Item 2. Management’s Discussion and Analysis
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 26
Revenues
Three Months Ended Percent
Increase
(Decrease)
U.S.
Dollars Percent
Increase
(Decrease)
Local
Currency Percent of Revenues
for the Three Months Ended
(in billions of U.S. dollars) May 31, 2025 May 31, 2024 May 31, 2025 May 31, 2024
Geographic Markets Americas (1) $ 9.0 $ 8.3 8 % 9 % 51 % 50 %
EMEA 6.2 5.8 8 6 35 35
Asia Pacific (1) 2.5 2.4 5 4 14 15
Total Revenues $ 17.7 $ 16.5 8 % 7 % 100 % 100 %
Industry Groups Communications, Media & Technology $ 2.9 $ 2.8 5 % 5 % 16 % 17 %
Financial Services 3.3 2.9 13 13 18 18
Health & Public Service 3.8 3.5 7 7 21 21
Products 5.3 5.0 7 7 30 30
Resources 2.4 2.3 5 4 14 14
Total Revenues $ 17.7 $ 16.5 8 % 7 % 100 % 100 %
Type of Work Consulting $ 9.0 $ 8.5 7 % 6 % 51 % 51 %
Managed Services 8.7 8.0 9 9 49 49
Total Revenues $ 17.7 $ 16.5 8 % 7 % 100 % 100 %
Amounts in table may not total due to rounding.
(1) During the first quarter of fiscal 2025, our Latin America market unit moved from Growth Markets to North America. With this change, North America became the Americas market and Growth Markets became the Asia Pacific market. Prior period amounts have been reclassified to conform with the current period presentation.
Revenues for the third quarter of fiscal 2025 increased 8% in U.S. dollars and 7% in local currency compared to the third quarter of fiscal 2024. During the third quarter of fiscal 2025, revenue growth in local currency was very strong in the Americas, strong in EMEA and solid in Asia Pacific. We experienced local currency revenue growth that was very strong in Financial Services, strong in Health & Public Service and Products and solid in Communications, Media & Technology and Resources. Revenue growth in local currency was very strong in managed services and strong in consulting. While the business environment remained competitive, pricing improved in several areas of our business. We define pricing as the contract profitability or margin on the work that we sell.
In our consulting business, revenues for the third quarter of fiscal 2025 increased 7% in U.S. dollars and 6% in local currency compared to the third quarter of fiscal 2024. Consulting revenue growth in local currency for the third quarter of fiscal 2025 was driven by strong growth in the Americas and EMEA and modest growth in Asia Pacific. Our consulting revenue continues to be driven by helping our clients accelerate their reinvention, in particular technology, data, and AI led digital transformations. This includes moving to the cloud, embedding security and responsible AI across the enterprise and leveraging our change capabilities to help our clients build new skills and drive the successful adoption of new processes and technologies. In addition, clients continue to be focused on initiatives designed to deliver cost savings and supply chain and operational resilience, as well as projects to accelerate growth and improve customer experiences. While we continue to experience demand for these services, we are seeing a slower pace and level of client spending, particularly for smaller contracts with a shorter duration.
In our managed services business, revenues for the third quarter of fiscal 2025 increased 9% in both U.S. dollars and local currency compared to the third quarter of fiscal 2024. Managed services revenue growth in local currency for the third quarter of fiscal 2025 was driven by very strong growth in the Americas and strong growth in EMEA and Asia Pacific. We continue to experience growing demand to assist clients with application modernization and maintenance, cloud enablement and cybersecurity-as-a-service. In addition, clients continue to be focused on transforming their operations through technology, data and AI, and leveraging our digital platforms and talent to drive productivity and operational cost savings.
As we are a global company, our revenues are denominated in multiple currencies and may be significantly affected by currency exchange rate fluctuations. While a significant portion of our revenues are in U.S. dollars, the majority of our revenues are denominated in other currencies, including the Euro, Japanese yen and U.K. pound. There continues to be volatility in foreign currency exchange rates. Unfavorable fluctuations in foreign currency exchange rates have had and could in the future have a material effect on our financial results. If the U.S. dollar weakens against other currencies, resulting in favorable currency translation, our revenues, revenue growth and results of operations in U.S. dollars may be higher. If the U.S. dollar strengthens against other currencies, resulting in unfavorable currency translation, our revenues, revenue growth and results of operations in U.S. dollars may be lower. The U.S. dollar weakened against various currencies during the third quarter of fiscal 2025 compared to the third quarter of fiscal 2024, resulting in favorable currency translation and U.S. dollar revenue growth that was approximately 0.5% higher than our revenue growth in local currency. The U.S. dollar strengthened against various currencies during the nine months ended May 31, 2025 compared to the nine months ended May 31, 2024, resulting in unfavorable
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 27
currency translation and U.S. dollar revenue growth that was approximately 0.5% lower than our revenue growth in local currency. Assuming that exchange rates stay within recent ranges for the remainder of fiscal 2025, we estimate that our full fiscal 2025 revenue growth in U.S. dollars will be approximately equal to our revenue growth in local currency.
People Metrics
Utilization
Workforce
Annualized Voluntary Attrition
92%
791,000
16%
consistent with the third quarter of fiscal 2024
compared to approximately 750,000 as of May 31, 2024
compared to 14% in the third quarter of fiscal 2024
Utilization for the third quarter of fiscal 2025 was 92%, consistent with the third quarter of fiscal 2024. We hire to meet current and projected future demand. We proactively plan and manage the size and composition of our workforce and take actions as needed to address changes in the anticipated demand for our services and solutions, given that compensation costs are the most significant portion of our operating expenses. Our workforce, the majority of which serves our clients, increased to approximately 791,000 as of May 31, 2025, compared to approximately 750,000 as of May 31, 2024. The year-over-year increase in our workforce reflects hiring for the skills needed to support demand for our services and solutions, as well as people added in connection with acquisitions.
For the third quarter of fiscal 2025, annualized attrition, excluding involuntary terminations, was 16%, up from 14% in the third quarter of fiscal 2024. We evaluate voluntary attrition, adjust levels of new hiring and use involuntary terminations as a means to keep our supply of skills and resources in balance with changes in client demand.
In addition, we adjust compensation to provide market relevant pay based on the skills of our people and locations where we operate. We also consider a variety of factors, including the macroeconomic environment, in making our decisions around pay and benefits. We strive to adjust pricing as well as drive cost and delivery efficiencies, such as changing the mix of people and utilizing technology, to reduce the impact of compensation increases on our margin and contract profitability.
Our ability to grow our revenues and maintain or increase our margin could be adversely affected if we are unable to: match people and skills with the types or amounts of services and solutions clients are demanding; recover or offset increases in compensation; deploy our employees globally on a timely basis; manage attrition; and/or effectively assimilate new employees.
New Bookings
Three Months Ended Percent
Increase
(Decrease)
U.S.
Dollars Percent
Increase
(Decrease)
Local
Currency Nine Months Ended Percent
Increase
(Decrease)
U.S.
Dollars Percent
Increase
(Decrease)
Local
Currency
(in billions of U.S. dollars) May 31, 2025 May 31, 2024 May 31, 2025 May 31, 2024
Consulting $ 9.1 $ 9.3 (2) % (3) % $ 28.8 $ 28.4 1 % 2 %
Managed Services 10.6 11.8 (10) (10) 30.5 32.7 (6) (5)
Total New Bookings $ 19.7 $ 21.1 (6) % (7) % $ 59.3 $ 61.1 (3) % (2) %
We provide information regarding our new bookings, which include new contracts, including those acquired through acquisitions, as well as renewals, extensions and changes to existing contracts, because we believe doing so provides useful trend information regarding changes in the volume of our new business over time. New bookings can vary significantly quarter to quarter depending in part on the timing of the signing of a small number of large managed services contracts. The types of services and solutions clients are demanding and the pace and level of their spending may impact the conversion of new bookings to revenues. For example, managed services bookings, which are typically for multi-year contracts, generally convert to revenue over a longer period of time compared to consulting bookings.
Information regarding our new bookings is not comparable to, nor should it be substituted for, an analysis of our revenues over time. New bookings involve estimates and judgments. There are no third-party standards or requirements governing the calculation of bookings. We do not update our new bookings for material subsequent terminations or reductions related to bookings originally recorded in prior fiscal years. New bookings are recorded using then-existing foreign currency exchange rates and are not subsequently adjusted for foreign currency exchange rate fluctuations.
The majority of our contracts are terminable by the client on short notice with little or no termination penalties, and some without notice. Only the non-cancelable portion of these contracts is included in our remaining performance obligations disclosed in Note 2 (Revenues) to our Consolidated Financial Statements under Item 1, “Financial Statements.” Accordingly, a significant portion of what we consider contract bookings is not included in our remaining performance obligations.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 28
Results of Operations for the Three and Nine Months Ended May 31, 2025 Compared to the Three and Nine Months Ended May 31, 2024
Revenues
Revenues by geographic market, industry group and type of work are as follows:
Three Months Ended Percent
Increase
(Decrease)
U.S.
Dollars Percent
Increase
(Decrease)
Local
Currency Nine Months Ended Percent
Increase
(Decrease)
U.S.
Dollars Percent
Increase
(Decrease)
Local
Currency
(in millions of U.S. dollars) May 31, 2025 May 31, 2024 May 31, 2025 May 31, 2024
Geographic Markets
Americas (1) $ 8,966 $ 8,287 8 % 9 % $ 26,252 $ 24,129 9 % 10 %
EMEA 6,232 5,777 8 6 18,448 17,179 7 7
Asia Pacific (1) 2,530 2,404 5 4 7,377 7,182 3 3
Total $ 17,728 $ 16,467 8 % 7 % $ 52,077 $ 48,491 7 % 8 %
Industry Groups
Communications, Media & Technology $ 2,912 $ 2,763 5 % 5 % $ 8,500 $ 8,087 5 % 6 %
Financial Services 3,279 2,895 13 13 9,458 8,737 8 9
Health & Public Service 3,778 3,515 7 7 11,199 10,227 10 10
Products 5,344 4,983 7 7 15,821 14,605 8 8
Resources 2,415 2,310 5 4 7,098 6,835 4 5
Total $ 17,728 $ 16,467 8 % 7 % $ 52,077 $ 48,491 7 % 8 %
Type of Work
Consulting $ 9,007 $ 8,457 7 % 6 % $ 26,335 $ 24,935 6 % 6 %
Managed Services 8,721 8,010 9 9 25,742 23,556 9 10
Total $ 17,728 $ 16,467 8 % 7 % $ 52,077 $ 48,491 7 % 8 %
Amounts in table may not total due to rounding.
(1) During the first quarter of fiscal 2025, our Latin America market unit moved from Growth Markets to North America. With this change, North America became the Americas market and Growth Markets became the Asia Pacific market. Prior period amounts have been reclassified to conform with the current period presentation.
Geographic Markets
The following revenues commentary discusses the primary drivers of local currency revenue changes by geographic market for the three and nine months ended May 31, 2025 compared to the three and nine months ended May 31, 2024:
Americas
• Three Months. Revenues increased 9% in local currency, led by growth in Banking & Capital Markets, Industrial and Health. Revenue growth was driven by the United States.
• Nine Months. Revenues increased 10% in local currency, led by growth in Banking & Capital Markets, Industrial, Health and Software & Platforms. Revenue growth was driven by the United States.
EMEA
• Three Months. Revenues increased 6% in local currency, led by growth in Life Sciences, Banking & Capital Markets and Insurance. Revenue growth was driven by the United Kingdom, Germany and Italy.
• Nine Months. Revenues increased 7% in local currency, led by growth in Public Service, Life Sciences, Health and Consumer Goods, Retail & Travel Services. Revenue growth was driven by the United Kingdom, Italy and Germany, partially offset by a decline in France.
Asia Pacific
• Three Months. Revenues increased 4% in local currency, led by growth in Public Service, Banking & Capital Markets and Insurance, partially offset by a decline in Chemicals & Natural Resources. Revenue growth was driven by Japan and Australia, partially offset by a decline in Singapore.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 29
• Nine Months. Revenues increased 3% in local currency, led by growth in Utilities, Insurance, Public Service and Health, partially offset by a decline in Chemicals & Natural Resources. Revenue growth was driven by Japan, partially offset by a decline in Singapore.
Operating Expenses
Operating expenses for the third quarter of fiscal 2025 increased $909 million, or 7%, compared to the third quarter of fiscal 2024, and decreased as a percentage of revenues to 83.2% from 84.0% during this period. Operating expenses for the nine months ended May 31, 2025 increased $2,652 million, or 6%, compared to the nine months ended May 31, 2024, and decreased as a percentage of revenues to 84.3% from 85.1% during this period.
The primary categories of operating expenses include Cost of services, Sales and marketing and General and administrative costs. Cost of services is primarily driven by the cost of people serving our clients, which consists mainly of compensation, subcontractor and other payroll costs, and non-payroll costs such as facilities, technology and travel. Cost of services includes a variety of activities such as: contract delivery; recruiting and training; software development; and integration of acquisitions. Sales and marketing costs are driven primarily by compensation costs for business development activities; marketing- and advertising-related activities; and certain acquisition-related costs. General and administrative costs primarily include costs for people that are non-client-facing, information systems, office space and certain acquisition-related costs.
Operating expenses by category are as follows:
Three Months Ended Nine Months Ended
(in millions of U.S. dollars) May 31, 2025 May 31, 2024 Increase
(Decrease) May 31, 2025 May 31, 2024 Increase
(Decrease)
Operating Expenses $ 14,745 83.2 % $ 13,836 84.0 % $ 909 $ 43,901 84.3 % $ 41,248 85.1 % $ 2,652
Cost of services 11,901 67.1 10,968 66.6 933 35,452 68.1 32,666 67.4 2,786
Sales and marketing 1,762 9.9 1,750 10.6 12 5,250 10.1 5,091 10.5 159
General and administrative costs 1,081 6.1 1,040 6.3 42 3,198 6.1 3,159 6.5 39
Business optimization costs — — 77 0.5 (77) — — 332 0.7 (332)
Amounts in table may not total due to rounding.
Cost of Services
Cost of services for the third quarter of fiscal 2025 increased $933 million, or 9%, over the third quarter of fiscal 2024, and increased as a percentage of revenues to 67.1% compared to 66.6% during this period. Gross margin for the third quarter of fiscal 2025 decreased as a percentage of revenues to 32.9% from 33.4% during the third quarter of fiscal 2024. The decrease in gross margin was primarily due to higher labor costs, partially offset by lower non-payroll costs.
Cost of services for the nine months ended May 31, 2025 increased $2,786 million, or 9%, over the nine months ended May 31, 2024, and increased as a percentage of revenues to 68.1% compared to 67.4% during this period. Gross margin for the nine months ended May 31, 2025 decreased as a percentage of revenues to 31.9% from 32.6% during the nine months ended May 31, 2024. The decrease in gross margin was primarily due to higher subcontractor costs.
Sales and Marketing
Sales and marketing expense for the third quarter of fiscal 2025 increased $12 million, or 1%, over the third quarter of fiscal 2024, and decreased as a percentage of revenues to 9.9% from 10.6% during this period primarily due to both lower non-payroll and labor costs. Sales and marketing expense for the nine months ended May 31, 2025 increased $159 million, or 3%, over the nine months ended May 31, 2024, and decreased as a percentage of revenues to 10.1% from 10.5% during this period primarily due to lower labor costs.
General and Administrative Costs
General and administrative costs for the third quarter of fiscal 2025 increased $42 million, or 4%, over the third quarter of fiscal 2024, and decreased as a percentage of revenues to 6.1% from 6.3% during this period. General and administrative costs for the nine months ended May 31, 2025 increased $39 million, or 1%, over the nine months ended May 31, 2024, and decreased as a percentage of revenues to 6.1% from 6.5% during this period primarily due to lower labor costs.
Business Optimization Costs
During the second quarter of fiscal 2023, we initiated actions to streamline our operations, transform our non-billable corporate functions and consolidate our office space to reduce costs. We recorded a total of $1.5 billion related to these actions, primarily for employee severance, which have been completed as of August 31, 2024.
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Non-GAAP Financial Measures
We have presented operating income, operating margin, effective tax rate and diluted earnings per share on a non-GAAP or “ adjusted ” basis exclu ding the business optimization costs recorded in fiscal 2024 as we believe doing so facilitates understanding as to the impact of this item and our performance in comparison to the prior periods. While we believe that this non-GAAP financial information is useful in evaluating our operations, this information should be considered as supplemental in nature and not as a substitute for the related financial information prepared in accordance with GAAP.
Operating Income and Operating Margin
Operating income and operating margin for each of the geographic markets are as follows:
Three Months Ended Nine Months Ended
May 31, 2025 May 31, 2024 May 31, 2025 May 31, 2024
(in millions of U.S. dollars) Operating
Income Operating
Margin Operating
Income Operating
Margin Increase
(Decrease) Operating
Income Operating
Margin Operating
Income Operating
Margin Increase
(Decrease)
Americas (1) $ 1,720 19 % $ 1,408 17 % $ 312 $ 4,337 17 % $ 3,784 16 % $ 553
EMEA 753 12 750 13 3 2,428 13 2,102 12 326
Asia Pacific (1) 510 20 473 20 37 1,410 19 1,356 19 55
Total $ 2,983 16.8 % $ 2,631 16.0 % $ 352 $ 8,176 15.7 % $ 7,242 14.9 % $ 934
Amounts in table may not total due to rounding.
(1) During the first quarter of fiscal 2025, our Latin America market unit moved from Growth Markets to North America. With this change, North America became the Americas market and Growth Markets became the Asia Pacific market. Prior period amounts have been reclassified to conform with the current period presentation.
Operating income for the third quarter of fiscal 2025 increased $352 million, or 13%, compared with the third quarter of fiscal 2024. Operating margin for the third quarter of fiscal 2025 was 16.8%, compared with 16.0% for the third quarter of fiscal 2024. Operating income for the nine months ended May 31, 2025 increased $934 million, or 13%, compared with the nine months ended May 31, 2024. Operating margin for the nine months ended May 31, 2025 was 15.7%, compared with 14.9% for the nine months ended May 31, 2024.
Geographic Markets
We estimate that the aggregate percentage impact of foreign currency exchange rates on our operating income during the three and nine months ended May 31, 2025 was similar to that disclosed for revenue for each geographic market. Additionally, costs associated with our business optimization actions did not impact fiscal 2025 operating income as the actions were completed in fiscal 2024. The commentary below provides insight into other factors affecting geographic market performance and operating income for the three and nine months ended May 31, 2025 compared with the three and nine months ended May 31, 2024:
Americas
• Three Months. Operatin g income increased primarily due to revenue growth and an increase in consulting contract profitability.
• Nine Months. Operatin g income increased primarily due to revenue growth, partially offset by a decline in contract profitability.
EMEA
• Three Months. Operatin g income was relatively flat, as revenue growth was offset by higher labor costs .
• Nine Months. Operatin g income increased primarily due to revenue growth, partially offset by a decline in contract profitability.
Asia Pacific
• Three Months. Opera ting income increased primarily due to revenue growth.
• Nine Months. Operating income increased slightly as revenue growth was offset by a decline in contract profitability.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 31
Operating Income and Operating Margin Excluding Fiscal 2024 Business Optimization Costs (Non-GAAP)
The business optimization costs reduced operating margin for the third quarter of fiscal 2024 by 40 basis points . Operating margin for the third quarter of fiscal 2025 was 16.8% compared to adjusted operating margin for the third quarter of fiscal 2024 of 16.4%. The business optimization costs reduced operating margin for the nine months ended May 31, 2024 by 70 basis points. Operating margin for the nine months ended May 31, 2025 was 15.7% compared to adjusted operating margin for the nine months ended May 31, 2024 of 15.6%.
Three Months Ended
May 31, 2025 May 31, 2024
(in millions of U.S. dollars) Operating
Income (GAAP) Operating
Margin
(GAAP) Operating
Income (GAAP) Business
Optimization (1) Operating
Income (Non-GAAP) Operating
Margin (Non-GAAP) Increase
(Decrease)
Americas (2) $ 1,720 19 % $ 1,408 $ (4) $ 1,404 17 % $ 315
EMEA 753 12 750 75 825 14 (72)
Asia Pacific (2) 510 20 473 6 479 20 31
Total $ 2,983 16.8 % $ 2,631 $ 77 $ 2,708 16.4 % $ 274
Nine Months Ended
May 31, 2025 May 31, 2024
(in millions of U.S. dollars) Operating
Income (GAAP) Operating
Margin
(GAAP) Operating
Income (GAAP) Business
Optimization (1) Operating
Income (Non-GAAP) Operating
Margin (Non-GAAP) Increase
(Decrease)
Americas (2) $ 4,337 17 % $ 3,784 $ 58 $ 3,842 16 % $ 495
EMEA 2,428 13 2,102 231 2,334 14 95
Asia Pacific (2) 1,410 19 1,356 43 1,399 19 12
Total $ 8,176 15.7 % $ 7,242 $ 332 $ 7,575 15.6 % $ 601
Amounts in tables may not total due to rounding.
(1) Costs recorded in connection with our business optimization initiatives, primarily for employee severance.
(2) During the first quarter of fiscal 2025, our Latin America market unit moved from Growth Markets to North America. With this change, North America became the Americas market and Growth Markets became the Asia Pacific market. Prior period amounts have been reclassified to conform with the current period presentation.
Interest Income
Interest income for the third quarter of fiscal 2025 was $79 million, an increase of $25 million over the third quarter of fiscal 2024 primarily due to a higher average cash balance. Interest income for the nine months ended May 31, 2025 was $231 million, an increase of $10 million over the nine months ended May 31, 2024.
Interest Expense
Interest expense for the third quarter of fiscal 2025 was $68 million, an increase of $56 million over the third quarter of fiscal 2024. Interest expense for the nine months ended May 31, 2025 was $162 million, an increase of $126 million over the nine months ended May 31, 2024. The increase for the three and nine months ended May 31, 2025 was primarily due to an increase in long-term debt compared to the three and nine months ended May 31, 2024.
Other Income (Expense), net
Other income (expense), net primarily consists of foreign currency gains and losses, non-operating components of pension expense, as well as gains and losses associated with our investments. During the third quarter of fiscal 2025, Other income (expense), net decreased $24 million from the third quarter of fiscal 2024 primarily due to higher foreign currency exchange losses, partially offset by higher gains on investments. During the nine months ended May 31, 2025, Other income (expense), net increased $11 million over the nine months ended May 31, 2024. For additional information, see Note 1 (Basis of Presentation) to our Consolidated Financial Statements under Item 1, “Financial Statements."
Income Tax Expense
The effective tax rates for the third quarter of fiscal 2025 and 2024 were 24.0% and 25.4%, respectively. The lower effective tax rate was primarily due to lower tax expense from changes in the geographic distribution of earnings, partially offset by higher expense from adjustments to prior year tax liabilities. The effective tax rates for the nine months ended May 31, 2025 and 2024 were 22.1% and 22.6%, respectively. The lower effective tax rate was primarily due to lower tax expense from changes in the geographic distribution of earnings.
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Income Tax Expense Excluding Fiscal 2024 Business Optimization Costs (Non-GAAP)
Excluding the business optimization costs of $77 million and $332 million, and related reduction in tax expense of $24 million and $86 million, our adjusted effective tax rates were 25.5% and 22.8% for the three and nine months ended May 31, 2024, respectively.
Earnings Per Share
Diluted earnings per share were $3.49 for the third quarter of fiscal 2025, compared with $3.04 for the third quarter of fiscal 2024. Diluted earnings per share were $9.90 for the nine months ended May 31, 2025, compared with $8.77 for the nine months ended May 31, 2024. For information regarding our earnings per share calculations, see Note 3 (Earnings Per Share) to our Consolidated Financial Statements under Item 1, “Financial Statements.”
Earnings Per Share Excluding Fiscal 2024 Business Optimization Costs (Non-GAAP)
The business optimization costs of $54 million and $247 million, net of related taxes, decreased diluted earnings per share by $0.08 and $0.39 for the three and nine months ended May 31, 2024, respectively. Adjusted diluted earnings per share were $3.13 and $9.16 for the three and nine months ended May 31, 2024, respectively.
Three Months Ended Nine Months Ended
May 31, 2024 As Reported $ 3.04 $ 8.77
Business optimization costs 0.12 0.52
Tax effect of business optimization costs (1) (0.04) (0.13)
May 31, 2024 As Adjusted $ 3.13 $ 9.16
May 31, 2025 As Reported $ 3.49 $ 9.90
Amounts in tables may not total due to rounding.
(1) The income tax effect of business optimization costs includes both the current and deferred income tax impact and was calculated by using the relevant tax rate of the country where the adjustments were recorded.
Changes in diluted earnings per share for the three and nine months ended May 31, 2025 compared to adjusted diluted earnings per share for the three and nine months ended May 31, 2024 were due to the following factors:
Three Months Ended Nine Months Ended
May 31, 2024 As Adjusted $ 3.13 $ 9.16
Revenue and operating results 0.32 0.73
Effective tax rate 0.07 0.09
Lower share count 0.03 0.05
Non-operating income (0.06) (0.13)
May 31, 2025 As Reported $ 3.49 $ 9.90
Liquidity and Capital Resources
As of May 31, 2025, Cash and cash equivalents was $9.6 billion, compared with $5.0 billion as of August 31, 2024.
Cash flows from operating, investing and financing activities, as reflected in our Consolidated Cash Flows Statements, are summarized in the following table:
Nine Months Ended
(in millions of U.S. dollars) May 31, 2025 May 31, 2024 Change
Net cash provided by (used in):
Operating activities $ 7,560 $ 5,742 $ 1,819
Investing activities (1,248) (5,515) 4,266
Financing activities (1,673) (3,635) 1,961
Effect of exchange rate changes on cash and cash equivalents (11) (100) 89
Net increase (decrease) in cash and cash equivalents $ 4,627 $ (3,508) $ 8,135
Amounts in table may not total due to rounding.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 33
Operating activities: The $1,819 million increase in operating cash flows was primarily due to higher net income and changes in operating assets and liabilities, including lower spending on certain compensation payments.
Investing activities: The $4,266 million decrease in cash used was primarily due to lower spending on business acquisitions. For additional information, see Note 5 (Business Combinations) to our Consolidated Financial Statements under Item 1, “Financial Statements.”
Financing activities: The $1,961 million increase in financing cash flows was primarily due to higher net proceeds from borrowings. For additional information, see Note 9 (Borrowings and Indebtedness) to our Consolidated Financial Statements under Item 1, “Financial Statements.”
We believe that our current and longer-term working capital, investments and other general corporate funding requirements will be satisfied for the next twelve months and thereafter through cash flows from operations and, to the extent necessary, from our borrowing facilities and future financial market activities.
Substantially all of our cash is held in jurisdictions where there are no regulatory restrictions or material tax effects on the free flow of funds. Domestic cash inflows for our Irish parent, principally dividend distributions from lower-tier subsidiaries, have been sufficient to meet our historic cash requirements, and we expect this to continue into the future.
Borrowings and Indebtedness
On September 30, 2024, we filed a registration statement on Form S-3, pursuant to which Accenture plc’s wholly owned finance subsidiaries Accenture Capital and Accenture Global Capital DAC may issue debt securities. As of May 31, 2025, we had outstanding long-term debt in the form of senior unsecured notes issued by Accenture Capital in an aggregate principal amount of $5 billion, which mature from 2027 through 2034. Accenture plc fully and unconditionally guarantees these notes, as well as all future debt securities that may be issued by these entities.
For additional information regarding our outstanding borrowings, credit facilities and other debt, see Note 9 (Borrowings and Indebtedness) to our Consolidated Financial Statements under Item 1, “Financial Statements.”
Share Purchases and Redemptions
The Board of Directors of Accenture plc has authorized funding for our publicly announced open-market share purchase program for acquiring Accenture plc Class A ordinary shares and for purchases and redemptions of Accenture plc Class A ordinary shares and Accenture Canada Holdings Inc. exchangeable shares held by current and former members of Accenture Leadership and their permitted transferees.
Our share purchase activity during the nine months ended May 31, 2025 is as follows:
Accenture plc Class A
Ordinary Shares Accenture Canada
Holdings Inc. Exchangeable Shares
(in millions of U.S. dollars, except share amounts) Shares Amount Shares Amount
Open-market share purchases (1) 10,326,925 $ 3,381 — $ —
Other share purchase programs — — 11,811 4
Other purchases (2) 2,151,936 760 — —
Total 12,478,861 $ 4,141 11,811 $ 4
(1) We conduct a publicly announced open-market share purchase program for Accenture plc Class A ordinary shares. These shares are held as treasury shares by Accenture plc and may be utilized to provide for select employee benefits, such as equity awards to our employees.
(2) During the nine months ended May 31, 2025, as authorized under our various employee equity share plans, we acquired Accenture plc Class A ordinary shares primarily via share withholding for payroll tax obligations due from employees and former employees in connection with the delivery of Accenture plc Class A ordinary shares under those plans. These purchases of shares in connection with employee share plans do not affect our aggregate available authorization for our publicly announced open-market share purchase and the other share purchase programs.
We intend to continue to use a significant portion of cash generated from operations for share repurchases during the remainder of fiscal 2025. The number of shares ultimately repurchased under our open-market share purchase program may vary depending on numerous factors, including, without limitation, share price and other market conditions, our ongoing capital allocation planning, the levels of cash and debt balances, other demands for cash, such as acquisition activity, general economic and/or business conditions, and board and management discretion. Additionally, as these factors may change over the course of the year, the amount of share repurchase activity during any particular period cannot be predicted and may fluctuate from time to time. Share repurchases may be made from time to time through open-market purchases, in respect of purchases and redemptions of Accenture Canada Holdings Inc. exchangeable shares, through the use of Rule 10b5-1 plans and/or by other means. The repurchase program may be accelerated, suspended, delayed or discontinued at any time, without notice.
Table of Contents
ACCENTURE FORM 10-Q
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 34
Off-Balance Sheet Arrangements
In the normal course of business and in conjunction with some client engagements, we have entered into contractual arrangements through which we may be obligated to indemnify clients with respect to certain matters.
To date, we have not been required to make any significant payment under any of the arrangements described above. For further discussion of these transactions, see Note 11 (Commitments and Contingencies) to our Consolidated Financial Statements under Item 1, “Financial Statements.”
Significant Accounting Policies
See Note 1 (Basis of Presentation) to our Consolidated Financial Statements under Item 1, “Financial Statements.”
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