What changed in this filing

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Item 1. Financial Statements

2024-08-30 compared with 2024-06-07 · 94 added, 39 removed, 418 unchanged (24% of the section changed)

1 unchanged sentence

Condensed Consolidated Statements of Income

Three Months Ended April 30,

Three Months Ended July 31, Six Months Ended July 31,

(Amounts in millions, except per share data) 2024 2023 2024 2023

6 unchanged sentences

Operating income 7,940 7,316 14,781 13,556

Debt 557 543 1,154 1,111

Finance lease 122 99 239 195

16 unchanged sentences

Condensed Consolidated Statements of Comprehensive Income

Three Months Ended April 30,

Three Months Ended July 31, Six Months Ended July 31,

(Amounts in millions) 2024 2023 2024 2023

2 unchanged sentences

Consolidated net income attributable to Walmart 4,501 7,891 9,605 9,564

Other comprehensive income, net of income taxes

Other comprehensive income (loss), net of income taxes

Currency translation and other ( 1,079 ) 306 ( 1,100 ) 1,117

Cash flow hedges 10 135 38 66

Other comprehensive income, net of income taxes 7 742

Other comprehensive income attributable to noncontrolling interest ( 72 ) ( 209 )

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 )

Other comprehensive income (loss) attributable to Walmart ( 811 ) 329 ( 876 ) 862

Comprehensive income, net of income taxes 3,642 8,494 8,956 11,132

Comprehensive income attributable to noncontrolling interest ( 275 ) ( 432 )

Comprehensive (income) loss attributable to noncontrolling interest 48 ( 274 ) ( 227 ) ( 706 )

Comprehensive income attributable to Walmart $ 3,690 $ 8,220 $ 8,729 $ 10,426

1 unchanged sentence

Condensed Consolidated Balance Sheets

April 30, January 31, April 30,

July 31, January 31, July 31,

(Amounts in millions) 2024 2024 2023

54 unchanged sentences

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

See accompanying notes.

13 unchanged sentences

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

See accompanying notes.

Condensed Consolidated Statements of Cash Flows

Three Months Ended April 30,

Six Months Ended July 31,

(Amounts in millions) 2024 2023

25 unchanged sentences

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 provided by (used in) financing activities ( 321 ) 1,940

Net cash used in financing activities ( 6,945 ) ( 3,309 )

Effect of exchange rates on cash, cash equivalents and restricted cash ( 340 ) 147

14 unchanged sentences

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 April 2024 related to the consolidated operations using a lag that materially affected the Condensed Consolidated Financial Statements.

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.

20 unchanged sentences

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 $ 5.2 billion, $ 5.3 billion and $ 4.7 billion, as of April 30, 2024, January 31, 2024 and April 30, 2023, respectively.

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.

16 unchanged sentences

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 months ended April 30, 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:

Three Months Ended April 30,

Three Months Ended July 31, Six Months Ended July 31,

(Amounts in millions, except per share data) 2024 2023 2024 2023

16 unchanged sentences

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 )

(Amounts in millions and net of immaterial income taxes) Currency

5 unchanged sentences

Balances as of April 30, 2023 $ ( 10,127 ) $ ( 1,020 ) $ ( 11,147 )

Other comprehensive income before reclassifications, net

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.

Short-term Borrowings and Long-term Debt

3 unchanged sentences

In total, the Company had committed lines of credit in the U.S.

of $ 15.0 billion at April 30, 2024 and January 31, 2024, all undrawn.

The following table provides the changes in the Company's long-term debt for the three months ended April 30, 2024:

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

1 unchanged sentence

Repayments of long-term debt ( 2,817 ) — ( 2,817 )

Reclassifications of long-term debt 875 ( 875 ) —

Other ( 10 ) 107 97

Balances as of April 30, 2024 $ 1,865 $ 35,928 $ 37,793

Balances as of July 31, 2024 $ 1,495 $ 35,364 $ 36,859

Debt Repayments

Information on significant long-term debt repayments during the three months ended April 30, 2024 is as follows:

Information on significant long-term debt repayments during the six months ended July 31, 2024 is as follows:

(Amounts in millions)

2 unchanged sentences

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

Fair Value Measurements

7 unchanged sentences

The fair value of these investments is as follows:

(Amounts in millions) Fair Value as of April 30, 2024 Fair Value as of January 31, 2024

(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

2 unchanged sentences

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 increased $ 0.6 billion and decreased $ 3.2 billion for the three months ended April 30, 2024 and 2023, respectively.

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.

2 unchanged sentences

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 April 30, 2024 and January 31, 2024, the notional amounts and fair values of these derivatives were as follows:

April 30, 2024 January 31, 2024

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

8 unchanged sentences

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 April 30, 2024 in the Company's Condensed Consolidated Balance Sheets.

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

3 unchanged sentences

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 April 30, 2024 and January 31, 2024, are as follows:

April 30, 2024 January 31, 2024

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

19 unchanged sentences

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.

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;

24 unchanged sentences

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.

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.

9 unchanged sentences

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.

This action is stayed while the SLC conducts its investigation.

The SLC's investigation is ongoing.

In addition, there are two other shareholder derivative actions pending in the U.S.

1 unchanged sentence

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

20 unchanged sentences

Walmart's motion to dismiss the amended complaint was filed on August 11, 2023.

The motion remains pending.

No other deadlines have yet been set, and discovery is stayed.

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.

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.

7 unchanged sentences

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.

Because this process is at an early stage, 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.

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.

Segments and Disaggregated Revenue

13 unchanged sentences

Net sales by segment are as follows:

Three Months Ended April 30,

Three Months Ended July 31, Six Months Ended July 31,

(Amounts in millions)

2024 2023 2024 2023

$ 115,347 $ 110,854 $ 224,017 $ 214,755

Walmart International 29,567 27,596 59,400 54,200

2 unchanged sentences

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 April 30,

Three Months Ended July 31, Six Months Ended July 31,

(Amounts in millions)

2024 2023 2024 2023

Operating income (loss):

13 unchanged sentences

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 April 30,

(Amounts in millions) Three Months Ended July 31, Six Months Ended July 31,

net sales by merchandise category 2024 2023 2024 2023

4 unchanged sentences

Total $ 115,347 $ 110,854 $ 224,017 $ 214,755

Of Walmart U.S.'s total net sales, approximately $ 17.6 billion and $ 14.5 billion related to eCommerce for the three months ended April 30, 2024 and 2023, respectively.

(Amounts in millions) Three Months Ended April 30,

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

4 unchanged sentences

Total $ 29,567 $ 27,596 $ 59,400 $ 54,200

Of Walmart International's total net sales, approximately $ 6.4 billion and $ 5.4 billion related to eCommerce for the three months ended April 30, 2024 and 2023, respectively.

(Amounts in millions) Three Months Ended April 30,

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

5 unchanged sentences

Total $ 22,853 $ 21,830 $ 44,288 $ 42,329

Of Sam's Club's total net sales, approximately $ 2.6 billion and $ 2.2 billion related to eCommerce for the three months ended April 30, 2024 and 2023, respectively .

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.

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.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements