On March 21, 2023, Hewlett Packard Enterprise Company
(“Hewlett Packard Enterprise”) closed its previously announced registered public offering of $1,300,000,000 aggregate principal amount of 5.900% notes due 2024 (the “2024 Notes”) and $400,000,000 aggregate principal amount of 6.102% notes due 2026
(the “2026 Notes,” and together with the 2024 Notes, the “Notes”).
The 2024 Notes and the 2026 Notes were issued pursuant
to a nineteenth supplemental indenture and twentieth supplemental indenture, respectively, each dated as of March 21, 2023 (collectively, the “Supplemental Indentures”) to the base indenture (the “Indenture”), dated as of October 9, 2015, between
Hewlett Packard Enterprise and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”). Copies of the Indenture and the Supplemental Indentures, each including the form of Notes attached thereto, are filed as Exhibits 4.1, 4.2,
4.3, 4.4 and 4.5 to this Current Report on Form 8-K and are incorporated herein by reference. A copy of the legal opinion of Gibson, Dunn & Crutcher LLP relating to the Notes is attached hereto as Exhibit 5.1.
Forward-looking statements
This document contains forward-looking statements
within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements involve risks, uncertainties and assumptions. If the risks or uncertainties ever materialize or the assumptions prove incorrect,
the results of Hewlett Packard Enterprise and its consolidated subsidiaries may differ materially from those expressed or implied by such forward-looking statements and assumptions. The words “believe’’, “expect’’, “anticipate’’, “intend’’, “will’’,
“estimates’’, “may’’, “likely’’, “could’’, “should’’ and similar expressions are intended to identify such forward-looking statements. All statements other than statements of historical fact are statements that could be deemed forward-looking
statements, including but not limited to any statements concerning the closing of the offering of the Notes, the anticipated use of proceeds from the offering of the Notes, the further issuance of additional notes with identical terms as the Notes,
the early redemption of the Notes or any conditions thereon, the availability of published Treasury maturities or investment ratings, the precise timing and delivery of payments, any statements of expectation or belief, and any statements of
assumptions underlying any of the foregoing.
Risks, uncertainties, and assumptions include the need
to address the many challenges facing Hewlett Packard Enterprise’s businesses; the competitive pressures faced by Hewlett Packard Enterprise’s businesses; risks associated with executing Hewlett Packard Enterprise’s strategy; the impact of
macroeconomic and geopolitical trends and events, including but not limited to supply chain constraints, the inflationary environment, the ongoing conflict between Russia and Ukraine, and the relationship between China and the U.S.; the need to
effectively manage third-party suppliers and distribute Hewlett Packard Enterprise’s products and services; the protection of Hewlett Packard Enterprise’s intellectual property assets, including intellectual property licensed from third parties and
intellectual property shared with its former parent; risks associated with Hewlett Packard Enterprise’s international operations (including from pandemics and public health problems, such as the outbreak of COVID-19, and geopolitical events, such as
those mentioned above); the development of and transition to new products and services and the enhancement of existing products and services to meet customer needs and respond to emerging technological trends; the execution and performance of
contracts by Hewlett Packard Enterprise and its suppliers, customers, clients, and partners, including any impact thereon resulting from macroeconomic or geopolitical events; the execution, integration, and other risks associated with business
combination and investment transactions; changes in our product, lease, intellectual property, or real estate portfolio; the payment or non-payment of a dividend for any period; the efficacy of using non-GAAP, rather than GAAP, financial measures in
business projections and planning; the judgments required in connection with determining revenue recognition; allowances for recovery of receivables and warranty obligations; the impacts of the Inflation Reduction Act of 2022 and related guidance or
regulations; and other risks that are described in Hewlett Packard Enterprise’s filings with the Securities and Exchange Commission, including but not limited to the risks described in Hewlett Packard Enterprise’s Annual Report on Form 10-K for the
fiscal year ended October 31, 2022, Hewlett Packard Enterprise’s Quarterly Report on Form 10-Q for the fiscal quarter ended January 31, 2023, and in other filings made by Hewlett Packard Enterprise from time to time with the Securities and Exchange
Commission. Hewlett Packard Enterprise assumes no obligation and does not intend to update these forward-looking statements.