WAL MART STORES INCFORMReport)10-K(AnnualFiled 04/01/15 for the Period Ending 01/31/15AddressTelepho

WAL MART STORES INCFORMReport)10-K(AnnualFiled 04/01/15 for the Period Ending 01/31/15AddressTelephoneCIKSymbolSIC CodeIndustrySectorFiscal Year702 SOUTHWEST 8TH STBENTONVILLE, AR 7271650127340000000104169WMT5331 – Variety StoresRetail (Department & Discount)Services01/31http://www.edgar-online.com© Copyright 2015, EDGAR Online, Inc. All Rights Reserved.Distribution and use of this document restricted under EDGAR Online, Inc. Terms of Use.UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549___________________________________________FORM 10-K___________________________________________Annual report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934for the fiscal year ended January 31, 2015 , orTransition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934Commission file number 1-6991.___________________________________________WAL-MART STORES, INC.(Exact name of registrant as specified in its charter)___________________________________________Delaware71-0415188(State or other jurisdiction ofincorporation or organization)(IRS EmployerIdentification No.)702 S.W. 8th StreetBentonville, Arkansas72716(Address of principal executive offices)(Zip Code)Registrant’s telephone number, including area code: (479) 273-4000Securities registered pursuant to Section 12(b) of the Act:Title of each className of each exchange on which registeredCommon Stock, par value $0.10 per shareNew York Stock ExchangeSecurities registered pursuant to Section 12(g) of the Act: None___________________________________________Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.YesNoIndicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act.YesNoIndicate 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 Actof 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has beensubject to such filing requirements for at least the past 90 days.YesNoIndicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive DataFile required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (orfor such shorter period that the registrant was required to submit and post such files).YesNoIndicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not becontained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form10-K or any amendment to this Form 10-K.Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reportingcompany. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the ExchangeAct.Large Accelerated FilerNon-Accelerated FilerAccelerated FilerSmaller Reporting CompanyIndicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).YesNoAs o f July 31, 2014, th e aggregate market value of the voting common stock of the registrant held by non-affiliates of the registrant, based onthe closing sale price of those shares on the New York Stock Exchange reported on July 31, 2014, was $116,140,698,613. For the purposes ofthis disclosure only, the registrant has assumed that its directors, executive officers (as defined in Rule 3b-7 under the Exchange Act) and thebeneficial owners of 5% or more of the registrant’s outstanding common stock are the affiliates of the registrant.The registrant had 3,226,062,652 shares of common stock outstanding as of March 30, 2015 .DOCUMENTS INCORPORATED BY REFERENCEDocumentParts Into Which IncorporatedPortions of the registrant’s Annual Report to Shareholders for theFiscal Year Ended January 31, 2015 (the “Annual Report toShareholders”) included as Exhibit 13 to this Form 10-KParts I and IIPortions of the registrant’s Proxy Statement for the Annual Meeting ofShareholders to be held June 5, 2015 (the “Proxy Statement”)Part III2CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS AND INFORMATIONThis Annual Report on Form 10-K, the other reports, statements, and information that Wal-Mart Stores, Inc. (which individually or togetherwith its subsidiaries, as the context otherwise requires, is hereinafter referred to as “we,” “Walmart” or the “Company”) has previously filedwith or furnished to, or that we may subsequently file with or furnish to, the Securities and Exchange Commission (“SEC”) and publicannouncements that we have previously made or may subsequently make include, may include or incorporate, or may incorporate by reference,certain statements that may be deemed to be “forward-looking statements” within the meaning of the Private Securities Litigation Reform Actof 1995, as amended (the “Act”), and that are intended to enjoy the protection of the safe harbor for forward-looking statements provided by theAct.Forward-looking StatementsThe forward-looking statements included or incorporated by reference in this Annual Report on Form 10-K and that are or may be included orincorporated by reference in those reports, statements, information and announcements address our future economic performance, activities,events or developments that we expect or anticipate will or may occur in the future, including or relating, but not limited to, our forecasts of orexpectations for various results, amounts, items and matters in or for future periods or at or by certain dates in the future, including:••••••••••••••••••••••••••••••our results of operations and certain financial results for certain periods;our earnings per share for certain periods;the comparable store sales or comparable club sales of one of our operating segments or operations in a particular country for a period;our effective tax rate for a fiscal year or fiscal quarter;our total revenue, our consolidated net sales or our membership and other income;the net sales of one or more of our operating segments or the membership and other income of our Sam’s Club segment;the period-over-period growth in the net sales of the Company, an operating segment or particular operations;the period-over-period change in particular financial items or financial measures or metrics;the effect of external factors on particular aspects of our financial performance;our expenses in various categories or for particular items or relating to particular occurrences;achievement of certain financial goals or plans;our investment in particular initiatives and categories;the amount, nature and allocation of future capital expenditures;the amount of the dividends we pay on our stock and the timing of those payments;our capital structure;the expansion and growth of our business, including the opening of certain numbers of additional stores, clubs and other facilities in theUnited States and additional units in the other countries in which we operate within a particular period, including openings of units of aparticular format;the increase in our retail square footage on a consolidated basis and in our various operating segments and in countries in which weoperate and the conversion of discount stores into supercenters, relocations of existing units, remodeling of or special projects at existingunits;the consummation of the acquisition of entities, assets or operations, the timing of the consummation of such acquisitions and the effectsof such acquisitions on our results of operations;our plans for integrating newly acquired operations into our existing operations;our business strategy, business plans, pricing strategy, financing strategy and plans for various initiatives within the Company or aparticular reportable segment of the Company’s operations;our cost of goods;our inventory levels and changes in those levels;the success of various operating initiatives;plans for various initiatives within the Company;changes in our operations, including the mix of merchandise sold globally, in the United States, internationally or in certain of themarkets in which we operate;changes in expected sales of certain categories of products;our plans for leveraging best practices, lessons from multiple formats and global sourcing practices;our liquidity and plans for accessing and ability to access the capital markets;our need and ability to repatriate cash held offshore of the United States and the tax effect of any such repatriation;the outcome of litigation and other legal proceedings to which we are subject and the costs we may incur in connection therewith andwhether the outcome of litigation will have a material effect on our financial condition, results of operation or liquidity;3••our objectives and plans for our business and operations, including the business and operations of any of our reportable segments andour e-commerce and mobile commerce operations globally and within one of our reportable segments; andother similar matters and the assumptions underlying or relating to any such statement.Such forward-looking statements include statements made in Part I, Item 3. “Legal Proceedings” in this Annual Report on Form 10-K as to ourbelief that the possible loss or range of any possible loss that may be incurred in connection with certain legal proceedings will not be materialto our financial condition, results of operations, or liquidity.Forward-looking statements are often identified by the use of words or phrases such as “anticipate,” “believe,” “could occur,” “could result,””continue,” “estimate,” “expect,” “forecast,” “guidance,” “plan,” “projected,” “projections,” “will be,” “will continue,” “will change,” “willdecrease,” “will have,” “will increase,” “will remain” and “will result” or words or other phrases commencing with the word “will,” or words orphrases that are variations of or that use such words or phrases and other similar words and phrases that denote anticipated or expectedoccurrences or results.Risks Factors and Uncertainties Affecting Our BusinessOur business operations are subject to numerous risks, factors and uncertainties, domestically and internationally, which are outside of ourcontrol. One, or a combination, of these risks, factors and uncertainties could materially affect any of those matters as to which we have madeforward-looking statements, including our results of operations, our earnings per share, our consolidated or one or more of our reportablesegments’ net sales, the comparable store sales or comparable club sales of one or more of our reportable segments, our effective tax rate forany period, our business operations or our business strategy, plans, goals or objectives. These factors include, but are not limited to:••••••••••••••••••••••••••economic, geo-political, capital markets and business conditions, trends and events globally and in the markets in which we operate,including changes in the economic conditions, economic instability and unemployment and underemployment levels globally and in oneor more of the markets in which we operate;monetary policies of the United States government, the Board of Governors of the Federal Reserve System, other governments or centralbanks, economic crises, including sovereign debt crises, and disruptions in the financial markets;governmental budget deficits;inflation and deflation, generally and in certain product categories;consumer confidence, disposable income, credit availability, spending levels, shopping patterns, debt levels and demand for certainmerchandise;customer traffic and average ticket in our stores and clubs and on our retail websites;the mix of merchandise we sell globally or in one or more of the markets in which we operate;consumer acceptance of our stores and clubs, e-commerce websites, mobile apps, initiatives, programs and merchandise offeringsglobally or in one or more of the markets in which we operate;the availability of attractive opportunities for investment in retail operations in the markets in which we currently operate and in newmarkets and for investment in e-commerce acquisitions and initiatives;the timing of consumers’ receipt of tax refund checks;changes in the amount of payments made under and the eligibility requirements of public assistance plans;commodity prices, including the prices of crude oil, natural gas, refined petroleum products and electricity;our historical financial performance, including our U.S. and Walmart International cash flows, for one or more periods or historicalfinancial position as of one or more dates completed or occurring after the date the pertinent forward-looking statement is made;the cost of the goods we sell;competitive initiatives of other retailers and other competitive pressures;the entry of new competitors in our markets;the seasonality of our business, seasonal buying patterns in the United States and our other markets;unanticipated store or club closures;the size of and turnover in our hourly workforce in the United States and in the other markets in which we operate;labor costs, including health-care and other benefit costs, globally or in one or more of the markets in which we operate;the level of participation by our associates in the health-care plans we offer to our associates;market costs of medical care and other essential services;transportation costs;the selling prices of gasoline and diesel fuel;casualty- and accident-related costs;our casualty and other insurance costs;4•••••••••••••••••••••••••information security costs and any costs and liabilities we would incur were a successful cyber attack on our information systems tooccur;availability and the cost of acceptable building sites for new and relocated stores, clubs and other facilities;availability of qualified labor pools in the specific markets in which we operate, including the availability of persons with the skills andabilities necessary to meet Walmart’s needs for managing and staffing its new and relocated units and conducting their operations and tomeet seasonal associate hiring needs;real estate, zoning, land use and other laws, ordinances, legal restrictions and initiatives that may prevent Walmart from building, or thatimpose limitations on Walmart’s ability to build, new units in certain locations or relocate or expand existing units;availability of necessary utilities for new or expanded units;availability of skilled labor and labor, material and other construction costs in areas in which new or relocated units are proposed to beconstructed or existing units are proposed to be expanded or remodeled;weather conditions, patterns and events, climate change, catastrophic events and disasters, public health emergencies, civil disturbancesand terrorist attacks and any consequent or related damage to our stores, clubs, distribution centers and other facilities and store closingsand other limitations on our customers’ access to our stores and clubs resulting from such events;disruption in the availability of our e-commerce websites and mobile commerce applications;cyberattacks on our information systems, including any of those used to operate our e-commerce websites;disruption in our supply chain, including of the availability and transport of goods from domestic and foreign suppliers to our stores andother facilities;trade restrictions and changes in tariff and freight rates;adoption of or changes in tax, labor and other laws and regulations that affect our business, including changes in corporate and personaltax rates and the imposition of new taxes and surcharges;costs of compliance with laws and regulations;the mix of our earnings from our United States and foreign operations;changes in our assessment of certain tax contingencies, increases or decreases in valuation allowances, outcome of administrative audits,the impact of discrete items on our effective tax rate and the resolution of other tax matters;developments in and the outcome of legal and regulatory proceedings to which we are a party or are subject and the expenses associatedtherewith;the requirements for expenditures in connection with FCPA-related matters, including enhancements to Walmart’s compliance programand ongoing investigations;changes in the rating of any of our indebtedness;currency exchange rate fluctuations and volatility;the amount of our net sales for a period denominated in particular currencies other than the U.S. dollar;fluctuations in market rates of interest;other conditions and events affecting financial and capital markets globally or in one or more of the markets in which we operate;unanticipated changes in generally accepted accounting principles or in the interpretations or applicability thereof;unanticipated changes in accounting estimates and judgments; andunanticipated restructurings and the related expenses.Moreover, we typically earn a disproportionate part of our annual operating income in the fourth quarter as a result of the seasonal buyingpatterns. Those buying patterns are difficult to forecast with certainty and can be affected by many factors.5Other Risk Factors; No Duty to UpdateThe foregoing list of factors that may affect the results, items and other matters that are the subject of the forecasts and expectations discussedin or implied or contemplated by forward-looking statements we make or that are made on our behalf is not exclusive, and other factors andunanticipated events could adversely affect our business operations and financial performance. Our business operations, results of operations,financial condition and liquidity are subject to other risk factors and uncertainties, which we discuss below under the caption “Item 1A. RiskFactors,” and may discuss in Management’s Discussion and Analysis of Financial Condition and Results of Operations incorporated byreference in our Annual Reports on Form 10-K and appearing in our Quarterly Reports on Form 10-Q. In addition, from time to time, we maydisclose additional risk factors and other risks in our Quarterly Reports on Form 10-Q and disclose other risks in other reports filed with theSEC. Investors and other readers are urged to consider all of these risks, uncertainties and other factors carefully in evaluating the forwardlooking statements.Forward-looking statements that we make or that are made by others on our behalf are based on a knowledge of our business and theenvironment in which we operate and assumptions that we believe to be reasonable at the time such forward-looking statements are made.However, as a consequence of the factors described above, the other risks, uncertainties and factors we disclose below and in the other reportsmentioned above, other risks not known to us at this time, changes in facts, assumptions not being realized or other circumstances, our actualresults may differ materially from those discussed in or implied or contemplated by such forward-looking statements. Consequently, thiscautionary statement qualifies all of the forward-looking statements we make or that are made on our behalf, including those made herein andthat are incorporated by reference herein. We cannot assure the reader that the results or developments expected or anticipated by us will berealized or, even if substantially realized, that those results or developments will result in the expected consequences for us or affect us, ourbusiness, our operations or our operating results in the manner we expect. We caution readers not to place undue reliance on such forwardlooking statements, which speak only as of their dates. We undertake no obligation to update any of the forward-looking statements to reflectsubsequent events or circumstances except to the extent required by applicable law.6WAL-MART STORES, INC.ANNUAL REPORT ON FORM 10-KFOR THE FISCAL YEAR ENDED JANUARY 31, 2015PART IITEM 1.BUSINESSGeneralWal-Mart Stores, Inc. (“Walmart,” the “Company” or “we”) helps people around the world save money and live better – anytime and anywhere– in retail stores or through our e-commerce and mobile capabilities. Through innovation, we are striving to create a customer-centricexperience that seamlessly integrates digital and physical shopping. Physical retail encompasses our brick and mortar presence in each marketwhere we operate. Digital retail is comprised of our e-commerce websites and mobile commerce applications. Each week, we serve nearly 260million customers who visit our over 11,000 stores under 72 banners in 27 countries and e-commerce websites in 11 countries.Our strategy is to lead on price, invest to differentiate on access, be competitive on assortment and deliver a great experience. Leading on priceis designed to earn the trust of our customers every day by providing a broad assortment of quality merchandise and services at everyday lowprices (“EDLP”), while fostering a culture that rewards and embraces mutual respect, integrity and diversity. EDLP is our pricing philosophyunder which we price items at a low price every day so our customers trust that our prices will not change under frequent promotional activity.Price leadership is core to who we are. Everyday low cost (“EDLC”) is our commitment to control expenses so those cost savings can bepassed along to our customers. Our digital and physical presence provides customers access to our broad assortment anytime and anywhere.We strive to give our customers and members a great digital and physical shopping experience.Our operations comprise three reportable segments: Walmart U.S., Walmart International and Sam’s Club. Our fiscal year ends on January 31for our United States (“U.S.”) and Canadian operations. We consolidate all other operations generally using a one-month lag and on a calendarbasis. Our discussion is as of and for the fiscal years ended January 31, 2015 (“fiscal 2015 “), January 31, 2014 (“fiscal 2014 “) and January 31,2013 (“fiscal 2013 “). During fiscal 2015 , we generated total revenues of $ 485.7 billion , which was primarily comprised of net sales of$482.2 billion .We maintain our principal offices at 702 S.W. 8th Street, Bentonville, Arkansas 72716, USA. Our common stock trades on the New YorkStock Exchange under the symbol “WMT.”The Development of Our CompanyAlthough Walmart was incorporated in Delaware in October 1969, the businesses conducted by our founders began in 1945 when Sam M.Walton opened a franchise Ben Franklin variety store in Newport, Arkansas. In 1946, his brother, James L. Walton, opened a similar store inVersailles, Missouri. Until 1962, our founders’ business was devoted entirely to the operation of variety stores. In that year, the first Wal-MartDiscount City, which was a discount store, opened in Rogers, Arkansas. In 1983, we opened our first three Sam’s Clubs, and in 1988, weopened our first supercenter. In 1998, we opened our first Neighborhood Market.In 1991, we began our first international initiative when we entered into a joint venture in Mexico. Since then, our international presence hascontinued to expand and as of January 31, 2015 , our Walmart International segment conducted business in 26 countries.In 2000, we began our first digital initiative by creating the walmart.com retail website. Since then, our digital presence has continued to growand as of January 31, 2015 , we operated e-commerce websites in 11 countries, providing access to Walmart and our various brands around theworld.7Information About Our SegmentsThe Company is engaged in the operation of retail, wholesale and other units located throughout the U.S., Africa, Argentina, Brazil, Canada,Central America, Chile, China, India, Japan, Mexico and the United Kingdom. The Company’s operations are conducted in three reportablesegments: Walmart U.S., Walmart International…