Microsoft 2013 Annual Report Download

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Table of contents

  • Page 1

  • Page 2
    ...I have come to work every day with a heart full of passion for more than 30 years. Fiscal Year 2013 was a pivotal year for Microsoft in every sense of the word. Last year in my letter to you I declared a fundamental shift in our business to a devices and services company. This transformation impacts...

  • Page 3
    ... We are accelerating as we bring to market Windows 8.1 PCs and tablets with our partners, Surface 2, Xbox One and new phones; advance our enterprise services including Windows Server, Windows Azure, Microsoft Dynamics and Office 365; and innovate on new high-value activities. Moving forward With the...

  • Page 4
    ... FINANCIAL HIGHLIGHTS (In millions, except per share data) Year Ended June 30, 2013 2012 2011 2010 2009 Revenue Operating income Net income Diluted earnings per share Cash dividends declared per share Cash, cash equivalents, and short-term investments Total assets Long-term obligations Stockholders...

  • Page 5
    ... liabilities as of June 30, 2013. In fiscal year 2012, our Board of Directors declared the following dividends: Declaration Date Dividend Per Share Record Date Total Amount (In millions) Payment Date September 20, 2011 December 14, 2011 March 13, 2012 June 13, 2012 $ $ $ $ 0.20 0.20 0.20 0.20...

  • Page 6
    ... 6/12 6/13 Microsoft Corporation S&P 500 NASDAQ Computer 100.00 100.00 100.00 88.52 73.79 84.52 87.33 84.43 99.07 101.05 110.35 133.08 122.14 116.36 151.51 142.14 140.32 158.50 * $100 invested on 6/30/08 in stock or index, including reinvestment of dividends

  • Page 7
    ... applications; desktop and server management tools; software development tools; video games; and online advertising. We also design and sell hardware devices including Surface RT and Surface Pro, the Xbox 360 gaming and entertainment console, Kinect for Xbox 360, Xbox 360 accessories, and Microsoft...

  • Page 8
    ... and Google. We believe Windows competes effectively by giving customers choice, value, flexibility, security, an easy-to-use interface, compatibility with a broad range of hardware and software applications, including those that enable productivity, and the largest support network for any operating...

  • Page 9
    ... technology professionals for our Server and Tools, Microsoft Business Division, and Windows Division products and services. Approximately 80% of Server and Tools revenue comes from product revenue, including purchases through volume licensing programs, licenses sold to OEMs, and retail packaged...

  • Page 10
    ...Enterprise Services provide customers with advantages in performance, total costs of ownership, and productivity by delivering superior applications, development tools, compatibility with a broad base of hardware and software applications, security, and manageability. Online Services Division Online...

  • Page 11
    ... established product and services to new markets. EDD revenue also includes revenue from licensing mobile-related patents. Principal Products and Services: Xbox 360 gaming and entertainment console, Kinect for Xbox 360, Xbox 360 video games, Xbox 360 accessories; Xbox LIVE; Skype; and Windows Phone.

  • Page 12
    ... dialog boxes, and translating text. We contract most of our manufacturing activities for Xbox 360 and related games, Kinect for Xbox 360, various retail software packaged products, Surface devices, and Microsoft PC accessories to third parties. Our products may include some components that are...

  • Page 13
    ... single license or other agreement with a third party relating to the development of our products. Investing in the Future Microsoft's success is based on our ability to create new and compelling products, services, and experiences for our users, to initiate and embrace disruptive technology trends...

  • Page 14
    ... additional value to customers through cloud-based services. We provide online content and services to consumers through Bing, MSN portals and channels, Microsoft Office Web Apps, Office 365, Windows Phone Marketplace, Xbox LIVE, Outlook.com, Skype, and Windows Store. We also provide to business...

  • Page 15
    ... allows customers to acquire licenses only, acquire licenses with software assurance, or renew software assurance upon the expiration of existing volume licensing agreements. Online services are also available for purchase through the Select Plus Program, and subscriptions are generally structured...

  • Page 16
    ..., product and service announcements, legal developments, and international news; corporate governance information including our articles, bylaws, governance guidelines, committee charters, codes of conduct and ethics, global corporate citizenship initiatives, and other governance-related policies...

  • Page 17
    ... global audience. Our most significant expenses are related to compensating employees, designing, manufacturing, marketing, and selling our products and services, and income taxes. Industry Trends Our industry is dynamic and highly competitive, with frequent changes in both technologies and business...

  • Page 18
    ...personal and corporate devices. To address these opportunities, businesses look to our world-class business applications like Microsoft Dynamics, Office, Exchange, SharePoint, Lync, Yammer, and our business intelligence solutions. They rely on our technology to manage employee corporate identity and...

  • Page 19
    ... customers prefer evolve rapidly, and influence how users access services in the cloud and in some cases the user's choice of which suite of cloud-based services to use. The Windows ecosystem must continue to evolve and adapt, over an extended time, in pace with this changing environment. To support...

  • Page 20
    ... or 13%, due to higher legal charges, primarily the EU fine of $733 million. • • • Fiscal year 2012 compared with fiscal year 2011 Revenue increased primarily due to strong sales of Server and Tools products and services and the 2010 Microsoft Office system, offset in part by the decline in...

  • Page 21
    ... Change 2012 Versus 2011 (In millions, except percentages) 2013 2012 2011 Revenue Operating income $ 19,239 $ 9,504 $ 18,400 $ 11,555 $ 19,061 $ 12,280 5% (18)% (3)% (6)% Windows Division develops and markets operating systems for computing devices, related software and online services...

  • Page 22
    ... software advisors and corporate sales and marketing activities. Fiscal year 2012 compared with fiscal year 2011 Server and Tools revenue increased in both product sales and Enterprise Services. Product revenue increased $1.4 billion or 11%, driven primarily by growth in SQL Server, Windows Server...

  • Page 23
    ... expenses. Cost of revenue increased $678 million or 22%, primarily reflecting higher Enterprise Services headcount-related expenses. Sales and marketing expenses grew $154 million or 3%, reflecting increased corporate marketing activities. Online Services Division Percentage Change 2013 Versus 2012...

  • Page 24
    ... revenue generated through subscription and volume licensing agreements with software assurance, license-only agreements for Office, and Microsoft Dynamics revenue. Consumer revenue includes revenue from retail packaged product sales and OEM revenue. Fiscal year 2013 compared with fiscal year 2012...

  • Page 25
    ..., Kinect for Xbox 360, Xbox 360 video games, Xbox LIVE, and Xbox 360 accessories), Skype, and Windows Phone, including related patent licensing revenue. We acquired Skype on October 13, 2011, and its results of operations from that date are reflected in our results discussed below. In June 2013...

  • Page 26
    ... stores expenses and $287 million higher intellectual property licensing costs. Fiscal year 2012 compared with fiscal year 2011 Corporate-level expenses increased due mainly to full year Puerto Rican excise taxes, higher headcount-related expenses, and changes in foreign currency exchange rates...

  • Page 27
    ... payroll, employee benefits, stock-based compensation expense, and other headcount-related expenses associated with sales and marketing personnel and the costs of advertising, promotions, trade shows, seminars, and other programs. Fiscal year 2013 compared with fiscal year 2012 Sales and marketing...

  • Page 28
    ...31) 910 $ We use derivative instruments to: manage risks related to foreign currencies, equity prices, interest rates, and credit; enhance investment returns; and facilitate portfolio diversification. Gains and losses from changes in fair values of derivatives that are not designated as hedges are...

  • Page 29
    ... and 2012, we recognized a reduction of 18% and 21%, respectively, to the effective tax rate due to foreign earnings taxed at lower rates. The decrease in our effective tax rate for fiscal year 2013 was primarily offset by a 1% increase related to the EU fine, which is not tax deductible. Changes in...

  • Page 30
    ... our effective tax rates and resulted primarily from changes in the geographic distribution of and changes in consumer demand for our products and services. As discussed above, Windows Division operating income declined $751 million in fiscal year 2012, while MBD and Server and Tools operating...

  • Page 31
    ..., and where applicable, we use quoted prices in active markets for identical assets or liabilities to determine the fair value of our financial instruments. This pricing methodology applies to our Level 1 investments, such as exchangetraded mutual funds, domestic and international equities, and...

  • Page 32
    ... and sales and a $2.0 billion increase in cash used for additions to property and equipment. Fiscal year 2012 compared with fiscal year 2011 Cash flows from operations increased $4.6 billion during fiscal year 2012 to $31.6 billion, due mainly to increased revenue and cash collections from customers...

  • Page 33
    ..., 2013 comprised mainly unearned revenue from volume licensing programs. Unearned revenue from volume licensing programs represents customer billings for multi-year licensing arrangements paid for either at inception of the agreement or annually at the beginning of each coverage period and accounted...

  • Page 34
    ...the periods reported, we repurchased with cash resources: 158 million shares for $4.6 billion during fiscal year 2013; 142 million shares for $4.0 billion during fiscal year 2012; and 447 million shares for $11.5 billion during fiscal year 2011. Dividends During fiscal years 2013 and 2012, our Board...

  • Page 35
    ... also excluded unearned revenue and non-cash items. Other Planned Uses of Capital We will continue to invest in sales, marketing, product support infrastructure, and existing and advanced areas of technology. Additions to property and equipment will continue, including new facilities, data centers...

  • Page 36
    ... affected by management's application of accounting policies. Critical accounting policies for us include revenue recognition, impairment of investment securities, goodwill, research and development costs, contingencies, income taxes, and inventories. Revenue Recognition Revenue recognition requires...

  • Page 37
    .... Small business customers in applicable markets were also eligible for a three-month trial of Office 365 Small Business Premium. Accordingly, estimated revenue related to the undelivered 2013 Microsoft Office system and subscription services was deferred until the products and services were...

  • Page 38
    ... of accounting for income taxes are to recognize the amount of taxes payable or refundable for the current year and deferred tax liabilities and assets for the future tax consequences of events that have been recognized in an entity's financial statements or tax returns. We recognize the tax benefit...

  • Page 39
    ...are reliable for preparing financial statements and maintaining accountability for assets. These systems are augmented by written policies, an organizational structure providing division of responsibilities, careful selection and training of qualified personnel, and a program of internal audits. The...

  • Page 40
    ...tool. The distribution of the potential changes in total market value of all holdings is computed based on the historical volatilities and correlations among foreign currency exchange rates, interest rates, equity prices, and commodity prices, assuming normal market conditions. The VaR is calculated...

  • Page 41
    ... sets forth the one-day VaR for substantially all of our positions as of June 30, 2013 and 2012 and for the year ended June 30, 2013: (In millions) June 30, 2013 Risk Categories June 30, 2012 Average Year Ended June 30, 2013 High Low Foreign currency Interest rate Equity Commodity $ 199 $ 85 $ 181...

  • Page 42
    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA INCOME STATEMENTS (In millions, except per share amounts) Year Ended June 30, 2013 2012 2011 Revenue Cost of revenue Gross profit Operating expenses: Research and development Sales and marketing General and administrative Goodwill impairment Total ...

  • Page 43
    COMPREHENSIVE INCOME STATEMENTS (In millions) Year Ended June 30, 2013 2012 2011 Net income Other comprehensive income (loss): Net unrealized gains (losses) on derivatives (net of tax effects of $(14), $137, and $(338)) Net unrealized gains (losses) on investments (net of tax effects of $195, $(210...

  • Page 44
    BALANCE SHEETS (In millions) June 30, 2013 2012 Assets Current assets: Cash and cash equivalents Short-term investments (including securities loaned of $579 and $785) Total cash, cash equivalents, and short-term investments Accounts receivable, net of allowance for doubtful accounts of $336 and $...

  • Page 45
    ...and equipment Acquisition of companies, net of cash acquired, and purchases of intangible and other assets Purchases of investments Maturities of investments Sales of investments Securities lending payable Net cash used in investing Effect of exchange rates on cash and cash equivalents Net change in...

  • Page 46
    STOCKHOLDERS' EQUITY STATEMENTS (In millions) Year Ended June 30, 2013 2012 2011 Common stock and paid-in capital Balance, beginning of period Common stock issued Common stock repurchased Stock-based compensation expense Stock-based compensation income tax benefits (deficiencies) Other, net Balance...

  • Page 47
    ... accounted for under the cost method. Estimates and Assumptions Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. Examples of estimates include: loss contingencies; product warranties...

  • Page 48
    ...revenue includes: manufacturing and distribution costs for products sold and programs licensed; operating costs related to product support service centers and product distribution centers; costs incurred to include software on PCs sold by OEMs, to drive traffic to our websites, and to acquire online...

  • Page 49
    ...Once technological feasibility is reached, such costs are capitalized and amortized to cost of revenue over the estimated lives of the products. Sales and Marketing Sales and marketing expenses include payroll, employee benefits, stock-based compensation expense, and other headcount-related expenses...

  • Page 50
    ... term of the assets or liabilities. Where applicable, these models project future cash flows and discount the future amounts to a present value using market-based observable inputs including interest rate curves, credit spreads, foreign exchange rates, and forward and spot prices for currencies and...

  • Page 51
    ... or are not publicly traded are recorded at cost or using the equity method. We lend certain fixed-income and equity securities to increase investment returns. The loaned securities continue to be carried as investments on our balance sheet. Cash and/or security interests are received as collateral...

  • Page 52
    ... and equipment is stated at cost and depreciated using the straight-line method over the shorter of the estimated useful life of the asset or the lease term. The estimated useful lives of our property and equipment are generally as follows: computer software developed or acquired for internal use...

  • Page 53
    ... 2012. Adoption of this new guidance did not have a material impact on our financial statements. In June 2011, the FASB issued guidance on presentation of comprehensive income. The new guidance eliminated the option to report OCI and its components in the statement of changes in stockholders' equity...

  • Page 54
    ...$ (In millions) June 30, 2013 Cost Basis Cash and Cash Equivalents Short-term Investments Equity and Other Investments Cash Mutual funds Commercial paper Certificates of deposit U.S. government and agency securities Foreign government bonds Mortgage-backed securities Corporate notes and bonds...

  • Page 55
    (In millions) June 30, 2012 Cost Basis Unrealized Gains Unrealized Losses Recorded Basis Cash and Cash Equivalents Short-term Investments Equity and Other Investments Cash Mutual funds Commercial paper Certificates of deposit U.S. government and agency securities Foreign government bonds ...

  • Page 56
    ... related to foreign currencies, equity prices, interest rates, and credit; to enhance investment returns; and to facilitate portfolio diversification. Our objectives for holding derivatives include reducing, eliminating, and efficiently managing the economic impact of these exposures as effectively...

  • Page 57
    ... of investment-grade securities. We use credit default swap contracts, not designated as hedging instruments, to manage credit exposures relative to broad-based indices and to facilitate portfolio diversification. We use credit default swaps as they are a low cost method of managing exposure...

  • Page 58
    ... master netting agreement exists and fair value adjustments related to our own credit risk and counterparty credit risk: Foreign Exchange Contracts Equity Contracts Interest Rate Contracts Credit Contracts Commodity Contracts Total Derivatives (In millions) June 30, 2013 Assets Non-designated...

  • Page 59
    ...offset by unrealized gains (losses) in the underlying available-for-sale securities. (In millions) Year Ended June 30, 2013 2012 2011 Foreign exchange contracts Equity contracts Interest-rate contracts Credit contracts Commodity contracts Total $ 18 16 (11) (3) (42) (22) $ (119) (85) 93 (7) (121...

  • Page 60
    ...Value (In millions) June 30, 2013 Assets Level 1 Level 2 Level 3 Netting (a) Mutual funds Commercial paper Certificates of deposit U.S. government and agency securities Foreign government bonds Mortgage-backed securities Corporate notes and bonds Municipal securities Common and preferred stock...

  • Page 61
    ... total Net Fair Value of assets above to the balance sheet presentation of these same assets in Note 4 - Investments. (In millions) June 30, 2013 2012 Net fair value of assets measured at fair value on a recurring basis Cash Common and preferred stock measured at fair value on a nonrecurring basis...

  • Page 62
    ... Microsoft Business Division. Yammer was consolidated into our results of operations starting on the acquisition date. Skype On October 13, 2011, we acquired all of the issued and outstanding shares of Skype Global S.á r.l. ("Skype"), a leading global provider of software applications and related...

  • Page 63
    ... assets, all of which are finite-lived, were as follows: Gross Carrying Amount Gross Carrying Amount (In millions) Year Ended June 30, Accumulated Amortization Net Carrying Amount 2013 Accumulated Amortization Net Carrying Amount 2012 Technology-based Marketing-related Contract-based Customer...

  • Page 64
    ... of capitalized software was $210 million, $117 million, and $114 million for fiscal years 2013, 2012, and 2011, respectively. The following table outlines the estimated future amortization expense related to intangible assets held at June 30, 2013: (In millions) Year Ending June 30, 2014 2015 2016...

  • Page 65
    ... were as follows as of June 30, 2013 and 2012: Face Value June 30, 2013 Face Value June 30, 2012 (In millions) Notes Stated Interest Rate Effective Interest Rate Due Date September 27, 2013 June 1, 2014 September 25, 2015 February 8, 2016 November 15, 2017 (a) May 1, 2018 (b) June 1, 2019 October...

  • Page 66
    ... debt securities on which interest is paid annually. Cash paid for interest on our debt for fiscal years 2013, 2012, and 2011 was $371 million, $344 million, and $197 million, respectively. Credit Facility In June 2013, we established a commercial paper program for the issuance and sale of...

  • Page 67
    ... Ended June 30, 2013 2012 2011 U.S. International Income before income taxes $ 6,674 20,378 $ 1,600 20,667 $ 22,267 $ 8,862 19,209 $ 28,071 $ 27,052 The items accounting for the difference between income taxes computed at the U.S. federal statutory rate and our effective rate were as follows...

  • Page 68
    ... would have affected our effective tax rate. Interest on unrecognized tax benefits was $400 million, $154 million, and $38 million in fiscal years 2013, 2012, and 2011, respectively. As of June 30, 2013, 2012, and 2011, we had accrued interest related to uncertain tax positions of $1.3 billion, $939...

  • Page 69
    ...service or software or otherwise meet the revenue recognition criteria. Volume Licensing Programs Unearned revenue from volume licensing programs represents customer billings for multi-year licensing arrangements paid either at inception of the agreement or annually at the beginning of each coverage...

  • Page 70
    ..., 2013 2012 Volume licensing programs Other (a) Total (a) $ 18,871 3,528 $ 22,399 $ 16,717 3,342 $ 20,059 Other as of June 30, 2012 included $540 million of unearned revenue associated with sales of Windows 7 with an option to upgrade to Windows 8 Pro at a discounted price (the "Windows Upgrade...

  • Page 71
    ... the Tenth Circuit, which heard oral arguments in May 2013. Patent and Intellectual Property Claims Motorola Litigation In October 2010, Microsoft filed patent infringement complaints against Motorola Mobility ("Motorola") with the International Trade Commission ("ITC") and in U.S. District Court in...

  • Page 72
    ... into a patent license with Microsoft and, if so, the amount of the RAND royalty. In April 2012, the court issued a temporary restraining order preventing Motorola from taking steps to enforce an injunction in Germany relating to the H.264 video patents. In May 2012, the court converted that order...

  • Page 73
    ... Windows Mobile 6.5 and Windows Phone 7, Windows Marketplace, Silverlight, Windows Vista and Windows 7, Exchange Server 2003 and later, Exchange ActiveSync, Windows Live Messenger, Lync Server 2010, Outlook 2010, Office 365, SQL Server, Internet Explorer 9, Xbox, and Kinect. In the Motorola action...

  • Page 74
    ... adverse impact on our financial statements for the period in which the effects become reasonably estimable. NOTE 18 - STOCKHOLDERS' EQUITY Shares Outstanding Shares of common stock outstanding were as follows: (In millions) Year Ended June 30, 2013 2012 2011 Balance, beginning of year Issued...

  • Page 75
    ...December 8, 2011 March 8, 2012 June 14, 2012 September 13, 2012 The dividend declared on June 13, 2012 was included in other current liabilities as of June 30, 2012. NOTE 19 - OTHER COMPREHENSIVE INCOME (LOSS) The activity in other comprehensive income (loss) and related income tax effects were as...

  • Page 76
    ...30, 2013 2012 2011 Stock-based compensation expense Income tax benefits related to stock-based compensation Stock Plans (Excluding Stock Options) Stock awards $ 2,406 $ 842 $ 2,244 $ 785 $ 2,166 $ 758 Stock awards ("SAs") are grants that entitle the holder to shares of Microsoft common stock as...

  • Page 77
    ... with business acquisitions during fiscal years 2013, 2012, and 2011, respectively. Employee stock options activity during 2013 was as follows: Weighted Average Remaining Contractual Term (Years) Shares (In millions) Weighted Average Exercise Price Aggregate Intrinsic Value (In millions) Balance...

  • Page 78
    ... and Tools, Online Services Division, Microsoft Business Division, and Entertainment and Devices Division. During the three months ended December 31, 2012, we changed the name of our Windows & Windows Live Division to Windows Division. Due to the integrated structure of our business, certain revenue...

  • Page 79
    ... Kinect for Xbox 360, Xbox 360 video games, Xbox 360 accessories, Xbox LIVE, Skype, and Windows Phone. Segment revenue and operating income (loss) were as follows during the periods presented: (In millions) Year Ended June 30, Revenue 2013 2012 2011 Windows Division Server and Tools Online Services...

  • Page 80
    (In millions) Year Ended June 30, Operating Income (Loss) 2013 2012 2011 Windows Division Server and Tools Online Services Division Microsoft Business Division Entertainment and Devices Division Corporate and other Consolidated $ 8,943 8,152 (1,298) 16,189 888 (6,110) 26,764 $ 12,005 7,256 (8,...

  • Page 81
    ... of segment profit or loss. Long-lived assets, excluding financial instruments and tax assets, classified by the location of the controlling statutory company and with countries over 10% of the total shown separately, were as follows: (In millions) June 30, 2013 2012 2011 United States Luxembourg...

  • Page 82
    ...Microsoft Corporation Redmond, Washington We have audited the accompanying consolidated balance sheets of Microsoft Corporation and subsidiaries (the "Company") as of June 30, 2013 and 2012, and the related consolidated statements of income, comprehensive income, cash flows, and stockholders' equity...

  • Page 83
    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE Not applicable. CONTROLS AND PROCEDURES Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of ...

  • Page 84
    ... OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Stockholders of Microsoft Corporation Redmond, Washington We have audited the internal control over financial reporting of Microsoft Corporation and subsidiaries (the "Company") as of June 30, 2013, based on criteria...

  • Page 85
    ... Officer, Microsoft Corporation Dina Dublon 1,2 Former Chief Financial Officer, JPMorgan Chase Maria M. Klawe 2,4 President, Harvey Mudd College Stephen J. Luczo 1,2 Chairman, President, Chief Executive Officer, Seagate Technology PLC David F. Marquardt 3 General Partner, August Capital Charles...

  • Page 86
    ...com You can also send mail to the transfer agent at: Microsoft Corporation c/o American Stock Transfer & Trust Company P.O. Box 2362 New York, NY 10272-2362 Shareholders can sign up for electronic alerts to access the annual report and proxy statement online. The service gets you the information you...

  • Page 87