Lenovo Group Limited | 2016/17 Annual Report Stock Code 992 Different is better ABOUT LENOVO Lenovo (HKSE: 992) (ADR: LNVGY) is a US$43 billion global Fortune 500 company and a leader in providing innovative consumer, commercial, and enterprise technology. Our portfolio of high-quality, secure products and services covers PCs (including the legendary Think and multimode YOGA brands), workstations, servers, storage, smart TVs and a family of mobile products like smartphones (including the Moto brand), tablets and apps. Join us on LinkedIn, follow us on Facebook or Twitter (@Lenovo) or visit us at www.lenovo.com. CONTENTS 04 FINANCIAL HIGHLIGHTS 08 CHAIRMAN AND CEO STATEMENT 12 LENOVO MANAGEMENT TEAM 16 MANAGEMENT’S DISCUSSION AND ANALYSIS 44 CORPORATE GOVERNANCE REPORT 95 AUDIT COMMITTEE REPORT 103 COMPENSATION COMMITTEE REPORT 116 SUSTAINABILITY OVERVIEW 130 DIRECTORS’ REPORT 148 INDEPENDENT AUDITOR’S REPORT 153 CONSOLIDATED INCOME STATEMENT 154 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 155 CONSOLIDATED BALANCE SHEET 157 CONSOLIDATED CASH FLOW STATEMENT 158 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 159 NOTES TO THE FINANCIAL STATEMENTS 247 FIVE-YEAR FINANCIAL SUMMARY 248 CORPORATE INFORMATION different creates better Moto Z and Moto Mods FINANCIAL HIGHLIGHTS 2017 2016 Year-on-year For the year ended March 31 US$ million US$ million Change Group Results Revenue 43,035 44,912 (4)% Gross profit 6,106 6,624 (8)% Gross profit margin (%) 14.2 14.8 (0.6) pts Operating expenses (5,434) (6,686) (19)% Expense-to-revenue ratio (%) 12.6 14.9 (2.3) pts EBITDA1 1,581 838 89% Pre-tax income/(loss) 490 (277) N/A Pre-tax income/(loss) margin (%) 1.1 (0.6) N/A Profit/(loss) attributable to equity holders of the Company 535 (128) N/A EPS – basic (US cents) 4.86 (1.16) N/A EPS – diluted (US cents) 4.86 (1.16) N/A Interim dividend per share (HK cents) 6.0 6.0 Nil Final dividend per share (HK cents)2 20.5 20.5 Nil Total dividend per share (HK cents) 26.5 26.5 Nil Cash and Working Capital Bank deposits and cash and cash equivalents 2,951 2,079 42% Total borrowings (3,037) (3,251) (7)% Net debt (86) (1,172) (93)% Cash conversion cycle (days) (10) 1 N/A Notes: 1 Excluding “other income - net”. 2 Subject to shareholders’ approval at the forthcoming annual general meeting. 4 Lenovo Group Limited 2016/17 Annual Report Revenue Analysis by Geography Revenue Analysis by Business Group for the year ended March 31 (US$ million) for the year ended March 31 (US$ million) 44,912 43,035 44,912 43,035 28% 28% 16% 16% 69% 70% 26% 26% 19% 18% 30% 30% 10% 9% 2% 3% 2016 2017 2016 2017 China AP EMEA AG PCSD Mobile Data Center Others EBITDA1 Profit/(loss) Attributable to for the year ended March 31 (US$ million) Equity Holders of the Company for the year ended March 31 (US$ million) 1,715 817 829 1,581 1,365 635 535 1,067 838 (128) 2013 2014 2015 2016 2017 2013 2014 2015 2016 2017 Note: 1 Excluding “other income - net”. 2016/17 Annual Report Lenovo Group Limited 5 Y-Series Legion Y520 different rocks better CHAIRMAN AND CEO STATEMENT Now we are well positioned to reap the benefits of our transformation with a stronger performance across our existing businesses as well as new lines of devices and services driven by the Cloud. I am confident in both our strategy and team and that Lenovo’s best days are yet to come. FY2016/17 has been a year of transformation for Lenovo – balancing growth and profitability in our core business, while building our smartphone and data center businesses into growth engines. We continued to deliver solid performance in our core PC business, driven by success in fast-growing areas such as gaming PCs, Chromebooks, workstations, detachables and Millennial PCs. At the same time our smartphone business has started to see good traction, in particular from key growth markets such as India and Brazil, which together have contributed significantly to our overall performance in mobile. In the Data Center business we continued our transformation journey by reinvigorating the business with a new leader to speed up our return to growth and secure our future ambitions. Outside of our three core business units we continue to focus on short-, medium- and long-term investments and opportunities in emerging technologies through both our Research and Technology teams, as well as our Lenovo Capital and Incubator Group. Externally the trading environment across all our geographies and businesses was challenging – something encountered by our whole industry. Emerging markets faced continued currency volatility; the PC market remained flat; industry component costs increased significantly in the second half of the year; growth and spending in China slowed, and global economic uncertainty resulting from both Brexit and the new US administration have made the last 12 months one of the most unpredictable years to do business in. Despite these external hurdles we achieved some key successes. We built a strategy and structure that will guide strong execution worldwide and enable our diversified business to flourish in the years ahead. By doing so we have reinforced our foundations for a new era of long-term growth and position as a global technology leader. 8 Lenovo Group Limited 2016/17 Annual Report ACHIEVEMENTS IN 2016/2017 • Record market share of 21.4% in PCs. Focused on new high-growth markets such as gaming PCs (grew 34%); detachables (grew 69%); Millennial PCs (grew 219%); Chromebooks (grew 88%) and workstations (grew 10%). Continued to deliver industry-beating profitability. • Attracted industry-leading talent to our executive team – Kirk Skaugen joined from Intel as Executive Vice President and President of the Data Center Group; Laura Quatela from roles at Alcatel-Lucent and Kodak as Senior Vice President and Chief Legal Officer, and Dr Yong Rui from Microsoft as Senior Vice President and Chief Technology Officer. • Launched the industry’s first modular smartphone with the Moto Z – on track to sell 3 million units in the first 12 months since launch. • Strong progress in key smartphone market of India and Brazil where we ranked as number 2, contributing to our global ranking of number 5 (excluding China). Moto Z and Mods • Grown our Data Center revenue with key global accounts growing by 16 percent year-on-year. • Introduced a revolutionary Low Temperature Solder (LTS) manufacturing process, estimated to reduce carbon emissions by 35 percent while also increasing efficiency. Something that in time we will license to the wider technology industry. • Evolved our focus beyond PCs and tablets to wider ‘personal computing’ – including launch of award winning Smart Assistant at CES 2017 which achieved 14 awards, as well as launching the industry’s first Google Tango enabled Smart Home Storage augmented reality (AR) device. • Won some of the industry’s highest accolades for product innovation and design – 18 Red Dot Design awards; 6 iF awards; 149 awards across major industry events CES, MWC and IFA. In addition, Laptop Magazine named Lenovo ‘Best Laptop Brand’ – unseating the incumbent who had held the position for the past five years. The award was based on a combination of innovation; support; value/selection; warranty and design. • Further recognised for advancements in our brand recognition and value as we were ranked in Interbrand’s 100 Best Global Brands for the second year running. We were also ranked as number 1 in Brand Z’s top 30 Chinese Global Brands • Ongoing recognition for our good business practices, including receiving a 100% rating in the Human Rights Corporate Equality Index; included in Corporate Knights World’s Most Sustainable Corporations Index and rated ‘CSR Gold’ by the EcoVadis sustainability assessment platform and in the top 2% of supplier in all categories. We are very proud of these achievements but overall our results were not as strong as we had hoped. Not only were we hampered by external trading conditions, but the integration of our Motorola Mobility and IBM System X acquisitions was more challenging and took more time than we had initially anticipated. Lenovo has grown from a single business focusing on just PCs to a much broader and more complex portfolio of businesses, each at a different stage of maturity and therefore having different priorities. As a result we have established a multi-business operating system to manage each business differently. Clear ownership is identified and each business can leverage the resources of the corporate platform and build its own capabilities necessary for growth. Alongside this we have our 3-wave strategy. 2016/17 Annual Report Lenovo Group Limited 9 CHAIRMAN AND CEO STATEMENT THREE WAVE STRATEGY Wave 1: PCs remain our stronghold. We have achieved industry-leading profitability in PCs and smart devices and our aim is to balance this profitability with new growth areas in the wider personal computing space. To do this we will better understand our customers’ needs and innovate accordingly. This approach has already helped us to uncover high-growth areas and market segments worth investing in where we can excel. We have taken this one step further with our PC and Smart Devices business by moving away from a structure focused on traditional product areas to one that focus on three customer segments, namely: consumer, commercial and SMB. Each customer segment now has full end-to-end accountability and ownership of its business. As we evolve our innovation in the wider personal computing space we are confident that we can capitalise on new growth areas as well as benefit from the ongoing consolidation in the traditional PC sector to gain overall share and maximise efficiencies.