |
Consolidated net income attributable to noncontrolling interest | | (210) | | | (162) | | | (413) | | | (385) | |
Consolidated net income attributable to Walmart | | $ | 4,501 | | | $ | 7,891 | | | $ | 9,605 | | | $ | 9,564 | |
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Denominator | | | | | | | | |
Weighted-average common shares outstanding, basic | | 8,044 | | | 8,079 | | | 8,048 | | | 8,081 | |
Dilutive impact of share-based awards | | 37 | | | 29 | | | 34 | | | 29 | |
Weighted-average common shares outstanding, diluted | | 8,081 | | | 8,108 | | | 8,082 | | | 8,110 | |
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Net income per common share attributable to Walmart | | | | | | | | |
Basic | | $ | 0.56 | | | $ | 0.98 | | | $ | 1.19 | | | $ | 1.18 | |
Diluted | | 0.56 | | | 0.97 | | | 1.19 | | | 1.18 | |
Note 3. Accumulated Other Comprehensive Loss
The following tables provide the changes in the composition of total accumulated other comprehensive loss:
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(Amounts in millions and net of immaterial income taxes) | | Currency Translation and Other | | | | Cash Flow Hedges | | | | Total |
Balances as of February 1, 2024 | | $ | (10,407) | | | | | $ | (895) | | | | | $ | (11,302) | |
Other comprehensive income (loss) before reclassifications, net | | (93) | | | | | 10 | | | | | (83) | |
Reclassifications to income, net | | — | | | | | 18 | | | | | 18 | |
Balances as of April 30, 2024 | | $ | (10,500) | | | | | $ | (867) | | | | | $ | (11,367) | |
Other comprehensive loss before reclassifications, net | | (725) | | | | | (98) | | | | | (823) | |
Reclassifications to income, net | | (96) | | | | | 108 | | | | | 12 | |
Balances as of July 31, 2024 | | $ | (11,321) | | | | | $ | (857) | | | | | $ | (12,178) | |
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(Amounts in millions and net of immaterial income taxes) | | Currency Translation and Other | | | | Cash Flow Hedges | | | | Total |
Balances as of February 1, 2023 | | $ | (10,729) | | | | | $ | (951) | | | | | $ | (11,680) | |
Other comprehensive income (loss) before reclassifications, net | | 602 | | | | | (82) | | | | | 520 | |
Reclassifications to income, net | | — | | | | | 13 | | | | | 13 | |
Balances as of April 30, 2023 | | $ | (10,127) | | | | | $ | (1,020) | | | | | $ | (11,147) | |
Other comprehensive income before reclassifications, net | | 194 | | | | | 115 | | | | | 309 | |
Reclassifications to income, net | | — | | | | | 20 | | | | | 20 | |
Balances as of July 31, 2023 | | $ | (9,933) | | | | | $ | (885) | | | | | $ | (10,818) | |
| | | | | | | | | | |
| | | | | | | | | | |
| | | | | | | | | | |
Amounts reclassified from accumulated other comprehensive loss for derivative instruments are generally recorded in interest, net, in the Company's Condensed Consolidated Statements of Income. Amounts reclassified related to the cumulative translation for settlements of foreign-denominated bonds and associated cross-currency swaps are recorded in operating, selling, general and administrative expenses in the Company's Condensed Consolidated Statements of Income.
Note 4. Short-term Borrowings and Long-term Debt
The Company has various committed lines of credit in the U.S. to support its commercial paper program. In April 2024, the Company renewed and extended its existing 364-day revolving credit facility of $10.0 billion as well as its five-year credit facility of $5.0 billion. In total, the Company had committed lines of credit in the U.S. of $15.0 billion at July 31, 2024 and January 31, 2024, all undrawn.
The following table provides the changes in the Company's long-term debt for the six months ended July 31, 2024:
| | | | | | | | | | | | | | | | | | | | |
(Amounts in millions) | | Long-term debt due within one year | | Long-term debt | | Total |
Balances as of February 1, 2024 | | $ | 3,447 | | | $ | 36,132 | | | $ | 39,579 | |
| | | | | | |
Repayments of long-term debt | | (2,817) | | | — | | | (2,817) | |
Reclassifications of long-term debt | | 875 | | | (875) | | | — | |
Other | | (10) | | | 107 | | | 97 | |
Balances as of July 31, 2024 | | $ | 1,495 | | | $ | 35,364 | | | $ | 36,859 | |
Debt Repayments
Information on significant long-term debt repayments during the six months ended July 31, 2024 is as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
(Amounts in millions) | | | | | | | | | | |
Maturity Date | | | | Principal Amount | | Fixed vs. Floating | | Interest Rate | | Repayment |
April 22, 2024 | | | | $1,500 | | | Fixed | | 3.300% | | $ | 1,500 | |
July 8, 2024 | | | | $990 | | | Fixed | | 2.850% | | 990 | |
July 18, 2024 | | | | ¥40,000 | | | Fixed | | 0.298% | | 253 | |
Total | | | | | | | | | | $ | 2,743 | |
Note 5. Fair Value Measurements
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.
The Company measures the fair value of certain equity investments, including certain immaterial equity method investments where the Company has elected the fair value option, on a recurring basis within other long-term assets in the accompanying Condensed Consolidated Balance Sheets. The amounts of gains and losses included in earnings from fair value changes for these investments are recognized within other gains and losses in the Condensed Consolidated Statements of Income. The fair value of these investments is as follows:
| | | | | | | | | | | | | | | | | | | | | |
(Amounts in millions) | | | | | | | | Fair Value as of July 31, 2024 | | | Fair Value as of January 31, 2024 |
Equity investments measured using Level 1 inputs | | | | | | | | $ | 2,862 | | | | $ | 2,835 | |
Equity investments measured using Level 2 inputs | | | | | | | | 3,822 | | | | 4,414 | |
| | | | | | | | | | | |
Total | | | | | | | | $ | 6,684 | | | | $ | 7,249 | |
Changes in the fair value of these investments were primarily due to gains and losses resulting from net changes in the underlying stock prices, along with certain other immaterial investment activity. The fair value of these investments decreased $1.1 billion and $0.6 billion for the three and six months ended July 31, 2024, respectively, and increased $3.2 billion and $36 million for the three and six months ended July 31, 2023, respectively. Equity investments without readily determinable fair values are carried at cost and adjusted for any observable price changes or impairments within other gains and losses in the Condensed Consolidated Statements of Income.
Derivatives
The Company also has derivatives recorded at fair value. Derivative 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 July 31, 2024 and January 31, 2024, the notional amounts and fair values of these derivatives were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| July 31, 2024 | | January 31, 2024 | |
(Amounts in millions) | Notional Amount | | Fair Value | | Notional Amount | | Fair Value | |
Receive fixed-rate, pay variable-rate interest rate swaps designated as fair value hedges | $ | 4,771 | | | $ | (572) | | (1) | $ | 6,271 | | | $ | (654) | | (1) |
| | | | | | | | |
Receive fixed-rate, pay fixed-rate cross-currency swaps designated as cash flow hedges | 5,626 | | | (1,269) | | (1) | 5,879 | | | (1,302) | | (1) |
| | | | | | | | |
Total | $ | 10,397 | | | $ | (1,841) | | | $ | 12,150 | | | $ | (1,956) | | |
(1) Primarily classified in deferred income taxes and other within the Company's Condensed Consolidated Balance Sheets.
Nonrecurring Fair Value Measurements
In addition to assets and liabilities 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 have any material assets or liabilities resulting in nonrecurring fair value measurements as of July 31, 2024 in the Company's Condensed Consolidated Balance Sheets.
Other Fair Value Disclosures
The Company records cash and cash equivalents, restricted cash, 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 observable prices of identical instruments in less active markets. The carrying value and fair value of the Company's long-term debt as of July 31, 2024 and January 31, 2024, are as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | July 31, 2024 | | January 31, 2024 |
(Amounts in millions) | | Carrying Value | | Fair Value | | Carrying Value | | Fair Value |
Long-term debt, including amounts due within one year | | $ | 36,859 | | | $ | 35,362 | | | $ | 39,579 | | | $ | 38,431 | |
Note 6. Contingencies
Legal Proceedings
The Company is involved in a number of legal proceedings and certain regulatory matters. The Company records a liability for those legal proceedings and regulatory matters when it determines it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. The Company also discloses when it is reasonably possible that a material loss may be incurred. From time to time, 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 and its shareholders.
Unless stated otherwise, the 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 position, results of operations, or cash flows. The Company can provide no assurance as to the scope and outcome of these matters and cannot reasonably estimate any loss or range of loss, beyond the amounts accrued, if any, that may arise from these matters.
Settlement of Certain Opioid-Related Matters
The Company entered into settlement agreements with all 50 states, the District of Columbia, Puerto Rico, three U.S. territories, and the vast majority of eligible political subdivisions and federally recognized Native American tribes to resolve opioid-related claims against the Company. Remaining eligible political subdivisions and federally recognized Native American tribes have until July 15, 2025 and February 24, 2026, respectively, to join these settlements. In fiscal year 2023, the Company accrued a liability of approximately $3.3 billion for these settlements, which include amounts for remediation of alleged harms, attorneys' fees, and costs. As of January 31, 2024, substantially all of the approximately $3.3 billion accrued liability had been paid.
Ongoing Opioid-Related Litigation
The Company will continue to vigorously defend against any opioid-related matters not settled or otherwise resolved, including, but not limited to, each of the matters described below; any other actions filed by healthcare providers, individuals and third-party payers; and any action filed by a political subdivision or Native American tribe that elects not to join the settlement described above. Accordingly, the Company has not accrued a liability for these opioid-related matters nor can the Company reasonably estimate any loss or range of loss that may arise from these matters. The Company can provide no assurance as to the scope and outcome of any of the opioid-related matters and no assurance that its business, financial position, results of operations or cash flows will not be materially adversely affected.
Opioid Multidistrict Litigation; Other Opioid-Related Matters in the U.S. and Canada. In December 2017, the United States Judicial Panel on Multidistrict Litigation consolidated numerous lawsuits filed against a wide array of defendants by various plaintiffs, including counties, cities, healthcare providers, Native American tribes, individuals and third-party payers, asserting claims generally concerning the impacts of widespread opioid abuse. The consolidated multidistrict litigation is entitled In re National Prescription Opiate Litigation (MDL No. 2804) (the "MDL") and is pending in the U.S. District Court for the Northern District of Ohio. The Company is named as a defendant in some cases included in the MDL.
A trial involving claims brought by two counties against certain defendants, including the Company, in the MDL resulted in a judgment on August 17, 2022 that ordered all three defendants, including the Company, to pay an aggregate amount of approximately $0.7 billion over 15 years, on a joint and several liability basis, and granted the plaintiffs injunctive relief. On September 7, 2022, the Company filed an appeal with the Sixth Circuit Court of Appeals. The monetary aspect of the judgment is stayed pending appeal, and the injunctive aspect of the judgment went into effect on February 20, 2023 and has not materially impacted the Company's operations. On September 11, 2023, the Sixth Circuit Court of Appeals issued an order certifying certain questions in the appeal for review by the Supreme Court of Ohio. On November 29, 2023, the Supreme Court of Ohio accepted the request for certification, and the matter remains pending with the court.
Additional opioid-related cases against the Company remain pending in the MDL and in state and federal courts. The plaintiffs include healthcare providers, third-party payers, individuals and others and seek compensatory and punitive damages and injunctive relief, including abatement. The MDL has designated four cases brought by third-party payers as bellwether cases to proceed through discovery. The MDL may designate additional bellwether cases in the future.
The Company has been responding to subpoenas, information requests, and investigations from governmental entities related to nationwide controlled substance dispensing and distribution practices involving opioids.
Wal-Mart Canada Corp. and certain other subsidiaries of the Company have been named as defendants in two putative class action complaints filed in Canada related to distribution practices involving opioids. These matters remain pending.
Department of Justice Opioid Civil Litigation. On December 22, 2020, the U.S. Department of Justice (the "DOJ") filed a civil complaint in the U.S. District Court for the District of Delaware alleging that the Company unlawfully dispensed controlled substances from its pharmacies and unlawfully distributed controlled substances to those pharmacies. The complaint alleges that this conduct resulted in violations of the Controlled Substances Act. The DOJ is seeking civil penalties and injunctive relief. On March 11, 2024, the Court granted in-part Walmart's motion to dismiss by dismissing the entirety of the DOJ's claims
related to distribution and dismissing the DOJ's claims arising under one of the DOJ's two dispensing liability theories. The DOJ's claims arising under its other dispensing liability theory remain pending.
Opioid-Related Securities Class Actions and Derivative Litigation. The Company is the subject of two securities class actions alleging violations of the federal securities laws regarding the Company's disclosures with respect to opioids purportedly on behalf of a class of investors who acquired Walmart stock from March 31, 2017 through December 22, 2020. Those actions were filed in the U.S. District Court for the District of Delaware in 2021 and later consolidated. On April 8, 2024, the court granted the Company's motion to dismiss these actions. On April 29, 2024, the plaintiffs appealed to the Third Circuit Court of Appeals, where the matter remains pending.
On September 27, 2021, three shareholders filed a derivative action in the Delaware Court of Chancery alleging that certain members of the Board of Directors and certain former officers breached their fiduciary duties in failing to adequately oversee the Company's prescription opioids business. In two orders issued on April 12 and 26, 2023, the Court of Chancery granted the defendants' motion to dismiss with respect to claims involving the Company's distribution practices and denied the remainder of the motion. On May 5, 2023, the Company's Board of Directors (the "Board") appointed an independent Special Litigation Committee (the "SLC") to investigate the allegations regarding certain current and former officers and directors named in the various derivative proceedings regarding oversight with respect to opioids. The Board has authorized the SLC to retain independent legal counsel and such other advisors as the SLC deems appropriate in carrying out its duties. The SLC's investigation is ongoing.
In addition, there are two other shareholder derivative actions pending in the U.S. District Court for the District of Delaware that allege breach of fiduciary duties against certain of the Company's current and former directors with respect to oversight of the Company's distribution and dispensing of opioids and violations of the federal securities laws and other breaches of duty by certain current and former directors and officers in connection with the Company's opioids disclosures. Those cases have been stayed pending developments in other opioid-related matters.
False Claims Act Litigation. On August 23, 2019, a qui tam action was filed in the U.S. District Court for the District of New Mexico. The action was partially unsealed on April 30, 2024 after the federal government declined to intervene. The DOJ informed the Company of its decision not to intervene on June 20, 2024. On July 25, 2024, the Court transferred the litigation to the U.S. District Court for the District of Delaware. The operative complaint is brought by two former pharmacists of the Company as relators and alleges the Company violated the Controlled Substances Act and state pharmacy regulations and that such conduct constitutes violations of the federal False Claims Act.
Other Legal Proceedings
Asda Equal Value Claims. Asda, formerly a subsidiary of the Company, was and still is a defendant in certain equal value claims that began in 2008 and are proceeding before an Employment Tribunal in Manchester in the United Kingdom on behalf of current and former Asda store employees, as well as additional claims in the High Court of the United Kingdom (the "Asda Equal Value Claims"). Further claims may be asserted in the future. Subsequent to the divestiture of Asda in February 2021, the Company continues to oversee the conduct of the defense of these claims. While potential liability for these claims remains with Asda, the Company has agreed to provide indemnification with respect to certain of these claims up to a contractually determined amount. 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 related to these proceedings. Accordingly, the Company can provide no assurance as to the scope and outcome of these matters.
Money Transfer Agent Services Matters. The Company has responded to grand jury subpoenas issued by the United States Attorney's Office for the Middle District of Pennsylvania on behalf of the DOJ seeking documents regarding the Company's consumer fraud prevention program and anti-money laundering compliance related to the Company's money transfer services, where Walmart is an agent. The most recent subpoena was issued in August 2020. Walmart's responses to DOJ's subpoenas have been complete since 2021. The Company continues to cooperate with and provide information and documents voluntarily in response to supplemental requests from the DOJ. The Company has also responded to civil investigative demands from the United States Federal Trade Commission (the "FTC") in connection with the FTC's investigation related to money transfers and the Company's anti-fraud program in its capacity as an agent. On June 28, 2022, the FTC filed a complaint against the Company in the U.S. District Court for the Northern District of Illinois alleging that Walmart violated the Federal Trade Commission Act and the Telemarketing Sales Rule regarding its money transfer agent services and is requesting non-monetary relief and civil penalties. On August 29, 2022, the Company filed a motion to dismiss the complaint. On March 27, 2023, the Court issued an opinion dismissing the FTC's claim under the Telemarketing Sales Rule and denying Walmart's motion to dismiss the claim under Section 5 of the Federal Trade Commission Act. On April 12, 2023, Walmart filed a motion to certify the Court's March 27, 2023, order for interlocutory appeal. On June 30, 2023, the FTC filed an amended complaint against Walmart again asserting claims under the Federal Trade Commission Act and Telemarketing Sales Rule. On July 20, 2023, the Court denied Walmart's motion to certify the Court's March 27, 2023, order for interlocutory appeal, finding that it would be more orderly to consider a request for interlocutory appeal after a ruling on Walmart's motion to dismiss the amended complaint. Walmart's motion to dismiss the amended complaint was filed on August 11, 2023. On July 3, 2024, the Court granted in part Walmart's motion to dismiss the amended complaint by dismissing with prejudice the claims under the Telemarketing Sales Rule. The
claims for injunctive relief under Section 5 of the Federal Trade Commission Act remain pending. On August 1, 2024, Walmart filed a motion to certify the July 3 order for interlocutory appeal. On August 9, 2024, the FTC filed a motion seeking reconsideration of the July 3 order.
The Company intends to vigorously defend these matters. However, the Company can provide no assurance as to the scope and outcome of these matters and cannot reasonably estimate any loss or range of loss that may arise. Accordingly, the Company can provide no assurance that its business, financial position, results of operations or cash flows will not be materially adversely affected.
Mexico Antitrust Matter. On October 6, 2023, the Comisión Federal de Competencia Económica of México ("COFECE") notified the main Mexican operating subsidiary of Wal-Mart de México, S.A.B. de C.V. ("Walmex"), a majority owned subsidiary of the Company, that COFECE's Investigatory Authority ("IA") had requested COFECE to initiate a quasi-judicial administrative process against Walmex's subsidiary for alleged relative monopolistic practices in connection with the supply and wholesale distribution of certain consumer goods, retail marketing practices of such consumer goods and related services. The quasi-judicial administrative process is the first opportunity for Walmex's subsidiary to respond to and defend against the IA's allegations before COFECE. While COFECE has the authority to impose monetary relief and/or non-structural conduct measures, such relief and conduct measures would be subject to appeal by Walmex's subsidiary. On December 14, 2023, Walmex's subsidiary submitted its defense arguments and will continue to defend against the allegations vigorously, both at the quasi-judicial administrative process and, if required, before any courts. The Company can provide no assurance as to the scope and outcome of these matters, cannot reasonably estimate any loss or range of loss that may arise and can provide no assurance that its business, financial position, results of operations or cash flows will not be materially adversely affected.
Foreign Direct Investment Matters. In July 2021, the Directorate of Enforcement in India issued a show cause notice to Flipkart Private Limited and one of its subsidiaries ("Flipkart"), and to unrelated companies and individuals, including certain current and former shareholders and directors of Flipkart. The notice requests the recipients to show cause as to why further proceedings under India's Foreign Direct Investment rules and regulations (the "Rules") should not be initiated against them based on alleged violations during the period from 2009 to 2015, prior to the Company's acquisition of a majority stake in Flipkart in 2018 (the "Notice"), in addition to more recent requests for information from the Directorate of Enforcement to Flipkart for periods prior and subsequent to April 2016 regarding the Rules (the "Requests"). The Notice is an initial stage of proceedings under the Rules which could, depending upon the conclusions at the end of the initial stage, lead to a hearing to consider the merits of the allegations described in the Notice. If a hearing is initiated, whether with respect to the Notice or from further proceedings related to the Requests, and if it is determined that violations of the Rules occurred, then the regulatory authority has the authority to impose monetary and/or non-monetary relief, such as share ownership restrictions. Flipkart has been responding to the Notice and, if the matter progresses to a consideration of the merits of the allegations described in the Notice, Flipkart intends to defend against the allegations vigorously. Due to the fact that the process regarding the Notice is in the early stages, the Company is unable to predict whether the Notice will lead to a hearing on the merits or, if it does, the final outcome of the resulting proceedings, as well as whether any further proceedings will arise with respect to the Requests. The Company cannot reasonably estimate any loss or range of loss that may arise from these matters and can provide no assurance as to the scope or outcome of any proceeding that might result from the Notice or the Requests, the amount of the proceeds the Company may receive in indemnification from individuals and entities that sold shares to the Company under the 2018 agreement for the period prior to the date the Company acquired its majority stake in Flipkart, and further can provide no assurance that its business, financial position, results of operations or cash flows will not be materially adversely affected.
Note 7. Segments and Disaggregated Revenue
Segments
The Company is engaged in the operation of retail and wholesale stores and clubs, as well as eCommerce websites and mobile applications, located throughout the U.S., Africa, Canada, Central America, Chile, China, India and Mexico. The Company's operations are conducted in three reportable segments: Walmart U.S., Walmart International and Sam's Club. The Company defines its segments as those operations whose results the 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 merchandising concept in the U.S., as well as eCommerce, which includes omni-channel initiatives and certain other business offerings such as advertising services through Walmart Connect. The Walmart International segment consists of the Company's operations outside of the U.S., as well as eCommerce and omni-channel initiatives. The Sam's Club segment includes the warehouse membership clubs in the U.S., as well as samsclub.com and omni-channel initiatives. 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 and other measures, including any corporate overhead allocations, as determined by the information regularly reviewed by its CODM.
Net sales by segment are as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended July 31, | | Six Months Ended July 31, |
(Amounts in millions) | | 2024 | | 2023 | | 2024 | | 2023 |
Net sales: | | | | | | | | |
Walmart U.S. | | $ | 115,347 | | | $ | 110,854 | | | $ | 224,017 | | | $ | 214,755 | |
Walmart International | | 29,567 | | | 27,596 | | | 59,400 | | | 54,200 | |
Sam's Club | | 22,853 | | | 21,830 | | | 44,288 | | | 42,329 | |
Net sales | | $ | 167,767 | | | $ | 160,280 | | | $ | 327,705 | | | $ | 311,284 | |
Operating income by segment, as well as unallocated operating expenses for corporate and support, interest, net, and other gains and losses are as follows: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended July 31, | | Six Months Ended July 31, | | |
(Amounts in millions) | | 2024 | | 2023 | | 2024 | | 2023 | | | | |
Operating income (loss): | | | | | | | | | | | | |
Walmart U.S. | | $ | 6,591 | | | $ | 6,114 | | | $ | 11,923 | | | $ | 11,098 | | | | | |
Walmart International | | 1,360 | | | 1,190 | | | 2,893 | | | 2,354 | | | | | |
Sam's Club | | 581 | | | 521 | | | 1,196 | | | 979 | | | | | |
Corporate and support | | (592) | | | (509) | | | (1,231) | | | (875) | | | | | |
Operating income | | 7,940 | | | 7,316 | | | 14,781 | | | 13,556 | | | | | |
Interest, net | | 565 | | | 494 | | | 1,165 | | | 1,051 | | | | | |
| | | | | | | | | | | | |
Other (gains) and losses | | 1,162 | | | (3,905) | | | 368 | | | (910) | | | | | |
Income before income taxes | | $ | 6,213 | | | $ | 10,727 | | | $ | 13,248 | | | $ | 13,415 | | | | | |
Disaggregated Revenues
In the following tables, segment net sales are disaggregated by either merchandise category or by market. From time to time, the Company revises the assignment of net sales of a particular item to a merchandise category. When the assignment changes, previous period amounts are reclassified to be comparable to the current period's presentation.
In addition, net sales related to eCommerce are provided for each segment, which include omni-channel sales, where a customer initiates an order digitally and the order is fulfilled through a store or club.
| | | | | | | | | | | | | | | | | | | | | | | | | | |
(Amounts in millions) | | Three Months Ended July 31, | | Six Months Ended July 31, |
Walmart U.S. net sales by merchandise category | | 2024 | | 2023 | | 2024 | | 2023 |
Grocery | | $ | 68,680 | | | $ | 66,240 | | | $ | 135,111 | | | $ | 129,647 | |
General merchandise | | 28,980 | | | 29,076 | | | 54,691 | | | 54,841 | |
Health and wellness | | 15,030 | | | 13,374 | | | 29,279 | | | 26,222 | |
Other categories | | 2,657 | | | 2,164 | | | 4,936 | | | 4,045 | |
Total | | $ | 115,347 | | | $ | 110,854 | | | $ | 224,017 | | | $ | 214,755 | |
Of Walmart U.S.'s total net sales, approximately $18.9 billion and $15.5 billion related to eCommerce for the three months ended July 31, 2024 and 2023, respectively, and approximately $36.5 billion and $30.0 billion related to eCommerce for the six months ended July 31, 2024 and 2023, respectively. | | | | | | | | | | | | | | | | | | | | | | | | | | |
(Amounts in millions) | | Three Months Ended July 31, | | Six Months Ended July 31, |
Walmart International net sales by market | | 2024 | | 2023 | | 2024 | | 2023 |
Mexico and Central America | | $ | 13,099 | | | $ | 11,994 | | | $ | 26,331 | | | $ | 22,952 | |
Canada | | 5,891 | | | 5,842 | | | 11,219 | | | 10,982 | |
China | | 4,440 | | | 3,896 | | | 9,883 | | | 8,820 | |
| | | | | | | | |
Other | | 6,137 | | | 5,864 | | | 11,967 | | | 11,446 | |
Total | | $ | 29,567 | | | $ | 27,596 | | | $ | 59,400 | | | $ | 54,200 | |
Of Walmart International's total net sales, approximately $6.8 billion and $5.8 billion related to eCommerce for the three months ended July 31, 2024 and 2023, respectively, and approximately $13.2 billion and $11.2 billion related to eCommerce for the six months ended July 31, 2024 and 2023, respectively.
| | | | | | | | | | | | | | | | | | | | | | | | | | |
(Amounts in millions) | | Three Months Ended July 31, | | Six Months Ended July 31, |
Sam's Club net sales by merchandise category | | 2024 | | 2023 | | 2024 | | 2023 |
Grocery and consumables | | $ | 15,010 | | | $ | 14,325 | | | $ | 29,306 | | | $ | 27,823 | |
Fuel, tobacco and other categories | | 3,299 | | | 3,338 | | | 6,450 | | | 6,526 | |
Home and apparel | | 2,466 | | | 2,428 | | | 4,550 | | | 4,507 | |
Health and wellness | | 1,470 | | | 1,186 | | | 2,798 | | | 2,342 | |
Technology, office and entertainment | | 608 | | | 553 | | | 1,184 | | | 1,131 | |
Total | | $ | 22,853 | | | $ | 21,830 | | | $ | 44,288 | | | $ | 42,329 | |
Of Sam's Club's total net sales, approximately $3.0 billion and $2.4 billion related to eCommerce for the three months ended July 31, 2024 and 2023, respectively, and approximately $5.6 billion and $4.7 billion related to eCommerce for the six months ended July 31, 2024 and 2023, respectively.
Note 8. Subsequent Event
The Company's Board of Directors approved the sale of its investment in JD.com, effective on August 20, 2024, with the securities being sold on the same day. The Company will recognize a loss of $0.3 billion within other gains and losses in the Condensed Consolidated Statement of Income and a reduction of $3.8 billion within other long-term assets in the Condensed Consolidated Balance Sheets during the fiscal quarter ending October 31, 2024.
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Overview
This discussion, which presents Walmart Inc.'s ("Walmart," the "Company," "our," or "we") results for periods occurring in the fiscal year ending January 31, 2025 ("fiscal 2025") and the fiscal year ended January 31, 2024 ("fiscal 2024"), should be read in conjunction with our Condensed Consolidated Financial Statements as of and for the three and six months ended July 31, 2024, and the accompanying notes included in Part I, Item 1 of this Quarterly Report on Form 10-Q, as well as our Consolidated Financial Statements as of and for the year ended January 31, 2024, the accompanying notes and the related Management's Discussion and Analysis of Financial Condition and Results of Operations, contained in our Annual Report on Form 10-K for the year ended January 31, 2024. 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 information about the financial results of each 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 and other measures as determined by the information regularly reviewed by our chief operating decision maker.
Comparable store and club sales, or comparable sales, is a metric that indicates the performance of our existing stores and clubs by measuring the change in sales for such stores and clubs for a particular period from the corresponding prior year period. Walmart's definition of comparable sales includes sales from stores and clubs open for the previous 12 months, including remodels, relocations, expansions and conversions, as well as eCommerce sales. We measure the eCommerce sales impact by including all sales initiated digitally, including omni-channel transactions which are fulfilled through our stores and clubs, as well as certain other business offerings that are part of our ecosystem, such as our Walmart Connect advertising business. Sales at a store that has changed in format are excluded from comparable sales when the conversion of that store is accompanied by a relocation or expansion that results in a change in the store's retail square feet of more than five percent. Sales related to divested businesses are excluded from comparable sales, and sales related to acquisitions are excluded until such acquisitions have been owned for 12 months. Comparable sales are also referred to as "same-store" sales by others within the retail industry. The method of calculating comparable sales varies across the retail industry. As a result, our calculation of comparable sales is not necessarily comparable to similarly titled measures reported by other companies.
In discussing our operating results, the term currency exchange rates refers to the currency exchange rates we use to convert the operating results for countries where the functional currency is not the U.S. dollar into U.S. dollars. We calculate the effect of changes in currency exchange rates as the difference between current period activity translated using the current period's currency exchange rates and the comparable prior year period's currency exchange rates. Additionally, no currency exchange rate fluctuations are calculated for non-USD acquisitions until owned for 12 months. 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.
Each of our segments contributes to the Company's operating results differently. Each, however, has generally maintained a relatively consistent contribution rate to the Company's net sales and operating income in recent years other than minor changes to the contribution rate for the Walmart International segment due to fluctuations in currency exchange rates.
We operate in a highly competitive omni-channel retail industry in all of the markets we serve. We face strong sales competition from other discount, department, drug, dollar, variety and specialty stores, warehouse clubs and supermarkets, as well as eCommerce businesses, and companies that offer services in digital advertising, fulfillment and delivery services, health and wellness, and financial services. Many of these competitors are national, regional or international chains or have a national or international omni-channel or eCommerce presence. We compete with a number of companies for attracting and retaining quality employees ("associates"). We, along with other retail companies, are influenced by a number of factors including, but not limited to: catastrophic events, weather and other risks related to climate change, global health epidemics, competitive pressures, consumer disposable income, consumer debt levels and buying patterns, consumer credit availability, disruptions in supply chain and inventory management, cost and availability of goods, currency exchange rate fluctuations, customer preferences, deflation, inflation, fuel and energy prices, general economic conditions, insurance costs, interest rates, labor availability and costs, tax rates, the imposition of tariffs, 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 our securities can be found herein under "Item 5. Other Information."
We expect continued uncertainty in our business and the global economy due to inflationary trends, a challenging macro environment, geopolitical conditions, supply chain disruptions, volatility in employment trends and consumer confidence. For a detailed discussion on results of operations by reportable segment, refer to "Results of Operations" below.
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 maintain and strengthen our competitive positions in the countries in which we operate. We define our financial priorities as follows:
•Growth - serve customers through a seamless omni-channel experience;
•Margin - improve our operating income margin through productivity initiatives as well as category and business mix; and
•Returns - improve our Return on Investment through margin improvement and disciplined capital spend.
Growth
Our objective of prioritizing growth means we will focus on serving customers and members however they want to shop through our omni-channel business model. This includes increasing comparable store and club sales through increasing membership at Sam's Club and through Walmart+, accelerating eCommerce sales growth and expansion of omni-channel initiatives that complement our strategy.
Comparable sales is a metric that indicates the performance of our existing stores and clubs by measuring the change in sales for such stores and clubs, including eCommerce sales, for a particular period over the corresponding period in the previous year. The retail industry generally reports comparable sales using the retail calendar (also known as the 4-5-4 calendar). To be consistent with the retail industry, we provide comparable sales using the retail calendar in our quarterly earnings releases. However, when we discuss our comparable sales below, we are referring to our calendar comparable sales calculated using our fiscal calendar, which may result in differences when compared to comparable sales using the retail calendar. We focus on comparable sales in the U.S. as we believe it is a meaningful metric within the context of the U.S. retail market where there is a single currency, one inflationary market and generally consistent store and club formats from year to year.
Calendar comparable sales, as well as the impact of fuel, for the three and six months ended July 31, 2024 and 2023, were as follows:
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| | Three Months Ended July 31, | | Six Months Ended July 31, |
| | 2024 | | 2023 | | 2024 | | 2023 | | 2024 | | 2023 | | 2024 | | 2023 |
| | With Fuel | | Fuel Impact | | With Fuel | | Fuel Impact |
Walmart U.S. | | 4.2 | % | | 5.9 | % | | 0.0 | % | | (0.3) | % | | 4.6 | % | | 6.7 | % | | 0.1 | % | | (0.3) | % |
Sam's Club | | 4.7 | % | | (0.2) | % | | (0.8) | % | | (5.6) | % | | 4.6 | % | | 2.1 | % | | (0.8) | % | | (4.4) | % |
Total U.S. | | 4.3 | % | | 4.9 | % | | (0.1) | % | | (1.2) | % | | 4.6 | % | | 5.9 | % | | (0.1) | % | | (1.0) | % |
Comparable sales in the U.S., including fuel, increased 4.3% and 4.6% for the three and six months ended July 31, 2024, respectively, when compared to the same periods in the previous fiscal year. The Walmart U.S. segment had comparable sales growth of 4.2% and 4.6% for the three and six months ended July 31, 2024, respectively, driven by growth in transactions, with strong sales in grocery and health and wellness. The Walmart U.S. segment's eCommerce net sales positively contributed approximately 2.9% to comparable sales for both the three and six months ended July 31, 2024, which was primarily driven by store-fulfilled pickup and delivery.
Comparable sales at the Sam's Club segment increased 4.7% and 4.6% for the three and six months ended July 31, 2024, respectively, driven by growth in transactions, including strong sales in grocery and consumables and health and wellness. The Sam's Club segment's eCommerce sales positively contributed approximately 2.2% and 1.9% to comparable sales for the three and six months ended July 31, 2024, respectively, which was primarily driven by club-fulfilled curbside pickup and delivery.
Margin
Our objective of prioritizing margin focuses on growth with a focus on incremental margin accretion through a combination of productivity improvements, as well as category and business mix. We invest in technology and process improvements to increase productivity, manage inventory and reduce costs, and we operate with discipline by managing expenses and optimizing the efficiency of how we work. Additionally, we focus on our mix of businesses, including the expansion of connected value streams with higher margins, such as advertising and membership income. Our objective is to achieve operating income leverage, which we define as growing operating income at a faster rate than net sales.
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| | Three Months Ended July 31, | | Six Months Ended July 31, |
(Amounts in millions) | | 2024 | | 2023 | | 2024 | | 2023 |
Net sales | | $ | 167,767 | | | $ | 160,280 | | | $ | 327,705 | | | $ | 311,284 | |
Percentage change from comparable period | | 4.7 | % | | 5.9 | % | | 5.3 | % | | 6.7 | % |
Gross profit as a percentage of net sales | | 24.4 | % | | 24.0 | % | | 24.2 | % | | 23.8 | % |
Operating, selling, general and administrative expenses as a percentage of net sales | | 20.6 | % | | 20.3 | % | | 20.7 | % | | 20.3 | % |
Operating income | | $ | 7,940 | | | $ | 7,316 | | | $ | 14,781 | | | $ | 13,556 | |
Percentage change from comparable period | | 8.5 | % | | 6.7 | % | | 9.0 | % | | 11.4 | % |
Operating income as a percentage of net sales | | 4.7 | % | | 4.6 | % | | 4.5 | % | | 4.4 | % |
Gross profit as a percentage of net sales ("gross profit rate") increased 43 basis points for both the three and six months ended July 31, 2024, respectively, when compared to the same periods in the previous fiscal year. The increases were primarily driven by the Walmart U.S. segment due to managing prices aligned to our competitive price gaps, as well as growth in higher margin businesses globally, partially offset by mix shifts into lower margin merchandise categories.
Operating expenses as a percentage of net sales increased 35 and 38 basis points for the three and six months ended July 31, 2024, respectively. The increase for the three months ended July 31, 2024 was primarily driven by higher marketing expenses and higher variable pay as a result of exceeding planned performance. The increase for the six months ended July 31, 2024 was primarily driven by higher variable pay as a result of exceeding planned performance, higher marketing expenses and business reorganization costs of $0.3 billion incurred during the first quarter of fiscal 2025.
Operating income increased $0.6 billion or 8.5% and $1.2 billion or 9.0% for the three and six months ended July 31, 2024, respectively, primarily due to the factors described above as well as from strong growth in membership income globally.
Returns
As we execute our financial framework, we believe our return on capital will improve over time. We measure return on capital with our return on investment and free cash flow metrics. In addition, we provide returns in the form of share repurchases and dividends, which are discussed in the Liquidity and Capital Resources section. Return on Assets and Return on Investment
We include Return on Assets ("ROA"), the most directly comparable measure based on our financial statements presented in accordance with generally accepted accounting principles in the U.S. ("GAAP") and Return on Investment ("ROI") as metrics to assess returns on assets. While ROI is considered a non-GAAP financial measure, management believes 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 strategic initiatives with possible short-term impacts. ROA was 6.4% and 5.6% for the trailing 12 months ended July 31, 2024 and 2023, respectively. The increase in ROA was primarily due to an increase in consolidated net income during the trailing 12 month period, as a result of higher operating income partially offset by changes in the fair value of our equity and other investments. ROI was 15.1% and 12.8% for the trailing 12 months ended July 31, 2024 and 2023, respectively. The increase in ROI was the result of an increase in operating income, primarily due to lapping opioid legal charges as well as business reorganization and restructuring charges incurred in the comparative trailing 12 months, as well as improvements in business performance, partially offset by an increase in average invested capital primarily due to higher purchases of property and equipment.
We define ROI as operating income plus interest income, depreciation and amortization, and rent expense for the trailing 12 months 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 amortization, less average accounts payable and average accrued liabilities for that period.
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 GAAP financial measure. For example, we exclude the impact of depreciation and amortization from our reported operating income in calculating the numerator of our calculation of ROI. As mentioned above, we consider ROA to be the financial measure computed in accordance with GAAP most directly comparable to our calculation of ROI. ROI differs from ROA (which is consolidated net income for the period divided by average total assets for the period) because ROI: adjusts operating income to exclude certain expense items and adds interest income; and adjusts total assets for the impact of accumulated depreciation and amortization, accounts payable and accrued liabilities 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 measure, 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 ROA and ROI, along with a reconciliation of ROI to the calculation of ROA, the most comparable GAAP financial measure, is as follows:
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| | For the Trailing Twelve Months Ending July 31, |
(Amounts in millions) | | 2024 | | 2023 |
CALCULATION OF RETURN ON ASSETS |
Numerator | | | | |
Consolidated net income | | $ | 16,339 | | | $ | 13,991 | |
Denominator | | | | |
Average total assets(1) | | $ | 254,781 | | | $ | 251,160 | |
Return on assets (ROA) | | 6.4 | % | | 5.6 | % |
| | | | |
CALCULATION OF RETURN ON INVESTMENT |
Numerator | | | | |
Operating income | | $ | 28,237 | | | $ | 21,812 | |
+ Interest income | | 519 | | | 442 | |
+ Depreciation and amortization | | 12,440 | | | 11,318 | |
+ Rent | | 2,306 | | | 2,284 | |
= ROI operating income | | $ | 43,502 | | | $ | 35,856 | |
| | | | |
Denominator | | | | |
Average total assets(1) | | $ | 254,781 | | | $ | 251,160 | |
'+ Average accumulated depreciation and amortization(1) | | 118,077 | | | 110,921 | |
'- Average accounts payable(1) | | 56,646 | | | 55,384 | |
- Average accrued liabilities(1) | | 28,448 | | | 26,541 | |
= Average invested capital | | $ | 287,764 | | | $ | 280,156 | |
Return on investment (ROI) | | 15.1 | % | | 12.8 | % |
(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 two.
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| | As of July 31, |
| | 2024 | | 2023 | | 2022 |
Certain Balance Sheet Data | | | | | | |
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