Cisco Systems 10-Q 2022-10-29
Filed 2022-11-22. 8 sections, 339K characters. Original on sec.gov · Markdown · JSON
Cover and table of contents
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 October 29, 2022
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 001-39940

CISCO SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 77-0059951 | |||||||
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification Number) |
170 West Tasman Drive
San Jose, California 95134
(Address of principal executive office and zip code)
(408) 526-4000
(Registrant’s telephone number, including area code)
Not Applicable
(Former name, former address and formal fiscal year, if changed since last report.)
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 $0.001 per share | CSCO | The Nasdaq Stock Market LLC |
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 for such shorter period 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 the 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 check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Number of shares of the registrant’s common stock outstanding as of November 17, 2022: 4,108,103,063
Cisco Systems, Inc.
Form 10-Q for the Quarter Ended October 29, 2022
INDEX
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
CISCO SYSTEMS, INC.
CONSOLIDATED BALANCE SHEETS
(in millions, except par value)
(Unaudited)
| October 29, 2022 | July 30, 2022 | ||||||||||
| ASSETS | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 7,292 | $ | 7,079 | |||||||
| Investments | 12,492 | 12,188 | |||||||||
| Accounts receivable, net of allowance of $88 at October 29, 2022 and $83 at July 30, 2022 | 5,439 | 6,622 | |||||||||
| Inventories | 2,664 | 2,568 | |||||||||
| Financing receivables, net | 3,683 | 3,905 | |||||||||
| Other current assets | 4,571 | 4,355 | |||||||||
| Total current assets | 36,141 | 36,717 | |||||||||
| Property and equipment, net | 1,972 | 1,997 | |||||||||
| Financing receivables, net | 3,618 | 4,009 | |||||||||
| Goodwill | 38,160 | 38,304 | |||||||||
| Purchased intangible assets, net | 2,360 | 2,569 | |||||||||
| Deferred tax assets | 4,891 | 4,449 | |||||||||
| Other assets | 5,912 | 5,957 | |||||||||
| TOTAL ASSETS | $ | 93,054 | $ | 94,002 | |||||||
| LIABILITIES AND EQUITY | |||||||||||
| Current liabilities: | |||||||||||
| Short-term debt | $ | 1,249 | $ | 1,099 | |||||||
| Accounts payable | 2,316 | 2,281 | |||||||||
| Income taxes payable | 890 | 961 | |||||||||
| Accrued compensation | 2,907 | 3,316 | |||||||||
| Deferred revenue | 12,578 | 12,784 | |||||||||
| Other current liabilities | 4,956 | 5,199 | |||||||||
| Total current liabilities | 24,896 | 25,640 | |||||||||
| Long-term debt | 7,629 | 8,416 | |||||||||
| Income taxes payable | 7,835 | 7,725 | |||||||||
| Deferred revenue | 10,441 | 10,480 | |||||||||
| Other long-term liabilities | 1,981 | 1,968 | |||||||||
| Total liabilities | 52,782 | 54,229 | |||||||||
| Commitments and contingencies (Note 14) | |||||||||||
| Equity: | |||||||||||
| Cisco stockholders’ equity: | |||||||||||
| Preferred stock, $0.001 par value: 5 shares authorized; none issued and outstanding | — | — | |||||||||
| Common stock and additional paid-in capital, $0.001 par value: 20,000 shares authorized; 4,103 and 4,110 shares issued and outstanding at October 29, 2022 and July 30, 2022, respectively | 42,984 | 42,714 | |||||||||
| Accumulated deficit | (594) | (1,319) | |||||||||
| Accumulated other comprehensive loss | (2,118) | (1,622) | |||||||||
| Total equity | 40,272 | 39,773 | |||||||||
| TOTAL LIABILITIES AND EQUITY | $ | 93,054 | $ | 94,002 |
See Notes to Consolidated Financial Statements.
CISCO SYSTEMS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in millions, except per-share amounts)
(Unaudited)
| Three Months Ended | |||||||||||
| October 29, 2022 | October 30, 2021 | ||||||||||
| REVENUE: | |||||||||||
| Product | $ | 10,245 | $ | 9,529 | |||||||
| Service | 3,387 | 3,371 | |||||||||
| Total revenue | 13,632 | 12,900 | |||||||||
| COST OF SALES: | |||||||||||
| Product | 4,179 | 3,673 | |||||||||
| Service | 1,107 | 1,174 | |||||||||
| Total cost of sales | 5,286 | 4,847 | |||||||||
| GROSS MARGIN | 8,346 | 8,053 | |||||||||
| OPERATING EXPENSES: | |||||||||||
| Research and development | 1,781 | 1,714 | |||||||||
| Sales and marketing | 2,391 | 2,261 | |||||||||
| General and administrative | 565 | 551 | |||||||||
| Amortization of purchased intangible assets | 71 | 84 | |||||||||
| Restructuring and other charges | (2) | 5 | |||||||||
| Total operating expenses | 4,806 | 4,615 | |||||||||
| OPERATING INCOME | 3,540 | 3,438 | |||||||||
| Interest income | 169 | 121 | |||||||||
| Interest expense | (100) | (89) | |||||||||
| Other income (loss), net | (134) | 187 | |||||||||
| Interest and other income (loss), net | (65) | 219 | |||||||||
| INCOME BEFORE PROVISION FOR INCOME TAXES | 3,475 | 3,657 | |||||||||
| Provision for income taxes | 805 | 677 | |||||||||
| NET INCOME | $ | 2,670 | $ | 2,980 | |||||||
| Net income per share: | |||||||||||
| Basic | $ | 0.65 | $ | 0.71 | |||||||
| Diluted | $ | 0.65 | $ | 0.70 | |||||||
| Shares used in per-share calculation: | |||||||||||
| Basic | 4,108 | 4,218 | |||||||||
| Diluted | 4,116 | 4,243 | |||||||||
See Notes to Consolidated Financial Statements.
CISCO SYSTEMS, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in millions)
(Unaudited)
| Three Months Ended | |||||||||||
| October 29, 2022 | October 30, 2021 | ||||||||||
| Net income | $ | 2,670 | $ | 2,980 | |||||||
| Available-for-sale investments: | |||||||||||
| Change in net unrealized gains and losses, net of tax benefit (expense) of $78 and $28 for the first quarter of fiscal 2023 and 2022, respectively | (251) | (83) | |||||||||
| Net (gains) losses reclassified into earnings, net of tax (benefit) expense of $(1) and $2 for the first quarter of fiscal 2023 and 2022, respectively | 5 | (4) | |||||||||
| (246) | (87) | ||||||||||
| Cash flow hedging instruments: | |||||||||||
| Change in unrealized gains and losses, net of tax benefit (expense) of $(8) and $(1) for the first quarter of fiscal 2023 and 2022, respectively | 24 | 7 | |||||||||
| Net (gains) losses reclassified into earnings, net of tax (benefit) expense of $5 and $0 for the first quarter of fiscal 2023 and 2022, respectively | (14) | (1) | |||||||||
| 10 | 6 | ||||||||||
| Net change in cumulative translation adjustment and actuarial gains and losses net of tax benefit (expense) of $22 and $9 for the first quarter of fiscal 2023 and 2022, respectively | (260) | 25 | |||||||||
| Other comprehensive income (loss) | (496) | (56) | |||||||||
| Comprehensive income | $ | 2,174 | $ | 2,924 |
See Notes to Consolidated Financial Statements.
CISCO SYSTEMS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions)
(Unaudited)
| Three Months Ended | |||||||||||
| October 29, 2022 | October 30, 2021 | ||||||||||
| Cash flows from operating activities: | |||||||||||
| Net income | $ | 2 |
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Forward-Looking Statements
This Quarterly Report on Form 10-Q, including this Management’s Discussion and Analysis of Financial Condition and Results of Operations, contains forward-looking statements regarding future events and our future results that are subject to the safe harbors created under the Securities Act of 1933, as amended (the “Securities Act”) and the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements other than statements of historical facts are statements that could be deemed forward-looking statements. These statements are based on current expectations, estimates, forecasts, and projections about the industries in which we operate and the beliefs and assumptions of our management. Words such as “expects,” “anticipates,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “momentum,” “seeks,” “estimates,” “continues,” “endeavors,” “strives,” “may,” variations of such words, and similar expressions are intended to identify such forward-looking statements. In addition, any statements that refer to projections of our future financial performance, our anticipated growth and trends in our businesses, future responses to and effects of the COVID-19 pandemic, and other characterizations of future events or circumstances are forward-looking statements. Readers are cautioned that these forward-looking statements are only predictions and are subject to risks, uncertainties, and assumptions that are difficult to predict, including those under “Part II, Item 1A. Risk Factors,” and elsewhere herein. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. We undertake no obligation to revise or update any forward-looking statements for any reason.
OVERVIEW
Cisco designs and sells a broad range of technologies that power the Internet. We are integrating our platforms across networking, security, collaboration, applications and the cloud. These platforms are designed to help our customers manage more users, devices and things connecting to their networks. This will enable us to provide customers with a highly secure, intelligent platform for their digital business.
A summary of our results is as follows (in millions, except percentages and per-share amounts):
| Three Months Ended | ||||||||||||||||||||
| October 29, 2022 | October 30, 2021 | % Variance | ||||||||||||||||||
| Revenue | $ | 13,632 | $ | 12,900 | 6 | % | ||||||||||||||
| Gross margin percentage | 61.2 | % | 62.4 | % | (1.2) | pts | ||||||||||||||
| Research and development | $ | 1,781 | $ | 1,714 | 4 | % | ||||||||||||||
| Sales and marketing | $ | 2,391 | $ | 2,261 | 6 | % | ||||||||||||||
| General and administrative | $ | 565 | $ | 551 | 3 | % | ||||||||||||||
| Total research and development, sales and marketing, general and administrative | $ | 4,737 | $ | 4,526 | 5 | % | ||||||||||||||
| Total as a percentage of revenue | 34.7 | % | 35.1 | % | (0.4) | pts | ||||||||||||||
| Amortization of purchased intangible assets included in operating expenses | $ | 71 | $ | 84 | (15) | % | ||||||||||||||
| Restructuring and other charges included in operating expenses | $ | (2) | $ | 5 | (132) | % | ||||||||||||||
| Operating income as a percentage of revenue | 26.0 | % | 26.7 | % | (0.7) | pts | ||||||||||||||
| Interest and other income (loss), net | $ | (65) | $ | 219 | (130) | % | ||||||||||||||
| Income tax percentage | 23.2 | % | 18.5 | % | 4.7 | pts | ||||||||||||||
| Net income | $ | 2,670 | $ | 2,980 | (10) | % | ||||||||||||||
| Net income as a percentage of revenue | 19.6 | % | 23.1 | % | (3.5) | pts | ||||||||||||||
| Earnings per share—diluted | $ | 0.65 | $ | 0.70 | (7) | % |
Percentages may not recalculate due to rounding.
CISCO SYSTEMS, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
Three Months Ended October 29, 2022 Compared with Three Months Ended October 30, 2021
In the first quarter of fiscal 2023, we delivered strong results with growth in total revenue. We remain focused on delivering innovation across our technologies to assist our customers in executing on their digital transformations. We have, and continue to take, multiple steps in order to mitigate the component shortages and deliver products to our customers in order to address supply constraints seen industry-wide. While we did see continued modest easing of the supply constraints during the first quarter of fiscal 2023, we expect the constraints to continue and the duration is uncertain. We continued to make progress in the transition of our business model delivering increased software and subscriptions. We remain focused on accelerating innovation across our portfolio, and we believe that we have made continued progress on our strategic priorities. We continue to operate in a challenging macroeconomic and highly competitive environment. While the overall environment remains uncertain, we continue to aggressively invest in priority areas with the objective of driving profitable growth over the long term.
Total revenue increased by 6% compared with the first quarter of fiscal 2022. Within total revenue, product revenue increased by 8% and service revenue was flat. In the first quarter of fiscal 2023, total software revenue was $3.9 billion across all product areas and service, an increase of 5%. Within total software revenue, subscription revenue increased 11%. Total gross margin decreased by 1.2 percentage points. Product gross margin decreased by 2.3 percentage points, largely driven by increased costs related to supply constraints, partially offset by favorable pricing and product mix. As a percentage of revenue, research and development, sales and marketing, and general and administrative expenses, collectively, decreased by 0.4 percentage points. Operating income as a percentage of revenue decreased by 0.7 percentage points. Diluted earnings per share decreased 7%, driven by a decrease of 10% in net income, partially offset by a decrease in diluted share count of 127 million shares.
In terms of our geographic segments, revenue from the Americas increased $353 million, EMEA revenue increased by $372 million and APJC revenue increased by $7 million. Although total revenue increased, we saw a decline in product demand compared to the first quarter of fiscal 2022. The decline was against the comparable prior year period in which we experienced unusually high demand.
From a customer market standpoint, we experienced product revenue growth in the commercial, enterprise and public sector markets. The service provider market was flat.
From a product category perspective, the product revenue increase of 8% was driven by growth in revenue for Secure, Agile Networks of 12%; End-to-End Security of 9%; and Optimized Application Experiences of 7%; partially offset by a product revenue decline in Internet for the Future of 5% and Collaboration of 2%.
CISCO SYSTEMS, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Continued)
Strategy and Priorities
As our customers add billions of new connections to their enterprises, and as more applications move to a multicloud environment, the network becomes even
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Item 3. Quantitative and Qualitative Disclosures About Market Risk
Our financial position is exposed to a variety of risks, including interest rate risk, equity price risk, and foreign currency exchange risk.
Interest Rate Risk
Available-for-Sale Debt Investments We maintain an investment portfolio of various holdings, types, and maturities. Our primary objective for holding available-for-sale debt investments is to achieve an appropriate investment return consistent with preserving principal and managing risk. At any time, a sharp rise in market interest rates could have a material adverse impact on the fair value of our available-for-sale debt investment portfolio. Conversely, declines in interest rates, including the impact from lower credit spreads, could have a material adverse impact on interest income for our investment portfolio. We may utilize derivative instruments designated as hedging instruments to achieve our investment objectives. We had no outstanding hedging instruments for our available-for-sale debt investments as of October 29, 2022. Our available-for-sale debt investments are held for purposes other than trading. Our available-for-sale debt investments are not leveraged as of October 29, 2022. We monitor our interest rate and credit risks, including our credit exposures to specific rating categories and to individual issuers. We believe the overall credit quality of our portfolio is strong.
Financing Receivables As of October 29, 2022, our financing receivables had a carrying value of $7.3 billion, compared with $7.9 billion as of July 30, 2022. As of October 29, 2022, a hypothetical 50 basis points (“BPS”) increase or decrease in market interest rates would change the fair value of our financing receivables by a decrease or increase of approximately $0.1 billion, respectively.
Debt As of October 29, 2022, we had $9.0 billion in principal amount of senior fixed-rate notes outstanding. The carrying amount of the senior notes was $8.9 billion, and the related fair value based on market prices was $8.8 billion. As of October 29, 2022, a hypothetical 50 BPS increase or decrease in market interest rates would change the fair value of the fixed-rate debt, excluding the $1.5 billion of hedged debt, by a decrease or increase of approximately $0.3 billion, respectively. However, this hypothetical change in interest rates would not impact the interest expense on the fixed-rate debt that is not hedged.
Equity Price Risk
Marketable Equity Investments The fair value of our marketable equity investments is subject to market price volatility. We hold equity securities for strategic purposes or to diversify our overall investment portfolio. These equity securities are held for purposes other than trading. The total fair value of our marketable equity securities was $245 million and $241 million as of October 29, 2022 and July 30, 2022, respectively.
Privately Held Investments These investments are recorded in other assets in our Consolidated Balance Sheets. The total carrying amount of our investments in privately held investments was $1.8 billion and $1.9 billion as of October 29, 2022 and July 30, 2022, respectively. Some of these companies in which we invested are in the startup or development stages. These investments are inherently risky because the markets for the technologies or products these companies are developing are typically in the early stages and may never materialize. We could lose our entire investment in these companies. Our evaluation of privately held investments is based on the fundamentals of the businesses invested in, including, among other factors, the nature of their technologies and potential for financial return.
Foreign Currency Exchange Risk
Our foreign exchange forward contracts outstanding as of the respective period-ends are summarized in U.S. dollar equivalents as follows (in millions):
| October 29, 2022 | July 30, 2022 | ||||||||||||||||||||||
| Notional Amount | Fair Value | Notional Amount | Fair Value | ||||||||||||||||||||
| Forward contracts: | |||||||||||||||||||||||
| Purchased | $ | 2,418 | $ | (60) | $ | 2,578 | $ | (50) | |||||||||||||||
| Sold | $ | 1,765 | $ | 68 | $ | 1,943 | $ | 50 |
We conduct business globally in numerous currencies. The direct effect of foreign currency fluctuations on revenue has not been material because our revenue is primarily denominated in U.S. dollars. However, if the U.S. dollar strengthens relative to other currencies, such strengthening could have an indirect effect on our revenue to the extent it raises the cost of our products to non-U.S. customers and thereby reduces demand. A weaker U.S. dollar could have the opposite effect. However, the precise indirect effect of currency fluctuations is difficult to measure or predict because our revenue is influenced by many factors in addition to the impact of such currency fluctuations.
Approximately 70% of our operating expenses are U.S.-dollar denominated. In the first quarter of fiscal 2023, foreign currency fluctuations, net of hedging, decreased our combined R&D, sales and marketing, and G&A expenses by approximately $142 million, or 3.1%, compared with the first quarter of fiscal 2022. To reduce variability in operating expenses and service cost of sales caused by non-U.S.-dollar denominated operating expenses and costs, we may hedge certain forecasted foreign currency transactions with currency options and forward contracts. These hedging programs are not designed to provide foreign currency protection over long time horizons. In designing a specific hedging approach, we consider several factors, including offsetting exposures, significance of exposures, costs associated with entering into a particular hedge instrument, and potential effectiveness of the hedge. The gains and losses on foreign exchange contracts mitigate the effect of currency movements on our operating expenses and service cost of sales.
We also enter into foreign exchange forward and option contracts to reduce the short-term effects of foreign currency fluctuations on receivables and payables that are denominated in currencies other than the functional currencies of the entities. The market risks associated with these foreign currency receivables and payables relate primarily to variances from our forecasted foreign currency transactions and balances. We do not enter into foreign exchange forward or option contracts for speculative purposes.
Item 4. Controls and Procedures
Evaluation of disclosure controls and procedures. Based on our management’s evaluation (with the participation of our principal executive officer and principal financial officer), as of the end of the period covered by this report, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, (the “Exchange Act”)) are effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms and is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.
Changes in internal control over financial reporting. There was no change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during our first quarter of fiscal 2023 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
PART II. OTHER INFORMATION
| Item 1. Legal Proceedings |
For a description of our pending legal proceedings, see Note 14, “Commitments and Contingencies—(f) Legal Proceedings” in the Notes to Consolidated Financial Statements.
Item 1A. Risk Factors
Set forth below and elsewhere in this report and in other documents we file with the SEC are descriptions of the risks and uncertainties that could cause our actual results to differ materially from the results contemplated by the forward-looking statements contained in this report. The descriptions below include any material changes to and supersede the description of the risk factors affecting our business previously disclosed in “Part I, Item 1A. Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended July 30, 2022.
Risks Related to our Business and Industry
Our business, results of operations and financial condition have been adversely affected and could in the future be materially adversely affected by the COVID-19 pandemic.
The COVID-19 pandemic and the resulting containment measures have caused economic and financial disruptions globally, including in most of the regions in which we sell our products and services and conduct our business operations. Beginning in the second half of fiscal 2020, the COVID-19 pandemic impacted our financial results and business operations. While we have seen modest easing, we continue to manage through significant supply constraints seen industry-wide due to component shortages which have resulted in extended lead times and higher supply chain costs. The magnitude and duration of the disruption of the pandemic, its continuing impact on us, and resulting decline in global business activity is uncertain.
The COVID-19 pandemic and the responsive measures taken in many countries have adversely affected and could in the future materially adversely affect our business, results of operations and financial condition. Shelter-in-place and/or lockdown orders globally and other measures have and could in the future impact our supply chain. In addition, current and future restrictions or disruptions of transportation, such as reduced availability of air transport, port closures, and increased border controls or closures, can also impact our ability to meet customer demand and could materially adversely affect us. Our customers have also experienced, and may continue to experience, disruptions in their operations, which can result in delayed, reduced, or canceled orders, and increased collection risks, and which may adversely affect our results of operations.
The COVID-19 pandemic has also led to increased disruption and volatility in capital markets and credit markets. The pandemic and resulting economic uncertainty could adversely affect our liquidity and capital resources in the future. The inputs into certain of our judgments, assumptions, and estimates considered the economic implications of the COVID-19 pandemic on our critical and significant accounting estimates. The actual results that we experience may differ materially from our estimates. As the COVID-19 pandemic continues to develop, many of our estimates could require increased judgment and carry a higher degree of variability and volatility. As events continue to evolve our estimates may change materially in future periods.
The extent of the impact of the COVID-19 pandemic on our operational and financial performance is currently uncertain and will depend on many factors outside our control, including, without limitation, the timing, extent, trajectory and duration of the pandemic, the efficacy of available vaccines, the imposition of protective public safety measures, and the impact of the pandemic on the global economy. Potential negative impacts of these external factors include, but are not limited to, material adverse effects on demand for our products and services; our supply chain and sales and distribution channels; collectability of customer accounts; our ability to execute strategic plans; impairments; and our profitability and cost structure. To the extent the COVID-19 pandemic adversely affects our business, results of operations and financial condition, it may also have the effect of exacerbating the other risks discussed in this “Risk Factors” section.
Our operating results may fluctuate in future periods, which may adversely affect our stock price.
Our operating results have been in the past, and will continue to be, subject to quarterly and annual fluctuations as a result of numerous factors, some of which may contribute to more pronounced fluctuations in an uncertain global economic environment. These factors include:
-
Fluctuations in demand for our products and services, especially with respect to service providers and Internet businesses, in part due to changes in the global economic environment
-
Changes in sales and implementation cycles for our products and reduced visibility into our customers’ spending plans and associated revenue
-
Our ability to maintain appropriate inventory levels and purchase commitments
-
Price and product competition in the communications and networking industries, which can change rapidly due to technological innovation and different business models from various geographic regions
-
The overall movement toward industry consolidation among both our competitors and our customers
-
The introduction and market acceptance of new technologies and products, and our success in new and evolving markets, and in emerging technologies, as well as the adoption of new standards
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The transformation of our business to deliver more software and subscription offerings where revenue is recognized over time
-
Variations in sales channels, product costs, mix of products sold, or mix of direct sales and indirect sales
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The timing, size, and mix of orders from customers
-
Manufacturing and customer lead times
-
Fluctuations in our gross margins, and the factors that contribute to such fluctuations
-
The ability of our customers, channel partners, contract manufacturers and suppliers to obtain financing or to fund capital expenditures, especially during a period of global credit market disruption or in the event of customer, channel partner, contract manufacturer or supplier financial problems
-
Actual events, circumstances, outcomes, and amounts differing from judgments, assumptions, and estimates used in determining the values of certain assets (including the amounts of related valuation allowances), liabilities, and other items reflected in our Consolidated Financial Statements
-
How well we execute on our strategy and operating plans and the impact of changes in our business model that could result in significant restructuring charges
-
Our ability to achieve targeted cost reductions
-
Benefits anticipated from our investments
-
Changes in tax laws or accounting rules, or interpretations thereof
As a consequence, operating results for a particular future period are difficult to predict, and, therefore, prior results are not necessarily indicative of results to be expected in future periods. Any of the foregoing factors, or any other factors discussed elsewhere herein, could have a material adverse effect on our business, results of operations, and financial condition that could adversely affect our stock price.
Our operating results may be adversely affected by unfavorable economic and market conditions and the uncertain geopolitical environment.
Challenging economic conditions, including rising inflation, or other changes, worldwide have from time to time contributed, and may continue to contribute, to slowdowns in the communications and networking industries at large, as well as in specific segments and markets in which we operate, resulting in: reduced demand for our products as a result of continued constraints on IT-related capital spending by our customers, particularly service providers, and other customer markets as well; increased price competition for our products, not only from our competitors but also as a consequence of customers disposing of unutilized products; risk of excess and obsolete inventories; risk of supply constraints; risk of excess facilitie
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Item 5. Other Information
None.
Item 6. Exhibits
The following documents are filed as exhibits to this report:
| Exhibit Number | Exhibit Description | Incorporated by Reference | Filed Herewith | |||||||||||||||||||||||||||||||||||
| Form | File No. | Exhibit | Filing Date | |||||||||||||||||||||||||||||||||||
| 10.1 | Commercial Paper Issuing and Paying Agent Agreement, dated September 29, 2022, by and between Cisco Systems, Inc. and Citibank, N.A. | 8-K | 001-39940 | 10.1 | 10/4/2022 | |||||||||||||||||||||||||||||||||
| 10.2 | Form of Amendment to Commercial Paper Dealer Agreement | 8-K | 001-39940 | 10.2 | 10/4/2022 | |||||||||||||||||||||||||||||||||
| 10.3* | Cisco Systems, Inc. Deferred Compensation Plan, as amended | X | ||||||||||||||||||||||||||||||||||||
| 10.4* | Letter Agreement by and between Cisco Systems, Inc. and Dev Stahlkopf | X | ||||||||||||||||||||||||||||||||||||
| 31.1 | Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer | X | ||||||||||||||||||||||||||||||||||||
| 31.2 | Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer | X | ||||||||||||||||||||||||||||||||||||
| 32.1 | Section 1350 Certification of Principal Executive Officer | X | ||||||||||||||||||||||||||||||||||||
| 32.2 | Section 1350 Certification of Principal Financial Officer | X | ||||||||||||||||||||||||||||||||||||
| 101.INS | Inline XBRL Instance - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | X | ||||||||||||||||||||||||||||||||||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | X | ||||||||||||||||||||||||||||||||||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | X | ||||||||||||||||||||||||||||||||||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | X | ||||||||||||||||||||||||||||||||||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | X | ||||||||||||||||||||||||||||||||||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | X | ||||||||||||||||||||||||||||||||||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | X |
| * | Indicates a management contract or compensatory plan or arrangement. |
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Cisco Systems, Inc. | ||||||||||||||||||||||||||
| Date: | November 22, 2022 | By | /S/ R. Scott Herren | |||||||||||||||||||||||
| R. Scott Herren Executive Vice President and Chief Financial Officer (Principal Financial Officer and duly authorized signatory) |