Case 2:12-cv-02830-JPM-tmp Document 29-3 Filed 01/07/13 Page 1 of 5 PageID 219
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`Exhibit A
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`Case 2:12-cv-02830-JPM-tmp Document 29-3 Filed 01/07/13 Page 2 of 5 PageID 220
`10-Q 1 d400524d10q.htm FORM 10-Q
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`Table of Contents
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`UNITED STATES
`SECURITIES AND EXCHANGE COMMISSION
`Washington, D.C. 20549
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`FORM 10-Q
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`(Mark One)
`x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
`1934
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`For the quarterly period ended September 30, 2012
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`¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
`1934
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`OR
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`For the transition period from to
`Commission file number: 000-50726
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`Google Inc.
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`(Exact name of registrant as specified in its charter)
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`Delaware
`(State or other jurisdiction of
`incorporation or organization)
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`77-0493581
`(I.R.S. Employer
`Identification Number)
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`1600 Amphitheatre Parkway
`Mountain View, CA 94043
`(Address of principal executiv e offices, including zip code)
`(650) 253-0000
`(Registrant’s telephone number, including area code)
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`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 x No ¨
`Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web
`site, if any, every Interactive Data File required to be submitted and posted 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 and post such files). Yes x No ¨
`Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated
`filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller
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`reporting company” in Rule 12b-2 of the Exchange Act.
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`1/6/13
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`Case 2:12-cv-02830-JPM-tmp Document 29-3 Filed 01/07/13 Page 3 of 5 PageID 221
`Form 10-Q
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`Google Inc.
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`CONSOLIDATED STATEMENTS OF INCOME
`(In millions, except per share amounts)
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`Table of Contents
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`Nine Months Ended
`Three Months Ended
`September 30,
`September 30,
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`2011
`2012
`2012
`2011
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`(unaudited)
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` $9,720 $11,526 $27,322 $33,135
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`0 2,575
`0 3,825
` $9,720 $14,101 $27,322 $36,960
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` 3,378 4,440 9,485 12,213
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`0 2,114
`0 3,143
` 1,404 2,009 3,861 5,035
` 1,204 1,760 3,322 4,462
` 676 1,042 1,919 2,779
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`Revenues:
`Google (advertising and other)
`Motorola (hardware and other)
`Total revenues
`Costs and expenses:
`Cost of revenues – Google (advertising and other)
`Cost of revenues – Motorola (hardware and other)
`Research and development
`(1)
`Sales and marketing
`(1)
`General and administrative
`(1)
`Charge related to the resolution of Department of Justice
`investigation
`Total costs and expenses
`Income from operations
`Interest and other income, net
`Income before income taxes
`Provision for income taxes
`Net income
`Net income per share of Class A and Class B common stock:
`Basic
`Diluted
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`0
`500
`0
`0
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` 6,662 11,365 19,087 27,632
` 3,058 2,736 8,235 9,328
`473
` 302
`63
`602
` 3,360 2,799 8,837 9,801
` 631
`623 1,804 1,950
` $2,729 $ 2,176 $ 7,033 $ 7,851
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` $ 8.44 $
`6.64 $ 21.82 $ 24.05
` $ 8.33 $
`6.53 $ 21.53 $ 23.69
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`(1)
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` Includes stock-based compensation expense as follows:
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`Cost of revenues – Google (advertising and other)
`Cost of revenues – Motorola (hardware and other)
`Research and development
`Sales and marketing
`General and administrative
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`72 $
` $
`0
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` 311
` 104
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`84
` $ 571 $
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`259
`172 $
`103 $
`13
`0
`8
`968
`795
`378
`372
`256
`155
`364
`214
`118
`762 $ 1,437 $ 1,976
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`See accompanying notes.
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`4
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`www.sec.gov /Archiv es/edgar/data/1288776/000119312512440217/d400524d10q.htm
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`1/6/13
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`Case 2:12-cv-02830-JPM-tmp Document 29-3 Filed 01/07/13 Page 4 of 5 PageID 222
`Form 10-Q
`
`Table of Contents
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`Our effective tax rate could fluctuate significantly on a quarterly basis and could be adversely affected to the
`extent earnings are lower than anticipated in countries that have lower statutory rates and higher than anticipated in
`countries that have higher statutory rates. Our effective tax rate could also fluctuate due to the net gains and losses
`recognized by legal entities on certain hedges and related hedged intercompany and other transactions under our
`foreign exchange risk management program, by changes in the valuation of our deferred tax assets or liabilities, or by
`changes in tax laws, regulations, or accounting principles, as well as certain discrete items. In addition, we are
`subject to the continuous examination of our income tax returns by the IRS and other tax authorities. We regularly
`assess the likelihood of adverse outcomes resulting from these examinations to determine the adequacy of our
`provision for income taxes.
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`Note 15. Information about Segments and Geographic Areas
`Prior to the second quarter of 2012, our chief operating decision makers (i.e., chief executive officer and his
`direct reports) reviewed financial information presented on a consolidated basis, accompanied by disaggregated
`information about revenues by geographic region for purposes of allocating resources and evaluating financial
`performance. As a result of our Motorola acquisition in the second quarter of 2012, our chief operating decision
`makers review financial information for the following three operating segments:
`• Google – includes our advertising and other non-advertising businesses
`• Mobile – includes our mobile device business acquired from Motorola
`• Home – includes our digital set-top box business acquired from Motorola
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`Our chief operating decision makers do not evaluate operating segments using asset information.
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`The following table sets forth revenues and operating income (loss) by operating segment (in millions):
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`Nine Months Ended
`Three Months Ended
`September 30,
`September 30,
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`2011
`2012
`2012
`2011
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`(unaudited)
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` $9,720 $11,526 $27,322 $33,135
` 3,629 3,951
` 10,172 11,884
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`0 1,778
`0 2,621
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`0
`(176)
`(217)
`0
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`0
`797
`0 1,204
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`0
`25
`28
`0
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`Google:
`Revenues
`Operating income
`Mobile:
`Revenues
`Operating loss
`Home:
`Revenues
`Operating income
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`A reconciliation of the total segment operating income to the consolidated operating income is as follows (in
`millions):
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`Total segment operating income
`Unallocated items
`Consolidated operating income
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`$ 3,629
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`(571)
`$ 3,058
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`Three Months Ended
`September 30,
`2012
`2011
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`Nine Months Ended
`September 30,
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`2011
`2012
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`(unaudited)
`$ 3,800
`$10,172
` (1,064)
` (1,937)
`$ 2,736
`$ 8,235
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`$11,695
` (2,367)
`$ 9,328
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`Unallocated items, including stock-based compensation expense, restructuring and other charges related to our
`Motorola business, and a charge related to the resolution of a Department of Justice investigation, are not allocated
`to each segment because we do not include this information in our measurement of the performance of our operating
`segments.
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`www.sec.gov /Archiv es/edgar/data/1288776/000119312512440217/d400524d10q.htm
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`

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`1/6/13
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`Case 2:12-cv-02830-JPM-tmp Document 29-3 Filed 01/07/13 Page 5 of 5 PageID 223
`Form 10-Q
`
`Table of Contents
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`SIGNATURE
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`Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly
`caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
`
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` GOOGLE INC.
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`Date: October 30, 2012
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`
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`/s/ PATRICK PICHETTE
`Patrick Pichette
`Senior Vice President and Chief Financial Officer
`(Principal financial officer and duly authorized signatory)
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` By:
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`60
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`www.sec.gov /Archiv es/edgar/data/1288776/000119312512440217/d400524d10q.htm
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